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86 INFORMATION ABOUT ANF Reports and information for the Shareholders’ Meeting 6. Reports and information for the Shareholders’ Meeting 6.1 Income tables for the previous fi ve fi scal years (€) 2005 2006 2007 2008 2009 Share capital at year-end Share capital 16,637,784 16,637,784 23,768,262 24,956,675 26,070,846 Number of existing ordinary shares 16,637,784 16,637,784 23,768,262 24,956,675 26,070,846 Maximum number of shares to be created by exercising share warrants – 262,886 265,670 283,921 297,061 Transactions and income for fi scal year Revenues (ex-VAT) 22,847,127 24,349,333 30,197,379 58,520,353 65,388,402 Income before tax, depreciation and provisions 28,465,639 9,908,886 21,501,120 28,642,037 45,590,696 Income tax (4,321,544) (87,698) 1,000,920 718,675 (15,360) Income after tax, depreciation and provisions 20,264,082 3,290,207 10,602,338 5,592,038 16,000,307 Distributed earnings 19,133,452 3,290,207 10,602,338 5,592,038 16,000,307 Special dividends 62,391,690 16,675,135 20,204,662 26,851,639 21,281,003 Earnings per share Income after tax, before depreciation and provisions ANF • 2009 ANNUAL REPORT 1.45 0.59 0.86 1.18 1.75 Income after tax, depreciation and provisions 1.22 0.20 0.45 0.22 0.61 Total net dividend per share 1.15 0.20 0.45 0.22 0.61 (1) Extraordinary dividend 3.75 1.00 0.85 1.08 0.82 (1) Staff Average number of employees for the year 48 49 56 53 53 Wage bill for the year 3,172,634 3,744,826 2,955,826 3,386,517 3,233,279 Employee benefi ts for the year 1,672,335 1,489,472 1,717,109 2,118,973 2,185,932 (1) Proposal to be submitted to the Shareholders’ Meeting on May 6, 2010. � Contents OTHER GENERAL INFORMATION PRO FORMA FINANCIAL INFORMATION ANNUAL FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS INFORMATION ABOUT ANF DESCRIPTION OF THE BUSINESS
INFORMATION ABOUT ANF Reports and information for the Shareholders’ Meeting 6.2 Summary table of unexpired delegations granted by the Shareholders’ Meeting with respect to capital increases The table below sets out the various unexpired authoriz ations granted by the Ordinary and Extraordinary Shareholders’ Meetings of May 28, 2009 and May 14, 2008: Date of meeting Purpose Resolution Duration 05/28/2009 Delegation of authority to the Executive Board to increase share capital by capitaliz ing reserves, profi ts or issue , merger or contribution premiums. 05/28/2009 Delegation of authority to the Executive Board to issue shares and/or securities convertible, redeemable, exchangeable or otherwise exercisable, immediately or in the future, for shares, with preferential subscription rights. 05/28/2009 Delegation of authority to the Executive Board to issue shares and/or securities convertible, redeemable, exchangeable or otherwise exercisable, immediately or in the future, for shares, without preferential subscription rights, by a public offering, or in connection with a takeover bid comprising a share exchange offer 05/28/2009 Delegation of authority to the Executive Board to issue shares and/or securities convertible, redeemable, exchangeable or otherwise exercisable, immediately or in the future, for shares, without preferential subscription rights in connection with an offering referred to in Section II of Article L. 411-2 of the French Monetary and Financial Code. 05/28/2009 Authorization to the Executive Board, to set the issue price in the event of the issue of shares or securities convertible, redeemable, exchangeable or otherwise exercisable, immediately or in the future, for shares without preferential subscription rights, representing up to 10% of share capital. 05/28/2009 Authoriz ation to increase the number of shares, securities or other instruments to be issued in the event of a capital increase with or without preferential subscription rights for shareholders. 05/28/2009 Delegation of powers to the Executive Board to issue shares and/or securities convertible, redeemable, exchangeable or otherwise exercisable, immediately or in the future, for shares, in consideration for contributions in kind granted to the Company. 05/28/2009 Delegation of authority to the Executive Board to increase capital by issuing shares and/or securities convertible, redeemable, exchangeable or otherwise exercisable, immediately or in the future, for shares reserved for members of a company savings plan. 05/28/2009 Authoriz ation for the Executive Board to grant free shares to the employees and corporate offi cers of the Company or its affi liates. 05/14/2008 Authoriz ation for the Executive Board to grant share subscription or purchase options to the employees and Corporate offi cers of the Company or its affi liates. Ceilings on capital increases that may be decided by the Executive Board upon authoriz ation: • the ceiling on the par value amount of capital increases that may be carried out pursuant to the 13th to 18th resolutions of the Shareholders’ Meeting of May 28, 2009 is equal to €25 million; • the ceiling on the par value amount of capital increases that may be carried out pursuant to the 20th resolution of the Shareholders’ Meeting of May 28, 2009 is equal to €100,000; � Contents 12 26 months 13 26 months 14 26 months 15 26 months 16 26 months 17 26 months 18 26 months 20 26 months 21 38 months 20 38 months • the maximum amount for issues of debt securities that may be exchanged, redeemed or otherwise exercised for shares (pursuant to the 13th to the 18th resolutions submitted to the Shareholders’ Meeting of May 28, 2009) is equal to €100 million; • the total number of share subscription or purchase options granted under the 20th resolution of the Shareholders’ Meeting of May 14, 2008 consists of a number of shares representing a maximum of 3% of the Company’s share capital at the date of the said meeting. ANF • 2009 ANNUAL REPORT 87 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
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1. INCOME FROM OPERATIONS 28 1.1 Fa
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The ILC index applies to leases sig
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sales of €29.7 million and partia
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• 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 and 80: Since June 1, 2006, lessors are req
Page 81 and 82: 3.5 Risks related to B&B Hotels Gro
Page 83 and 84: 2007 INFORMATION ABOUT ANF Voting r
Page 85 and 86: Pursuant to the regulations in effe
Page 87: 5. Sustainable development 5.1 Huma
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 103 and 104: INFORMATION ABOUT ANF Reports and i
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
Page 133 and 134: A review of the rental base for fi
Page 135 and 136: d) Stock option plan granted in 200
Page 137 and 138: 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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