287
Annual Report -
2013
-
Vivendi
4
Financial Report | Statutory Auditors’ Report on the Consolidated Financial Statements |
Consolidated
Financial Statements
| Statutory Auditors’ Report on the Financial Statements | Statutory Financial Statements
Note 23. Borrowings and other financial liabilities
23.2.
Bank credit facilities
(in million of euros)
Maturity
Maximum
amount
Dec. 31,
2013
Maturing during the following periods
Dec. 31,
2012
2014 2015 2016 2017 2018
After
2018
€1.5 billion revolving facility (March 2013)
Mar. 2018
(a)
1,500
205
-
-
-
-
205
-
-
€1.5 billion revolving facility (May 2012)
May 2017
1,500
-
-
-
-
-
-
-
-
€1.1 billion revolving facility (January 2012)
Jan. 2017
1,100
-
-
-
-
-
-
-
-
€40 million revolving facility (January 2012)
Jan. 2015
40
-
-
-
-
-
-
-
-
€5.0 billion revolving facility (May 2011)
tranche B: €1.5 billion
-
(a)
-
-
-
-
-
-
-
-
725
tranche C: €2.0 billion
May 2016
2,000
975
-
-
975
-
-
-
819
€1.0 billion revolving facility (September 2010)
Sep. 2015
1,000
475
-
475
-
-
-
-
350
€1.2 billion revolving facility – SFR (June 2010)
-
(b)
-
-
-
-
-
-
-
-
-
GVT – BNDES
-
452
391
43
77
77
60
51
83
406
Maroc Telecom – MAD 3 billion loan
Jul. 2014
-
-
-
-
-
-
-
-
94
Canal+ Group – VSTV
-
37
29
18
11
-
-
-
-
29
Drawn confirmed bank credit facilities
2,075
61 563 1,052
60 256
83 2,423
Undrawn confirmed bank credit facilities
5,554
11 575 1,035 2,611 1,306
16 6,616
Total of group’s bank credit facilities
7,629
72 1,138 2,087 2,671 1,562
99 9,039
Commercial paper issued
(c)
1,906 1,906
3,255
(a)
On March 28, 2013, Vivendi completed the early refinancing of a €1.5 billion bank credit facility maturing in May 2014 by entering into a new bank
credit facility for the same amount with a five-year maturity.
(b)
The €1.2 billion revolving facility of SFR was cancelled in October 2013.
(c)
The commercial paper is backed to confirmed bank credit facilities. It is recorded as short-term borrowing on the Consolidated Statement of
Financial Position. On February 20, 2013, Vivendi increased the maximum amount authorized by the Banque de France regarding Vivendi SA’s
commercial paper program from €4 to €5 billion.
Vivendi SA bank credit facilities, when drawn, bear interest at floating
rates.
Vivendi SA’s syndicated bank credit facilities (€7.1 billion as of
December 31, 2013) contain customary provisions related to events
of default and covenants relating to negative pledge, divestiture and
merger transactions. In addition, at the end of each half year, Vivendi SA
is required to comply with a financial covenant of Proportionate Financial
Net Debt
(1)
to Proportionate EBITDA
(2)
over a twelve-month rolling
period not exceeding 3 for the duration of the loans. Non-compliance
with this covenant could result in the early redemption of the facilities
if they were drawn, or their cancellation. As of December 31, 2013,
Vivendi SA was in compliance with these financial covenants.
The renewal of Vivendi SA’s confirmed bank credit facilities when
they are drawn is contingent upon the issuer reiterating certain
representations regarding its ability to comply with its financial
obligations with respect to loan contracts.
The credit facilities granted to GVT by the BNDES (€452 million as of
December 31, 2013) contain a change in control trigger and are subject
to certain financial covenants pursuant to which GVT is required to
comply at the end of each half year with at least three of the following
financial covenants: (i) a ratio of equity to total assets equal to or higher
than 0.40 (0.35 for the credit facilities granted in November 2011); (ii) a
ratio of Financial Net Debt to EBITDA not exceeding 2.50; (iii) a ratio of
current financial liabilities to EBITDA not exceeding 0.45; and (iv) a ratio
of EBITDA to net financial expenses of at least 4.00 (3.50 for the credit
facilities granted in November 2011). As of December 31, 2013, GVT
was in compliance with its covenants.
Moreover, on March 4, 2013, a letter of credit for €975 million, maturing
in March 2016, was issued in connection with Vivendi’s appeal against
the Liberty Media judgment (please refer to Note 28). This off-balance
sheet financial commitment has no impact on Vivendi’s Net Debt . This
letter of credit is guaranteed by a syndicate of fifteen international
banks with which Vivendi has signed a Reimbursement Agreement
which includes an undertaking by Vivendi to reimburse the banks for
any amounts paid out under the letter of credit. The Reimbursement
Agreement notably contains events of default and acceleration clauses
similar to those contained in Vivendi’s credit facilities. In certain
(1)
As of December 31, 2013, defined as Vivendi’s Financial Net Debt adjusted for expected proceeds (according to the financial terms known to date) from the sale
of Maroc Telecom Group.
(2)
As of December 31, 2013, defined as Vivendi’s modified EBITDA as published at that date (please refer to Note 3), plus dividends received from unconsolidated companies.
