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REGISTRATION DOCUMENT AND FINANCIAL REPORT - Iliad

REGISTRATION DOCUMENT AND FINANCIAL REPORT - Iliad

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4. RISK FACTORS<br />

4.1 RISKS RELATING TO THE GROUP <strong>AND</strong> ITS STRUCTURE<br />

4. RISK FACTORS<br />

The Group carries on business in an environment which is undergoing rapid change and which poses a number of<br />

risks for the Group, some of which are outside its control. Investors are advised to give careful consideration to<br />

all the risks set out below and to all the information contained in this registration document. The risks and<br />

uncertainties set out below are not the only ones facing the Group. Other risks and uncertainties of which the<br />

Group is not currently aware or which it does not consider to be significant could also have a negative impact on<br />

its business, financial position or results.<br />

4.1 RISKS RELATING TO THE GROUP <strong>AND</strong> ITS STRUCTURE<br />

4.1.1 Dependence on managers and key employees<br />

The Group’s success is highly dependent on maintaining its relationship with Xavier Niel, an <strong>Iliad</strong> director and<br />

the Group’s majority shareholder, and with the other managers and key employees. The Group has a culture<br />

which fosters teamwork and motivation. Its key employees have an ownership stake in <strong>Iliad</strong>’s share capital,<br />

which significantly contributes to employee loyalty. However, there can be no assurance that these key<br />

employees will remain with the Group in the strong growth environment that currently exists and is expected to<br />

continue.<br />

In order to guarantee the long-term future of its business, the Group takes particular care to ensure that the<br />

engineers and technicians working on its platform and network, and on designing and developing the Freebox<br />

modem and Freebox DSLAM, are skilled in a number of different areas. The Group’s future success will depend<br />

in particular on its ability to attract, train, retain and motivate highly qualified employees and managers.<br />

However, since competition to attract employees with such qualifications is intense, there can be no assurance<br />

that the Group will be able to do so.<br />

The loss of one or more key employees or a manager or the Group’s inability to replace them or to attract other<br />

qualified employees could have a material adverse effect on the Group’s revenues, results and financial position.<br />

4.1.2 Dependence on the principal shareholder<br />

Xavier Niel holds a substantial percentage of the Company’s share capital and is Senior Vice-President. He is<br />

thus in a position to have a decisive influence over most of the Group’s corporate decisions and in particular<br />

those requiring shareholder approval (such as the appointment and removal of directors, payment of dividends,<br />

amendments to the bylaws and decisions concerning important Group transactions, including share issues).<br />

4.1.3 Risks relating to the availability of equipment for the development of the broadband Internet access<br />

offering<br />

The Group considers that the components used in its Freebox modems and DSLAMs are standardized and<br />

substitutable and that its component purchasing policy allows it to anticipate growth in demand for broadband<br />

Internet access. Nevertheless, a shortage in the availability of these components or a significant increase in their<br />

price could hinder the Group’s ability to provide new customers, in a timely manner, with the Freebox modem<br />

required to access value-added broadband services, which could have an adverse effect on the Group’s growth.<br />

4.1.4 Risks relating to the impact of acquisitions or investments<br />

As part of its external growth strategy, which may take the form of acquisitions, partnerships or alliances, the<br />

Group may make acquisitions or investments in any of its business segments. Part of these acquisitions or<br />

investments could be paid for by the issuance of <strong>Iliad</strong> shares, which would result in dilution for the Group’s<br />

existing shareholders. Such acquisitions and investments, whether paid for in cash or shares, could have an<br />

adverse effect on the market price of <strong>Iliad</strong>’s shares.<br />

4.1.5 Risks relating to the need to improve the technical features and functionality of the services offered<br />

by the Group<br />

The Internet market is characterized by very rapid changes in technology and in the types of services and features<br />

offered to customers. To remain competitive, the Group will continually have to improve the speed with which it<br />

4 - <strong>Iliad</strong> – Registration Document 2007

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