Ubisoft 2012 Annual Report Download - page 158

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Financial Statements
2012
153
Swedish krona
Forward purchase
June 2012
2,487
559
(1) Only commitments of over €500 thousand are detailed
(2) Fair value in euros valued by Mark-to-Market at year-end
The syndicated loan and confirmed bank loans in place are governed by financial covenants that are
based on the ratio of net debt to equity and that of net debt to EBITDA.
Within the context of the syndicated loan and bilateral lines of credit, the following covenants are to be
complied with:
2010/2012
2010/2011
Net debt restated for assigned receivables/equity restated for goodwill <
0.80
0.80
Net debt restated for assigned receivables/EBITDA <
1.5
1.5
All covenants are calculated on the basis of the consolidated annual financial statements under IFRS.
At March 31, 2012, the Company is in compliance with all these ratios and expects to remain so during
the 2012/2013 financial year.
Other borrowings are not governed by covenants.
3.6.2.2 EQUITY SWAP ON GAMELOFT SHARES
On July 12, 2007, Ubisoft Entertainment SA signed two agreements with CAICIB, an investment bank.
The first agreement relates to the disposal of all 13,367,923 Gameloft shares held by Ubisoft
Entertainment SA (representing 18.73% of Gameloft’s capital on the date the agreement was
concluded) at €6.08 per share.
The second relates to Ubisoft Entertainment SA’s ability to continue participating in upward or
downward movements in the Gameloft share price in relation to the €6.08 per share price set in the
first agreement, until such time as CAICIB disposes of the shares to a third party.
3.6.2.3 OTHER COMMITMENTS
Since all members of staff are corporate officers, no retirement benefits are owed.
Ubisoft Entertainment SA has committed to provide financial support to its subsidiaries in order to
meet their cash flow requirements.
There are no finance leases.
3.6.3 MANAGEMENT REMUNERATION
Ubisoft Entertainment SA paid €720 thousand in compensation to its corporate officers during the
2011/2012 fiscal year.
In - very partial - compensation for their work and the time spent in preparing and participating in
Board Meetings, the General Meeting of September 25, 2006 authorized the Company to pay
directors’ fees totaling a maximum of €250 thousand per annum. The Board of Directors, exercising
this authorization, established a fixed portion and a variable portion setting out new requirements.
During the 2011/2012 financial year, members of the Board of Directors received €180 thousand in
directors’ fees.
No obligation has been undertaken by the Company in favor of its corporate officers related to their
termination or change in responsibilities.