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2007 Reference Document for Groupe Eurotunnel SA PDF file size

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5. INFORMATION ABOUT GET <strong>SA</strong>The SDES Return will be comprised of (i) the issue to the SDES holders of 3 New Ordinary Shares per SDES, or (ii) atthe option of GET <strong>SA</strong>, the payment in cash of interest calculated at an annual rate of 2% (within the limit of theamount of available cash flow within GET <strong>SA</strong>, and provided that in the event that this cash flow is insufficient, theSDES Return will be paid in whole or in part in the manner described in (i)). This will be payable in one installment on6 September 2009.In order to facilitate the creation of a stable shareholder base, a Conditional Additional Return will be payable in cashor in New Ordinary Shares (provided the requisite authorisation is obtained from the GET <strong>SA</strong> shareholders in ameeting convened <strong>for</strong> this purpose), or in existing shares (on the basis of 5.4 new or existing Additional OrdinaryShares per SDES), at the option of GET <strong>SA</strong> and in accordance with the terms and conditions set out in section 7.2 ofthe SDES Securities Note. This Conditional Additional Return will be granted to each shareholder having subscribed<strong>for</strong> SDES within the priority subscription period and each investor having subscribed <strong>for</strong> SDES in the SDESplacement and having held their shares until the date of their redemption in New Ordinary Shares and the ordinaryshares issued upon redemption of SDES until 6 March 2011.The maximum number of New Ordinary Shares that may be issued, as applicable, in respect of the ConditionalAdditional Return is 4,320,000 new Additional Ordinary Shares.The SDES can be redeemed in New Ordinary Shares at the option of the SDES holder at any time between6 September 2009 and 6 September 2010, and also (i) at the option of the SDES holder (2) , on the occurrence of oneof the events listed at paragraph 4.8 (d) of the SDES Securities Note, and (ii) automatically on the occurrence of oneof the events listed at paragraph 4.8 (g) of the SDES Securities Note.f) Partial redemption of the NRS II on 10 April 2008On 10 April 2008, in accordance with the terms and conditions relating to the NRS II as set out in the Securities Noteand according to the procedure set out at Article R. 213-16 of the French Monetary and Finance Code (Codemonétaire et financier) implemented by Euroclear France, EGP redeemed in cash 6,011,109 of the NRS II(3,298,500 NRS II denominated in euros and 2,712,609 NRS II denominated in sterling) <strong>for</strong> a total amount (principaland interest) of approximately 487 millions euros <strong>for</strong> the NRS II denominated in euros and approximately 237 millionsterling <strong>for</strong> the NRS II denominated in sterling.This partial early redemption in cash was financed by the proceeds of the issue of the 800,000 SDES.In accordance with Condition 6(b) of the terms of the NRS II, the Principal Payment Agent received notice of thisdecision from EGP on 6 March 2008 and the NRS II holders were notified of the decision to partially redeem early theNRS II in cash by way of an opinion published in La Tribune and the Financial Times on 25 March 2008.Following this partial early redemption, the total number of Unredeemed NRS II is 5,528,805 (3,072,387 NRS IIdenominated in euros, and 2,456,418 NRS II denominated in sterling).Over the whole year, this resulted in GET <strong>SA</strong> avoiding the obligation to pay finance charges of 35 million euros(on the basis of an exchange rate of 1.4 e / £).5.1.6 Recent Events<strong>Reference</strong> is made to note 1 in the annex to the consolidated accounts contained in Annex IV of this <strong>Reference</strong><strong>Document</strong>.5.2 Investments5.2.1 Principal investments made by <strong>Eurotunnel</strong> Group during the last three years and principal currentinvestmentsThe total amount of <strong>Eurotunnel</strong> Group’s investments in the last three years is, respectively, 34,492,000 euros <strong>for</strong> the2005 financial year, 19,482,000 euros <strong>for</strong> the 2006 financial year and 37,410,000 euros <strong>for</strong> the <strong>2007</strong> financial year.(2)Assuming redemption occurs be<strong>for</strong>e 6 September 2009, the above-mentioned return will be payable on a pro-rated basis.19

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