<strong>Bouygues</strong> SASales 2004€68m (+10%)Operating income-€30m (-25%)Net earnings (Group share)€586m (x 2.7)Employees227The parent company of an industrial group, <strong>Bouygues</strong> SAis entirely dedicated to the development of the Group'sbusinesses. It is the place where decisions are taken thatdetermine the Group's strategy and the allocation of itsfinancial resources. <strong>Bouygues</strong> SA also provides the Groupas a whole with a range of different services.For <strong>Bouygues</strong> SA, 2004 was markedby an exceptional payout of 5 eurosper share and the disposal of SaurExceptional payoutBecause of the favourable outlook forthe Group, the Board of Directorsasked the Shareholders' Meeting on7 October 2004 to make an exceptionalpayout of 5 euros per share. Theshareholders approved the proposal,and the payout took place on7 January 2005.It had no effect on <strong>Bouygues</strong>' S&Pcredit rating of A-/stable/A-2.Disposal of SaurAfter launching an invitation to tenderon 23 July 2004, <strong>Bouygues</strong> sold Saurto PAI partners under an agreementsigned on 19 November 2004. Thesale does not include Saur's Africanand Italian subsidiaries, which havebeen taken over by Finagestion, awholly-owned <strong>Bouygues</strong> subsidiary.PAI partners paid €1,031m for Saurand <strong>Bouygues</strong> has paid €58m for a15% stake in the company formed byPAI partners to make the acquisition.The disposal of Saur reflects the<strong>Bouygues</strong> group's strategy of refocusingits activities.Other eventsOn 24 March 2004, <strong>Bouygues</strong> exercisedits option of redeeming inadvance all the bonds convertible intonew shares and/or exchangeable forexisting shares still in issue (OCEANE,1.70%, 1999-2006). As a result of thistransaction 13,556,732 new shareswere created, 260,718 bonds that<strong>Bouygues</strong> had bought back were cancelledand 33,379 bonds wereredeemed for €8.8m. During the firsthalf of the year <strong>Bouygues</strong> bought onthe market and cancelled a quantity ofshares equivalent to all the shares created,thus stabilising the number ofshares on 30 June at the end-2003level.On 29 October 2004, <strong>Bouygues</strong>tapped the financial market with a€1bn bond issue outside France.Therefore, one million bearer bondsmaturing 29 October 2014 wereissued for €1,000 par at a fixed rate of4.375%.<strong>Bouygues</strong> SA new head office project, Avenue Hoche in Paris. Architect: Kevin RocheServices providedto subsidiariesAs well as being responsible for theoverall management of the Group,<strong>Bouygues</strong> SA provides a range ofgeneral and expert services to Groupbusinesses in areas such as finance,communication, new technologies,insurance, legal affairs, humanresources, etc. For that purpose,<strong>Bouygues</strong> SA concludes annualagreements with its operating divisionsunder which it invoices them forservices rendered.Management<strong>Bouygues</strong> SA pays particular attentionto Group management, taking steps toencourage exchanges and ensuremaximum benefit from the accumulatedexperience within the Group,and to promote personal developmentand the Group's corporate valuesand spirit.<strong>Financial</strong> flowsIn 2004, <strong>Bouygues</strong> SA received dividendstotalling €432,942,217 from thefollowing subsidiaries:<strong>Bouygues</strong> Construction: €30,010,288<strong>Bouygues</strong> Immobilier: €28,035,000Colas: €87,850,077TF1: €57,497,316Saur: €225,918,053Other: €3,631,483There are no significant flows of fundsbetween Group subsidiaries.Cash management is centralised withinfinancial subsidiaries wholly ownedby <strong>Bouygues</strong> SA. This arrangementensures optimum management offinancial expenses, since the surpluscash generated by certain subsidiariescan be used in addition to orin place of confirmed lines of creditgranted by credit institutions to othersubsidiaries.32
BUSINESS ACTIVITIESDisposal of SaurOn 19 November 2004, <strong>Bouygues</strong> sold Saur to investmentfunds managed by PAI partners. Saur's businesses inAfrica and Italy were not included in the sale and weretaken over by Finagestion, a <strong>Bouygues</strong> subsidiary.Deconsolidation is effective at 31 December 2004.the year. Water and power supplieshave been maintained. In Senegal,Sénégalaise des Eaux generated€67.5m, up 1.5%. In South Africa,Siza Water achieved sales of €3.7m,up from €3.1m in 2003.All the businesses in Africa and Italyhave been or are to be transferredto Finagestion, a wholly-owned<strong>Bouygues</strong> subsidiary, under the termsof the agreements between <strong>Bouygues</strong>and PAI partners for the sale of Saur.Saur reported total sales of €2,454min 2004. Sales before surcharges,licence fees and additional taxesinvoiced on behalf of third partiesamounted to €1,570m compared with€1,592m in 2003. Like-on-like and atcomparable exchange rates, thesefigures rose by 4.7%.Operating income rose from €87.8min 2003 to €91.1m. This increase of€3.9m, coupled with €38.7m from thesale of Saur Water Services, produceda real rise of €42.6m, to which SaurFrance contributed €10.5m and internationalactivities €22m. Net exceptionalitems showed a €49.2m lossafter the company booked a €20.2mloss on deconsolidation of the businessesin Italy and Africa, transferredto Finagestion. A charge of €19.6mwas also booked following impairmenttests at 31 December 2004. The netloss attributable to the Groupamounted to €2.5m compared with€16.7m in 2003.Saur FranceFrance's third largest provider of delegatedwater and sewage services,Saur France supplies drinking waterand treats wastewater for 6 millionpeople in 7,000 communities. Throughfour specialist subsidiaries, SaurFrance is also involved in works activitiesassociated with its core business,including the refitting and renovationof plants and the laying and replacementof pipes. These works activitieshave expanded significantly in recentyears and generated revenue of€141m in 2004. This was 20% morethan in 2003, when sales in turnincreased by 14% on 2002.Saur France reported consolidatedsales of €1,431m in 2004, up 2.3% on2003. Sales excluding surcharges collectedfor local authorities, amountedto €832m, 4.2% higher than the previousyear, due to a sharp rise in worksactivities. Revenue from services providedincreased by 2.1% on 2003,when the very hot weather caused asharp rise in water sales.Saur InternationalSaur International reported consolidatedsales of €648m, representing26% of consolidated Group sales,compared with €726m in 2003, a declineof 10.8%. The decrease was dueto exchange rate factors and changesin the scope of consolidation, notablythe disposal of Saur Water Services.In Spain, Emalsa, Gestagua andSercanarias generated sales of €48m,6.9% more than in 2003. Aguas deValencia (consolidated by the equitymethod) is continuing to implementthe contract to produce and supplydrinking water to the city of Valencia.In the UK, the principal business consistsin operating a wastewater treatmentplant in Glasgow, generating€2.5m. In Argentina, Obras Sanitariasde Mendoza, consolidated by theequity method, produces and distributesdrinking water for the provinceof Mendoza. It generated sales of€16.6m compared with €18m in 2003.As in 2003, the company was able tokeep going without calling on itsshareholders. In Poland, Saur NeptunGdansk generated sales of €31.1 million,an increase of 4.4% on the previousyear. In Italy, sales amounted to€30.7 million. In Mali, Saur achievedsales of €41.8m through Energie duMali and Hydro-Sahel, up 5% on 2003.Difficult negotiations are taking placewith the customer regarding the pricecuts agreed with the local authorities.In Côte d'Ivoire, the aggregate salesof CIE (power generation and distribution),Sodeci (water production anddistribution), Ciprel (thermal powerplant) and Foxtrot (offshore gas production)rose by 11.7% to €410mdespite the serious disturbancesthat took place in the second half ofCovedCoved continued to expand in its variousbusinesses and is consolidatingits position on the French waste market.Consolidated sales rose by 16.8%to €271m. The acquisition of Soredivand AMD in April 2004 enabled Covedto increase its share of the industrialwaste market by approximately €40m.StereauStereau, a design and constructionsubsidiary for wastewater treatmentand drinking water production plants,reported a 12.9% increase in sales on2003 to €100m. The main projectscompleted during the year were theplants at Pau (Pyrénées Atlantiques,260,000 pe*), Lanester (Morbihan,55,000 pe) and Auray (Morbihan,40,000 pe).* pe: population equivalent33