A N N U A L R E P O R T - Bouygues
A N N U A L R E P O R T - Bouygues
A N N U A L R E P O R T - Bouygues
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NOTE 1: SIGNIFICANT EVENTS<br />
OF THE YEAR<br />
1.1 Holdings in subsidiaries and<br />
affiliates<br />
1.1.1 Significant increases:<br />
% interest as at<br />
31/12/2005 31/12/2004<br />
• Colas €34m 96.42 95.56<br />
• TF1 €65m 42.89 41.45<br />
• Novasaur €15m 9.88 -<br />
1.1.2 <strong>Bouygues</strong> SA interest in<br />
<strong>Bouygues</strong> Telecom<br />
The BNP Paribas Group having sought to enhance<br />
the liquidity of its 6.5% stake in <strong>Bouygues</strong><br />
Telecom, <strong>Bouygues</strong> granted BNP Paribas a promise<br />
to buy this stake, exercisable at any time<br />
between 1 September 2005 and 31 July 2007 at a<br />
price of between €477 million and €495 million<br />
depending on the date of exercise.<br />
In return, BNP Paribas granted <strong>Bouygues</strong> a promise<br />
to sell this interest to <strong>Bouygues</strong>, exercisable<br />
between 1 September 2007 and 30 September<br />
2007 at a price of €497 million.<br />
If the cumulative amount of dividends paid by<br />
<strong>Bouygues</strong> Telecom to the BNP Paribas Group<br />
exceeds €4.6 million, the prices indicated above<br />
will be reduced by the amount of dividend paid.<br />
1.1.3 Significant divestments<br />
• Saur:<br />
The effects of the sale of Saur were included in<br />
the financial statements as at 31 December 2004.<br />
The amount of €796 million receivable from PAI<br />
partners, included in “Other receivables” as at<br />
that date, was received in February 2005.<br />
Following the sale, <strong>Bouygues</strong> held 15% of Saur’s<br />
holding company, Novasaur (formerly Financière<br />
Gaillon).<br />
In 2005, the interest of <strong>Bouygues</strong> in Novasaur<br />
was reduced from 15% to 9.9%.<br />
• Sale of CATC and Cica to Sogeby, a 100%-owned<br />
subsidiary of <strong>Bouygues</strong> SA.<br />
• Sale of Fibysa to Finagestion, a 100%-owned<br />
subsidiary of <strong>Bouygues</strong> SA.<br />
• Liquidation of the following companies:<br />
Bymages 4, Financière des Saules, RCS.<br />
1.2 Treasury shares<br />
Acquisition of 8,361,649 treasury shares at a<br />
value of €320 million, classified in “Other longterm<br />
investments”. These shares were then<br />
cancelled via capital reductions in June and<br />
December 2005 (Board decisions of 21 June and<br />
13 December 2005).<br />
105,000 treasury shares held under a liquidity<br />
agreement as at 31 December 2005.<br />
1.3 SNC Challenger<br />
On the expiry of the construction lease for<br />
the Challenger building (December 2005), SNC<br />
Challenger, the lessor, realised a gross gain of<br />
€102.91 million, of which €102.90 million was<br />
recognised in the <strong>Bouygues</strong> SA income statement<br />
(in line with its 99.99% interest in SNC<br />
Challenger).<br />
In line with standard practice, this gain represents<br />
the residual value of the building on expiry<br />
of the lease as estimated at the time of signature<br />
of the lease, equivalent to the cost of construction<br />
less the depreciation that would have been<br />
recognised by the lessor if the building had been<br />
recorded as asset in its balance sheet over the<br />
term of the lease.<br />
The tax arising on this gain has been spread<br />
over 15 years, and is reflected in the books of<br />
<strong>Bouygues</strong> SA by the recognition of a provision for<br />
income taxes of €37.9 million.<br />
1.4. Advances to subsidiaries<br />
and affiliates<br />
• <strong>Bouygues</strong> Telecom: reimbursement of advances<br />
amounting to €498 million.<br />
• Finagestion: funds of €23.6 million advanced<br />
during the year.<br />
1.5. Bond issue<br />
1.5.1 Bond issue carried out in July<br />
2005<br />
• Amount:<br />
€750 million<br />
• Rate: 4.25%<br />
• Issue priced at: 99.804%<br />
• Repayment terms: repayable in full at par on<br />
22 July 2020.<br />
1.5.2 Significant events subsequent<br />
to 31 December 2005<br />
A €250 million bond issue supplementary to the<br />
July 2005 issue was launched in January 2006 on<br />
the same terms (issue priced at 97.203%).<br />
1.6 Net financial income<br />
Net financial income amounted to €209 million,<br />
comprising (in millions of euros):<br />
- Dividends received and share<br />
of partnership profits 369 (1)<br />
- Net interest expense (168)<br />
- Net change in impairment and<br />
provisions relating to subsidiaries (5)<br />
- Gains on disposals of short-term investment<br />
securities 12<br />
- Other items 1<br />
(1) includes €103 million arising on the expiry of the construction<br />
lease for the Challenger building<br />
NOTE 2: ACCOUNTING<br />
POLICIES<br />
The financial statements have been prepared<br />
in accordance with the current provisions of<br />
French law.<br />
2.1. Intangible assets<br />
Incorporation costs and research and development<br />
costs are expensed in full as incurred.<br />
As a general principle, software acquired from<br />
third parties is recognised as an intangible asset<br />
and amortised on a straight-line basis over a<br />
maximum of five years.<br />
2.2. Property, plant and<br />
equipment<br />
Property, plant and equipment is recognised<br />
at acquisition cost net of reclaimable taxes.<br />
Transaction costs that do not form part of the<br />
market value of the acquired asset are expensed<br />
as incurred.<br />
Own production capitalised is recognised at production<br />
cost plus a percentage of overheads.<br />
Depreciation is calculated on a straight-line basis,<br />
according to the nature and estimated useful life<br />
of each asset component. Where plant and equipment<br />
is eligible for accelerated tax depreciation,<br />
an additional depreciation charge is recognised<br />
in the income statement.<br />
The application from 1 January 2005 of<br />
Regulations 2002-10 and 2004-06 of the French<br />
national accounting standard-setter, the Conseil<br />
National de la Comptabilité (CNC), relating<br />
respectively to depreciation and impairment of<br />
assets and to the recognition and measurement<br />
of assets, had no material effect on the financial<br />
statements.<br />
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