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78 INFORMATION ABOUT ANF Risk management, risk factors and insurance 3.3 Risks related to liquidity and cash fl ow ANF’s strategy relies on its ability to use fi nancial resources to make investments, purchase property and refi nance borrowings as they fall due. ANF may (i) not always have the desired access to capital markets, or (ii) may be required to obtain fi nancing under terms that are less favourable than initially planned. This could result notably The table below shows a breakdown of fi nancial liabilities by contractual maturity: ANF • 2009 ANNUAL REPORT from fi nancial market trends, a major event affecting the property sector, or any other change in ANF’s operations, fi nancial position or shareholder structure that could infl uence investors’ views of ANF’s credit quality or attractiveness as an investment. 12/31/2010 1 to 5 years Over 5 years Total (€ thousands) 12/31/2010 Nominal Interest Nominal Interest Nominal Interest Nominal Interest Bonds - - - - - - - - - Bank borrowings 444,922 976 8,154 426,009 59,265 17,937 1,288 444,922 68,607 Finance lease payables 7,528 1,130 263 6,398 450 - - 7,528 713 Payables to banks - - - - - - - - - Derivative fi nancial instruments 29,546 - 12,724 - 19,575 - 6 - 32,305 Total fi nancial liabilities 481,996 2,106 21,141 432,407 79,290 17,937 1294 452,450 101,725 The table in Note 3 annexed to the Company’s consolidated fi nancial statements shows debt maturities at the end of the period. In terms of liquid assets, ANF takes steps to ensure that the amount of rental income it receives is always suffi cient to cover its operating expenses and interest payments. ANF’s liquid assets management policy involves monitoring its loan duration and available lines of credit, as well as the diversifi cation of its sources of fi nancing. 3.4 Company-specifi c risks Risks related to the Company’s shareholder structure As of the date of fi ling of this Registration Document, ANF’s majority shareholder in terms of shares and voting rights is Eurazeo through its 99.9%-owned subsidiary, Immobilière Bingen. Eurazeo therefore � Contents Some of ANF’s loans contain the usual covenants and clauses governing early repayment and fi nancial commitments (“covenants”), which are described in Section 5.3.1 “Financing contracts” on pages 175-176, Part VI of the Registration Document and in Note 10 on pages 119 and 120 of the annex to the consolidated fi nancial statements for the fi scal year ended December 31, 2009. The company has carried out a specifi c review of its liquidity risk and considers that it is able to meet its future obligations. has signifi cant infl uence over ANF and the way it carries out its business. For instance, Eurazeo can make important decisions regarding the composition of the Executive and Supervisory Boards, approval of the fi nancial statements, dividend payouts, share capital and the Articles of Association. OTHER GENERAL INFORMATION PRO FORMA FINANCIAL INFORMATION ANNUAL FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS INFORMATION ABOUT ANF DESCRIPTION OF THE BUSINESS
3.5 Risks related to B&B Hotels Group properties Risks related to dependency on B&B Hotels Group business A large portion of ANF’s revenue comes from rent paid by the B&B Group. If the B&B Group were to experience serious fi nancial, sales or operational diffi culties, this could lead it to default on its rent payments, which would therefore have a signifi cant negative impact on ANF’s operations, earnings, fi nancial position and outlook. Risk that the pro forma fi nancial information in the Registration Document is not representative The pro forma data provided in this Registration Document are intended to illustrate what ANF’s fi nancial position and earnings would have been if the assets from the transaction had been fully INFORMATION ABOUT ANF Risk management, risk factors and insurance � Contents incorporated at January 1, 2007. However, they are only estimates of ANF’s fi nancial position and earnings as if it already owned the property. They are not a guarantee of ANF’s future operations and earnings. Pro forma fi nancial data are included in this Registration Document in reference to Part V “Pro forma fi nancial information”. Risk management procedures put in place by the Company For information on the risk management procedures put in place by the Company, see the Internal Control Report produced by the Chairman of the Supervisory Board (page 78 et seq. of this Registration Document). ANF • 2009 ANNUAL REPORT 79 OTHER GENERAL GENERAL INFORMATION PRO FORMA FINANCIAL INFORMATION ANNUAL ANNUAL FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL FINANCIAL STATEMENTS INFORMATION ABOUT ANF DESCRIPTION OF THE BUSINESS
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egistration document 2009
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2009 Annual Report � The Registra
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DESCRIPTION OF THE BUSINESS 1. PROF
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of listed real estate companies hav
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Furthermore, as part of its asset r
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DESCRIPTION OF THE BUSINESS Propert
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7. Lyons at the heart of the old ci
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ANF’s goal is to maintain the hig
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ANF had the following real estate a
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To return the buildings to their fo
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9.3 Committed and secured developme
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DESCRIPTION OF THE BUSINESS (€ th
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A new ANF tenant in the cities of L
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13. Key Figures SIMPLIFIED INCOME S
Page 29 and 30: 1. INCOME FROM OPERATIONS 28 1.1 Fa
Page 31 and 32: The ILC index applies to leases sig
Page 33 and 34: sales of €29.7 million and partia
Page 35 and 36: • property held for sale worth
Page 37 and 38: Income statement Net income in 2009
Page 39 and 40: 1.4 Financial structure Consolidate
Page 41 and 42: 1.5 Events occurring after the bala
Page 43 and 44: Name and age Bruno Keller Age: 55 C
Page 45 and 46: Members of the Supervisory Board 1.
Page 47 and 48: Name and age Delphine Abellard (1)
Page 49 and 50: Name and age Sébastien Bazin* Age:
Page 51 and 52: Name and age Jean-Luc Bret Age: 63
Page 53 and 54: Name and age Alain Lemaire* Age: 60
Page 55 and 56: Name and age Henri Saint Olive Age:
Page 57 and 58: INFORMATION ABOUT ANF 2.2 Declarati
Page 59 and 60: Members of the Executive Board and
Page 61 and 62: Ghislaine Seguin, Member of the Exe
Page 63 and 64: Members of the Executive Board and
Page 65 and 66: INFORMATION ABOUT ANF Corporate gov
Page 67 and 68: TABLE 5: STOCK OPTIONS EXERCISED BY
Page 69 and 70: Stock options are granted during th
Page 71 and 72: down into €21,783,916.96 charged
Page 73 and 74: Accordingly, the new purchase price
Page 75 and 76: 3 Risk management, risk factors and
Page 77 and 78: Risks related to information system
Page 79: Since June 1, 2006, lessors are req
Page 83 and 84: 2007 INFORMATION ABOUT ANF Voting r
Page 85 and 86: Pursuant to the regulations in effe
Page 87 and 88: 5. Sustainable development 5.1 Huma
Page 89 and 90: INFORMATION ABOUT ANF Reports and i
Page 91 and 92: otherwise exercisable, immediately
Page 93 and 94: The maximum purchase price per shar
Page 95 and 96: 4. resolves that this delegation of
Page 97 and 98: e retroactive, from which the new s
Page 99 and 100: up to the limits set out by applica
Page 101 and 102: The extraordinary resolutions propo
Page 105 and 106: website (www.medef.fr) (“Code de
Page 107 and 108: The Statutory Auditors were duly in
Page 109 and 110: • liabilities or similar instrume
Page 111 and 112: analysis of turnover by supplier, e
Page 113 and 114: Within ANF, a profi t-sharing agree
Page 121 and 122: CONSOLIDATED FINANCIAL STATEMENTS I
Page 123 and 124: CONSOLIDATED BALANCE SHEET - TOTAL
Page 125 and 126: STATEMENT OF CHANGES IN SHAREHOLDER
Page 127 and 128: Detailled contents HIGHLIGHTS OF TH
Page 129 and 130: using the fair value convention. In
Page 131 and 132:
As of December 31, 2009, fi ve buil
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A review of the rental base for fi
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d) Stock option plan granted in 200
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Earnings per share (IAS 33) Basic e
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CONSOLIDATED FINANCIAL STATEMENTS N
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Note 2 Receivables maturity schedul
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ANF’s former Chief Operating Offi
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Note 10 Covenants With respect to l
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Note 14 Associates CONSOLIDATED FIN
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Note 16 Earnings per share CONSOLID
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Note 20 Interest rate risk exposure
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III - Specifi c checks and disclosu
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ANNUAL FINANCIAL STATEMENTS Pursuan
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Balance sheet at December 31, 2009
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Notes to the financial statements D
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espect of which depreciation period
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The real estate assets break down b
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Non-current fi nancial assets (€
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Note 8 Change in shareholder’s eq
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Note 10 Debt maturity schedule (€
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Note 14 Covenants With respect to l
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Note 16 Headcount As of December 31
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Stock option plan granted in 2007 D
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Stock option plan granted in 2009 D
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Note 22 Extraordinary items ANNUAL
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III - Specifi c checks and disclosu
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PRO FORMA FINANCIAL INFORMATION �
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OTHER GENERAL INFORMATION 1. PERSON
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Statutory Auditors’ fees TABLE OF
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If the ownership threshold is not m
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OTHER GENERAL INFORMATION Other inf
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3.2 Share capital Number of shares
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violation of these Articles of Asso
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to a specifi c situation, or conver
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or vote on the project in question
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OTHER GENERAL INFORMATION Other inf
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5.6 History Important events in the
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In accordance with RICS rules, we w
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• Three assets are under fi nance
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OTHER GENERAL INFORMATION Contacts
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OTHER GENERAL INFORMATION Contacts
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OTHER GENERAL INFORMATION Concordan
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OTHER GENERAL INFORMATION Concordan
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OTHER GENERAL INFORMATION � Conte
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Head office : 32, rue de Monceau -
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