Ubisoft 2007 Annual Report Download

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ANNUAL REPORT 2008

Table of contents

  • Page 1
    ANNUAL REPORT 2008

  • Page 2

  • Page 3
    ... in next-generation consoles have allowed the group to open up the market to new audiences. With its extraordinary creation capacity, Ubisoft is at the forefront of the video game industry's shift towards other media forms, thus shaping the entertainment landscape of the future. CREATOR OF...

  • Page 4
    ...& CEO ANNUAL REPORT 2008 ANOTHER RECORD YEAR 2007-08 was another record year for Ubisoft, with a turnover of â,¬928 million, up 43% at constant exchange rates. Our current operating income is now 14.3% of sales, compared with 5.6% last year. Having successfully conquered new market share, Ubisoft...

  • Page 5
    ... studio Digital Kids (Ubisoft Nagoya), Ubisoft opened two new studios in Asia (Chengdu and Singapore). Three other openings have rounded out that list in Q1 2008-09: Pune (India), Kiev (Ukraine) and Sao Paulo (Brazil). Building upon this successful track record, once again this year, in order...

  • Page 6
    ... in the production of digital images Characters and virtual worlds created for video games are now being adapted to other media platforms, such as books, films, TV series, the Internet etc. Ubisoft foresaw multimedia convergence back in 2006, investing in a CGI studio in Montreal. The recent...

  • Page 7
    ... head of the group, a unified team, who embodies the values that characterize Ubisoft's corporate culture: teamwork, creativity, determination and a yearning for challenge. 1 yves guillemot CHAIRMAN & CEO 2 christine burgess-quémard EXECUTIVE DIRECTOR, WORLDWIDE STUDIOS 3 serge hascoët CHIEF...

  • Page 8
    ... acquisitions Ubisoft confirms its internal growth strategy by opening up new studios in 6 different cities, including Montreal, and by further strengthening its global distribution network. The group acquires Red Storm, Blue Byte and The Learning Company's games division adding new hit brands to...

  • Page 9
    ...related to the Far Cry® brand. A business office in Mexico and a production studio in Bulgaria are opened, reinforcing Ubisoft's global network. Ubisoft sees its market share rise in all key markets, ranking #4 worldwide (excluding Japan). (1) Excluding Asia. 2007-08 ANNUAL REPORT 2008 TIMELINE

  • Page 10
    â,¬928 â,¬110 million of Sales million of Net Income independent publisher worldwide (1) 3rd â,¬133 4,350 â,¬265 employees in 27 countries of whom 3,500 employed in production 2007-08 marked a new phase of growth for Ubisoft as the group proved to an industry in full-swing that it was indeed a ...

  • Page 11
    ....2 financial position (â,¬ million) 381.3 shareholder's equity net debt/net cash -65.3 55 149.5 03/31/2007 03/31/2006 03/31/2008 86% New-Generation Consoles breakdown of sales by platform geographic breakdown of sales 42% 51% 7% NORTH AMERICA 7% PC EUROPE 7% Others REST OF THE WORLD...

  • Page 12
    ... ENTERTAINMENT ARENA GLOBAL PRESENCE ANNUAL REPORT 2008 en d en 3 t pub rd sh li er 2,100 NORTH AMERICA en d en 3 t pub rd sh li er WORLDWIDE (1) BUSINESS OFFICES NUMBER OF EMPLOYEES BY GEOGRAPHIC ZONE (2) Ubisoft is the 3rd independent publisher of video games in the world. The group...

  • Page 13
    ...li 500 AUSTRALIA (1) Excluding Asia. Source: NPD, Chart Track, Media Control, GFK, in value terms, calendar year 2007. (2) As of March 31, 2008. (3) The opening of the Pune, Kiev and Sao Paulo studios was announced during the first trimester of 2008-09. er ASIA PACIFIC INDIA (3) JAPAN inde p

  • Page 14
    ASSASSIN'S CREEDâ„¢ ,, ASSASSIN'S CREEDâ„¢ EVENT OF THE YEAR 2007-08

  • Page 15
    ... group's business teams with the task of distributing their games. In-house game development and direct distribution remain the cornerstones of the group's strategy and continue to pay off; Ubisoft is currently the third independent video game publisher in the world*. *excluding Asia. ANNUAL REPORT...

  • Page 16
    IMAGINEâ„¢ FASHION DESIGNER ,, ATTRACTING NEW AUDIENCES TO EXPAND THE GAMING COMMUNITY

  • Page 17
    ...such as exploring online gaming territory, focusing on downloadable content, and expanding its computergenerated image production business. The company will continue to reinforce its competitive advantage by taking into account all factors likely to affect the market. ANNUAL REPORT 2008 ANTICIPATE

  • Page 18
    FAR CRY® 2 ,, FAR CRY® 2 - THE FUTURE OF VIDEO GAMES BECKONS, ALLOWING GAMERS AN UNPRECEDENTED DEGREE OF FREEDOM

  • Page 19
    ...or in the air. Combined with seamless scenarios, this technology paves the way for new gaming experiences in high definition. Equipped with a CGI studio for the production of 3D images, Ubisoft has developed an expertise that is already enabling it to improve the graphic quality of its games. In the...

  • Page 20
    TOM CLANCY'S GHOST RECON® TOM CLANCY'S SPLINTER CELL® TOM CLANCY'S RAINBOW SIX® ,, A PORTFOLIO OF HIT BRANDS, INCLUDING 14 MUL TIMILLION UNIT-SELLERS

  • Page 21
    ... them are necessary when it comes to building long-lasting relationships with gamers. New versions of Prince of Persia®, Tom Clancy's EndWar™, My Health Coach and more are set for release in 2008-09 and promise people the pleasure of playing games that never grow old. ANNUAL REPORT 2008 CREATE

  • Page 22
    ,, 4,350 EMPLOYEES IN 27 COUNTRIES

  • Page 23
    ... of the first Ubisoft Campus launched in Montreal in 2005, a second Campus will open its doors in Casablanca in October 2008. At Ubisoft, team members improve and develop their skills through essential field work and also training programs. Ubisoft's corporate culture inspires people to challenge...

  • Page 24
    Think, Act, Feel ...A rich and balanced portfolio of Ubisoft brands for unique gaming experiences. BEST R E SELL NEW D BRAN > tom clancy's endwar™ Strategy > heroes of might & magic® Stratégie > far cry® Shooter

  • Page 25
    BEST R E SELL > assassin's creed™ Action/Adventure ANNUAL REPORT 2008 CATALOGUE BEST R E SELL > rayman® Action/Adventure brands: front and center BEST R E SELL > brothers in arms® Shooter BEST R E SELL > tom clancy's rainbow six® Shooter BEST R E SELL > the settlers® Strategy BEST ...

  • Page 26
    ... cell® Action/Adventure ANNUAL REPORT 2008 BEST R E SELL CATALOGUE > red steel™ Action/Adventure brands: front and center NEW D BRAN > tom clancy's h.a.w.x™ Air Combat BEST R E SELL > prince of persia® Action/Adventure > shaun white Extreme Sports > my coach Games for Everyone > csi...

  • Page 27
    FINANCIAL REPORT 2008

  • Page 28
    ... of ubisoft entertainment sa as of march 31, 2008 3.1 Ubisoft Entertainment SA balance sheet 3.2 Ubisoft Entertainment SA income statement 3.3 Statement of changes in equity 3.4 Cash flow statement 3.5 Notes to the corporate financial statements 3.6 Other information 3.7 General report on the fiscal...

  • Page 29
    ... and capital 1.3.1 Changes in equity 1.3.2 Cash flows 1.3.3 Borrowing terms and financing structure 32 32 32 32 1.4 Human Resources 1.4.1 1.4.2 1.4.3 1.4.4 An enriching and motivating work environment Valuing performance and innovation Skills development: a strategic focus Employment at Ubisoft in...

  • Page 30
    ... fiscal year November 2007 Ubisoft acquired the Japanese development studio Digital Kids. Founded in 1996 and located in Nagoya and Osaka, Digital Kids employs 20 developers who specialize in games for the Nintendo DSâ„¢. April 2007 Ubisoft acquired the Annoâ„¢ brand, which, with 5 million units...

  • Page 31
    ... information below, relating to the fiscal years ending March 31, 2007 and March 31, 2008, is taken from the consolidated financial statements and presented pursuant to IFRS. 03.31.08 In thousands of euros Sales Operating profit (loss) Net financial income Share of profit of associates Income tax...

  • Page 32
    ... + New finance leases + New medium and long-term borrowings - Repayment of finance leases - Repayment of borrowings - Accrued interest + Proceeds from shareholders in capital increases +/- Sales of stock +/- Other flows Cash generated (used) by financing activities UBISOFT • FINANCIAL REPORT 2008...

  • Page 33
    ... regions. Ubisoft Group's revenue comes from three main business lines in the video game industry, namely Development, Publishing, and Distribution. Development revenue covers income from titles developed, produced and marketed by Ubisoft's internal studios. Development also includes revenue posted...

  • Page 34
    ...game released in 2006-2007. In 2008-2009, the number of titles marketed should exceed 80. The Company accelerated its positioning in new consoles, which accounted for 86% of sales for the fiscal year: Nintendo DSâ„¢ and Sony PSPâ„¢ portable consoles: in total, these accounted for 30% of fiscal year...

  • Page 35
    THE GROUP'S BUSINESS ACTIVITIES AND RESUL TS FOR FISCAL YEAR 2007-2008 1 31 The geographic breakdown of sales for fiscal year 2007-2008 reflected strong momentum in Europe, where the Group enjoyed sustained growth, particularly in Nintendo DSâ„¢ products, for which it is the market leader, but ...

  • Page 36
    ... title without endangering the future of the Company. With equity of â,¬634 million, up â,¬112 million, Ubisoft easily finances its capital investments, which amounted to â,¬301 million. 1.3.1 The video games business line calls for investments on development of around 30% of revenue. This capital...

  • Page 37
    ...'S BUSINESS ACTIVITIES AND RESUL TS FOR FISCAL YEAR 2007-2008 1 33 1.4 Human Resources Ubisoft's key figures as of March 31, 2008 4,323 employees (average headcount for the fiscal year: 4,118), namely close to 10% up on March 31, 2007. Ubisoft has employees in 24 countries. 81% on the production...

  • Page 38
    ... of the Canadian, French, US, Romanian, British and German subsidiaries are scheduled between now and September 2008. Overall, the total of registered shares held by employees(2) or indirectly through an FCPE (company mutual fund) amounted to 1.3% of the capital. Lastly, stock options are awarded on...

  • Page 39
    ...programs for new employees are available in most subsidiaries. Collaboration between sites is growing with shared production requiring even more exchanges between studios; for example, Tom Clancy's Ghost Recon Advanced Warfighter® 2 was developed at two sites. International domain specific meetings...

  • Page 40
    ... Denmark, the UK and France. In addition to several internal events that mark the year and the day to day activities of the teams, Ubisoft offers its employees priority access to a range of leisure, athletic and cultural outings. For the Group, these various employee benefits are also opportunities...

  • Page 41
    ... effects of its activities on the environment, continually improve its environmental performance. The Company does not manufacture the video games that it publishes and distributes. It therefore has a very limited direct impact on the environment, whether in terms of air emissions, water effluent...

  • Page 42
    ... the number of copies of printed annual reports by making them directly downloadable from www.ubisoftgroup.com, managing document archives, adding to collaborative work sites, etc. Awareness is raised at all subsidiaries: UBISOFT • FINANCIAL REPORT 2008 The subsidiaries are directly responsible...

  • Page 43
    ... GROUP'S BUSINESS ACTIVITIES AND RESUL TS FOR FISCAL YEAR 2007-2008 1 39 media. The products are first ground down and sorted before being transformed into fine particles and resold to the plastic processing sector. 1.6.4 Business travel As a result of the Group's international scale, employees...

  • Page 44
    ... Ubisoft Music Inc Ubisoft Music Publishing Inc Chengdu Ubi Computer Software Co. Ltd Shanghaï Ubi Computer Software Co. Ltd Ubisoft Studios SL Red Storm Entertainment Inc (1) Ubisoft Studios Srl Digital Kids KK Ubisoft Sarl Ubisoft Srl UBISOFT • FINANCIAL REPORT 2008 Sales and Marketing (France...

  • Page 45
    ... of new companies April 2007: purchase of the software publisher Sunflowers GmbH. Through this acquisition, Ubisoft Entertainment SA acquired a 30% interest in Related Designs Software GmbH. In January 2008, acquisition of 100% of the Japanese studio Digital Kids Co. Ltd. Ubisoft Entertainment SA...

  • Page 46
    ... no basic research. 1.8.1 Ubisoft continued its sustained capital expenditure policy, which should enable the Company to gain traction in new platforms, create new releases in various genres, and more generally increase its market share. Accordingly, in 2007-2008, internal production costs rose 16...

  • Page 47
    THE GROUP'S BUSINESS ACTIVITIES AND RESUL TS FOR FISCAL YEAR 2007-2008 1 43 1.9 Risk factors The identified risks are categorized by risk type. 1.9.1 Business-related risks 1.9.1.1 Risks associated with product strategy, positioning and brand management Ubisoft, like all publishers, is ...

  • Page 48
    ... of its support teams in order to limit financial, tax or legal risks associated with the range of local regulations. The Company makes acquisitions on a regular basis. Ubisoft's healthy balance sheet structure, with net financial surplus of â,¬149 million and the level of available capital should...

  • Page 49
    ... the balance sheet, Note 13 - Provisions. The Group is occasionally subject to tax audits carried out by the tax authorities of the countries in which it is located. 1.9.3 Industrial or environment-related risks The Group currently has no knowledge of any industrial or environmental risk. Ubisoft...

  • Page 50
    ..., given the Group's positive net cash position, are used essentially to finance the high year-end capital requirement as a result of the highly seasonal nature of the business. Ubisoft's debt structure (in Kâ,¬): < 1 year Borrowings UK bank borrowing Canadian bank borrowing Financial assets Cash...

  • Page 51
    ..., and are designed to ensure liquidity of stock purchases and sales. As of March 31, 2008, the Company had 30,371 shares, worth â,¬1,573 thousand. An equity swap agreement on stock: this derivative is recognized in the balance sheet at fair value. Any fluctuations in the share price compared to the...

  • Page 52
    ... subsidiaries. Ubisoft took out an assistance policy for individuals on work assignments in France and abroad. This policy covers all employees of the French sites for assistance and repatriation abroad. In itself, the Group's business does not incur any extraordinary risk of work-related accidents...

  • Page 53
    ... offered by Xbox360® and PlayStation®3 and by better accessibility of Nintendo consoles. With regard to market players, as in prior years, 2007 saw a series of studio and brand acquisitions by the major video game publishers. Accordingly, Ubisoft acquired the Anno™ brand and the Digital...

  • Page 54
    UBISOFT • FINANCIAL REPORT 2008

  • Page 55
    ... balance sheet Consolidated income statement Consolidated statement of changes in equity Consolidated cash flow statement Notes to the consolidated financial statements 52 53 54 56 57 57 58 58 64 66 80 84 88 88 2.5.1 Highlights of the fiscal year 2.5.2 Financials Statements comparability...

  • Page 56
    ...Capital Premiums Consolidated reserves Consolidated earnings Equity (group share) Minority interests Total equity Provisions Employee benefit Long-term borrowings Deferred tax liabilities Non-current liabilities Short-term borrowings Trade payables Other liabilities UBISOFT • FINANCIAL REPORT 2008...

  • Page 57
    ... 0.31 In thousands of euros Sales Other operating income Cost of sales Changes in inventories of finished goods and work in progress Employee benefits expense Other operating expenses Taxes and duties Depreciation and amortization Provisions Operating profit (loss) from continuing operations Other...

  • Page 58
    ... of financial assets Other items recognized directly in equity Total income and expenses recognized for the period Change in the share capital of the parent company Options on ordinary shares issued Impact of translation adjustments on companies deconsolidated in N-1 Position as of March 31, 2008...

  • Page 59
    CONSOLIDATED FINANCIAL STATEMENTS AS OF MARCH 31, 2008 2 55 Consolidated reserves Translation adjustments Group Result Total Equity Group Share 381,258 40,558 (221) 742 (25) 815 130 Minority interests Total consolidated equity 55,298 11,932 (221) 742 (25) 815 130 1,441 (117) (25,266) 11,...

  • Page 60
    ... + New medium and long-term borrowings - Repayment of finance leases - Repayment of borrowings + Accrued interest + Proceeds from shareholders in capital increases +/- Sales / purchases of own shares +/- Other flows Cash generated (used) by financing activities UBISOFT • FINANCIAL REPORT 2008 40...

  • Page 61
    ... of Sunflowers GmbH, the software publisher. This acquisition also provides Ubisoft Entertainment SA with a 30% interest in Related Designs Software GmbH, the developer of Anno 1701 (the latest game in the series), which is currently working on a new release. Following this acquisition, Avator...

  • Page 62
    ... Ubisoft Entertainment SA is domiciled in France. The consolidated annual financial statements for the fiscal year ended March 31, 2008 include the Company and its subsidiaries (together called "the Group"), and Group's share of investments in associates. The consolidated financial statements...

  • Page 63
    ... to annual impairment tests at the balance sheet date. Associates Associates are entities over which Ubisoft Entertainment SA exercises significant influence on the financial and operational policies but no control. The consolidated financial statements include the Group share in the total amount...

  • Page 64
    ... hardware: - Office furniture: UBISOFT • FINANCIAL REPORT 2008 Non-current assets financed via finance leases are restated in the consolidated financial statements so as to reflect the position that would have existed if the Company had used borrowed funds to acquire the assets directly. The...

  • Page 65
    ...recognized at their fair value in the balance sheet, and changes in fair value are recognized directly in equity. The Fair value is the closing price for the Gameloft Stock. Financial assets and liabilities Financial assets and liabilities consist of assets available for sale, loans and receivables...

  • Page 66
    ... recorded when: The Company has a current obligation (legal or implicit) resulting from a past event; UBISOFT • FINANCIAL REPORT 2008 - Income from cash and cash equivalents, which includes gains/losses on the sale of investment securities, interest income and the cash impact of foreign exchange...

  • Page 67
    ... taxable income will be available. The impact of possible changes in tax rates on previously recorded deferred tax is recognized in income except where it relates to an item recognized in equity. Deferred tax is shown in the balance sheet separately from current tax assets and liabilities and are...

  • Page 68
    ... Group consolidated financial statements as of March 31, 2008 Company UBISOFT ENTERTAINMENT SA UBISOFT Ltd UBISOFT INC. UBISOFT GmbH UBISOFT SRL UBISOFT SA UBISOFT KK UBISOFT PICTURES SAS UBISOFT SpA UBISOFT DESIGN SAS UBISOFT BOOKS AND RECORDS SAS Country Percentage control Percentage of capital...

  • Page 69
    ... 2007 2007 2008 2008 2008 2008 2008 RED STORM ENTERTAINMENT INC. US UBISOFT Canada INC. Canada UBISOFT NORWAY AS Norway UBISOFT MANUFACTURING France ET ADMINISTRATION SAS UBI GAMES SA Switzerland UBISOFT FINLAND OY Finland UBISOFT ENTERTAINMENT SA South Korea TIWAK SAS France BLUE BYTE GmbH Germany...

  • Page 70
    ... of this acquisition, Ubisoft Entertainment SA acquired a 30% share interest in Related Designs Software GmbH. January 2008: acquisition of 100% of the Japanese studio Digital Kids Co. Ltd. Ubisoft Entertainment SA already distributed the games developed by Digital Kids for the DS. The impact of...

  • Page 71
    ...Software Inc. Red Storm Entertainment Inc. Distribution Etats-Unis Ubisoft Spa Ubisoft Canada Inc. Tiwak SAS Ubisoft Divertissements Inc. Blue Byte GmbH Ubisoft France SAS Ubisoft BV Ubisoft Warenhandels GmbH Ubi Games SA Ubisoft Entertainment Ltd Sunflowers Entertainment GmbH(1) Digital Kids Total...

  • Page 72
    ... licence Changes Translation in adjustscope ments Gross as of 03.31.08 Released commercial software External developments Software and external development in progress Office productivity software Leased office productivity software Other intangible assets in progress Brands(1) Other Total 213...

  • Page 73
    ... of equity Related Designs Software GmbH(1) Goodwill Share of equity Total investments in associates 217 758 230 98 (25,437) (9,102) 33,998 1,086 (1) See details in Note 2.5.4 Scope of consolidation. Gameloft Following the exercise of options by Gameloft SA employees, Ubisoft Entertainment SA...

  • Page 74
    ... 21,684 Expiry of deferred tax assets as of March 31, 2008: - Short-term: - Long-term: â,¬13,002 thousand â,¬8,682 thousand Because of a transfer price policy implemented at the Group, the distribution companies systematically report operating profits; similarly, the studios invoice salaries with...

  • Page 75
    ... Current financial assets break down as follows 03.31.08 Net 445 38,839 39,284 03.31.07 Net 182 19,001 19,183 Foreign exchange derivatives Equity swap derivatives Total (1) (2) Asset available for sale are only composed of Gameloft shares. 31.03.08 Net Assets available for sale (Gameloft stock...

  • Page 76
    ... balance sheet date. 3) Fair value of Gameloft stock available for sale: Following the deal with Calyon described in Section 2.5.1, the Gameloft shares are disclosed as a group of assets held for sale after the Group signed two agreements with Calyon on July 12, 2007. A â,¬14,287 thousand capital...

  • Page 77
    ... free of charge to a shareholder on the basis of old shares that enjoyed this right. Number of Ubisoft Entertainment SA shares As of 04.01.07 Options exercised Capital increase reserved for former BSAR holders Group/Company employee savings plans: reserved capital increase As of 03.31.08 45,397,276...

  • Page 78
    ... options exercised during the period had an average strike price of â,¬7.70. The impact of share-based payments on the financial statements is as follows: 03.31.08 Employee benefits expense Stock options Bonus share grant Employee savings plan Equity UBISOFT • FINANCIAL REPORT 2008 - Beneficiary...

  • Page 79
    .... Ubisoft Entertainment SA's most recent tax audit dates back to 2003 (for the period from April 1, 2000 to March 31, 2003). A tax audit for the period from April 1, 2004 to March 31, 2007 is currently in progress, but no adjustment has yet been received. Note 14 Employee benefit liabilities...

  • Page 80
    ... which, given the Group's positive net cash position, are used essentially to finance the high year-end capital requirement as a result of the highly seasonal nature of the business. Ubisoft debt structure (in thousands of euros): < 1 year Financial liabilities UK bank borrowing Canadian bank...

  • Page 81
    ...are designed to ensure the liquidity of purchases and sales of shares. As of March 31, 2008, the Company held 30,371 shares, worth Kâ,¬ 1,573. An equity swap agreement on Ubisoft stock: this derivative is recognized in the balance sheet at its fair value. Any fluctuations in the share price compared...

  • Page 82
    ...Long-term: â,¬9,770 thousand Note 18 Trade payables Trade payables break down as follows: 03.31.08 Trade payables Amounts due to suppliers of non-current assets UBISOFT • FINANCIAL REPORT 2008 03.31.07 116,361 2,589 118,950 174,537 3,366 177,903 Total All trade payables fall due within a year...

  • Page 83
    ... non-current receivables Accounts Payables Foreign exchange derivatives Equity swap derivatives Assets available for sale Financial liabilities Trade payables Financial assets at fair value through income Fair value Financial assets available for sale Fair value 1,164 Loan and Financial liabilities...

  • Page 84
    ... 21 Revenue The Group generated â,¬928 million in revenue in the 2007-2008 fiscal year, 36% up on the â,¬680 million reported in the 20062007 fiscal year. At constant exchange rates, revenue growth was 43%. The breakdown of revenue is as follows: 03.31.08 Sales of goods Licenses Services Total 907...

  • Page 85
    ... FINANCIAL STATEMENTS AS OF MARCH 31, 2008 2 81 Note 25 Depreciation, amortization and provisions Depreciation, amortization and provisions break down as follows: Depreciation and amortization: 03.31.08 Amortization of intangible assets Released software External developments Office productivity...

  • Page 86
    ... the United States, the group covers three companies: Ubisoft Holdings Inc., Red Storm Entertainment Inc. and Ubisoft Inc. As of March 31, 2008, the tax group generated a tax expense of â,¬4,906 thousand. Note 29 Income tax Income tax breaks down as follows: 03.31.08 Current tax Deferred tax Total...

  • Page 87
    ... operations break down as follows: 03.31.08 Earnings from the Gameloft associate until date stock disposed of to Calyon Dilution Disposal of Gameloft stock(1) Tax on stock disposal Total (1) Capital gain following the sale of 4,189,198 shares during the first half of fiscal year 2007-2008. 835...

  • Page 88
    ...Inter-company items Net financial income Share of profit of associates Income tax Earnings from discontinued operations Profit (loss) for the period Minority interests Earnings attributable to equity holders of Group result UBISOFT • FINANCIAL REPORT 2008 Germany 75,145 3,503 (4,630) (23,341) UK...

  • Page 89
    ...France Germany UK Rest of Europe 0 0 2,896 2,617 US and Canada 0 0 6,065 10,211 Rest of world 0 0 621 2,281 03.31.08 Total 7,165 459,457 57,685 109,844 Capital Premiums Consolidated reserves Consolidated earnings Equity (Group share) Minority interests Total equity Provisions Employee benefit...

  • Page 90
    ...by Ubisoft Entertainment SA. During the 2007-2008 fiscal year, the managers received â,¬94 thousand in directors' fees. The General Shareholders' Meeting of September 25, 2006 authorized the Company to pay total directors' fees of no more than â,¬250.000 per annum. UBISOFT • FINANCIAL REPORT 2008

  • Page 91
    ... by the Board of Directors on April 26, 2007, it was decided to grant the Company's corporate officers 75,000 of the 1,577,400 stock options granted (4.75%). The options may be exercised any time between April 26, 2008 and April 25, 2012, inclusive, at an exercise price of â,¬35.29 per share. In...

  • Page 92
    ...934 Permanent staff broke down as follows as of March 31, 2008: North America Europe and North Africa Asia-Pacific Total 2,082 1,754 487 4,323 The Group's average staff over the 2007-2008 fiscal year was 4,118. The Group has no employee profit-sharing programs. UBISOFT • FINANCIAL REPORT 2008

  • Page 93
    ... entrusted to us by your Board of Directors, we have audited the consolidated financial statements of Ubisoft Entertainment S.A. for the fiscal year ended March 31, 2008, as attached to this report. The consolidated financial statements have been prepared by the Board of Directors. It is our task to...

  • Page 94
    ... standards in France, the information provided in the report concerning the group's management. We have no comments regarding the accuracy of this information and its consistency with the consolidated financial statements. Rennes, June 30, 2008 By the statutory auditors KPMG Audit A division of...

  • Page 95
    ... Ubisoft Entertainment SA balance sheet Ubisoft Entertainment SA income statement Statement of changes in equity Cash flow statement Notes to the corporate financial statements Highlights of the fiscal year Comparability of financial statements Accounting principles Changes in options Accounting...

  • Page 96
    ... Total assets 1 2 3 Liabilities and equity Capital Premiums Reserves Earnings for the period Regulated provisions Equity Provisions for risks and charges Borrowings(1) (2) Miscellaneous financial liabilities(3) Trade payables Tax and employee-related liabilities Liabilities on non-current assets...

  • Page 97
    ... and external expenses Taxes and duties Employee benefits expense Other expenses Depreciation, amortization and provisions Total operating expenses Operating profit (loss) Share of profits of associates Income from other securities and receivables on non-current assets Other interest received...

  • Page 98
    3.3 Statement of changes in equity Balance as of 03.31.07 Allocation of 2006-2007 earnings Capital increase in cash and through conversion of bonds 128 15,697 15,825 2007-2008 earnings Increase in regulated provisions Balance as of 03.31.08 in Kâ,¬ Capital Premiums Legal reserve Other reserves ...

  • Page 99
    ... premium of share subscription warrants Increase in issue premium of the Group employee savings plan Increase in bond redemption premium Change in current accounts Net cash generated (used) by financing activities Change in cash and cash equivalents Net cash position at beginning of fiscal year Net...

  • Page 100
    ... in Related Designs Software GmbH, the developer of Anno 1701 (the latest game in the series), which is currently working on a new release. Following this acquisition, Avator Entertainment GmbH was established, in which Ubisoft Entertainment SA took a 25% interest. UBISOFT • FINANCIAL REPORT 2008...

  • Page 101
    ... French General Tax Code. These costs are now capitalized along with the acquisition cost of the non-current asset. On the fiscal year, the Company decided to retain the tax option, as permitted under Article 236 of the French General Tax Code, allowing to amortize the expense software design costs...

  • Page 102
    ... of each fiscal year based on the net assets of the subsidiary in question at that date, the market capitalization at the balance sheet date if the company is listed, and/or on its medium-term earnings outlook. A provision for depreciation is recognized if necessary. Own shares held is valued at the...

  • Page 103
    ...STATEMENTS OF UBISOFT ENTERTAINMENT SA AS OF MARCH 31, 2008 3 99 3.5.6 Notes to the balance sheet Intangible assets Note 1. Intangible assets break down as follows: Non-current assets Released commercial software External developments Software programs in progress Information systems Production...

  • Page 104
    ... capital increase in Ubisoft World SAS, for â,¬29,985 thousand. The decrease stems from: the disposal of Gameloft SA stock, for â,¬27,344 thousand, the disposal of Avator GmbH stock, for â,¬2,075 thousand. The change in other non-current investments reflects purchases and sales of own shares held...

  • Page 105
    ...miscellaneous) Group and associates Other miscellaneous debtors(1) Prepaid expenses Total Statement of liabilities Bank borrowings and debts Miscellaneous borrowings Trade payables Tax and employee-related liabilities Other liabilities Liabilities on non-current assets Deferred income Total New bank...

  • Page 106
    ... 239,707 63,538 36,572 03.31.07 Note 12. Provisions in the balance sheet As of 03.31.07 Provisions for risks Foreign exchange risk Total Provisions for impairment Equity investments Own shares held UBISOFT • FINANCIAL REPORT 2008 Increases Reversals As of 03.31.08 323 323 20,794 13 20,807 21...

  • Page 107
    ...the capital and premiums over the past fiscal year was partly driven by the exercise of stock options. For reference, the terms and conditions of exercise of the stock option plans are as follows: 7th Plan Total Number of shares Granted(2) Start of exercise period End of exercise period Option Price...

  • Page 108
    ... calls on the equity swap agreement (see Note 3.6.2 Off-balance sheet commitments). Note 16. Accrued expenses and deferred income Cumulative as of 03.31.07 Deferred income(1) Translation adjustment (liability) Total (1) Consists of prepaid revenue. UBISOFT • FINANCIAL REPORT 2008 Increases 850...

  • Page 109
    ... FINANCIAL STATEMENTS OF UBISOFT ENTERTAINMENT SA AS OF MARCH 31, 2008 3 105 3.5.7 Notes to the income statement Note 17. Revenue The breakdown of revenue by geographic region was as follows: 03.31.08 Percentage 49% 50% 1% 03.31.07 Percentage 43% 57% in Kâ,¬ Europe North America Rest of world...

  • Page 110
    ... 16,495 24,440 8,050 Share of profit of associates includes the dividends Ubisoft Entertainment SA received during the fiscal year from Ubisoft Warenhandels GmbH, the Austrian subsidiary that is being liquidated. Foreign exchange risk The Group's exposure to foreign exchange risk stems from inter...

  • Page 111
    ... France SAS - Ludi Factory SAS - Ubisoft EMEA SAS - Ubisoft Books and Records SAS - Ubisoft Organisation SAS - Ubisoft World SAS - Ubisoft Manufacturing & Administration SAS - Ubisoft Marketing International SARL Any tax savings arising from the use of losses at the tax Group's member companies...

  • Page 112
    ... • FINANCIAL REPORT 2008 Given the number of shares remaining at the balance sheet date, a one euro decrease in the share price versus the â,¬9.33 disposal price would have an impact of â,¬1,243 thousand. Equity swap agreement on Gameloft stock On July 12, 2007, Ubisoft Entertainment SA signed...

  • Page 113
    ...-43 of the French Commercial Code. Under the terms of the stock option plan approved by the Board of Directors on April 26, 2007, it was decided to grant Company officers 75,000 of the 1,577,400 stock options granted (4.75%). The options may be exercised any time between April 26, 2008 and April 25...

  • Page 114
    ... units Share of capital held in thousands of currency units SUBSIDIARIES AT LEAST 50% OF CAPITAL HELD Ubisoft Holdings Inc. Ubisoft EMEA SARL Ubisoft World SAS Ubisoft France SAS Sunflowers GmbH Ubisoft GmbH Ubisoft Divertissements Inc. Total US France France France Germany Germany US dollar...

  • Page 115
    COMPTES SOCIAUX D'UBISOFT ENTERTAINMENT SA AU 31 MARS 2008 3 111 Carrying amount of shares held in thousands of euros Gross net Outstanding loans and advances granted by the Company in thousands of currency units Revenue net of taxes in thousands of currency units Earnings (losses) for the most...

  • Page 116
    ...General Meeting, we hereby present our report for the fiscal year ended March 31, 2008, with regard to the following: - the audit of the annual financial statements of Ubisoft Entertainment S.A., as attached to this report; - the basis for our assessment; - the specific verifications and information...

  • Page 117
    ... of this information with the annual financial statements. Also, we have no comments regarding the accuracy of the information provided in the management report regarding the compensation and benefits paid to the corporate officers in question and the commitments made in their favor at the time of...

  • Page 118
    ... in connection with the lease of the premises located at Chertsey Gate, East London Street, Chertsey, Surrey, England, and the construction permit related to said premises. Terms: The surety bond issued by your company totaled â,¬2,520,907 at March 31, 2008. UBISOFT • FINANCIAL REPORT 2008

  • Page 119
    ... FINANCIAL STATEMENTS OF UBISOFT ENTERTAINMENT SA AS OF MARCH 31, 2008 3 115 2) Brand licensing agreement with Gameloft SA Nature and purpose: Your company signed an exclusive licensing agreement for current and future brands with Gameloft S.A. for the development of interactive video games...

  • Page 120
    UBISOFT • FINANCIAL REPORT 2008

  • Page 121
    ...THE COMPANY 4 117 4.1 General information about the Company 4.1.1 4.1.2 4.1.3 4.1.4 4.1.5 4.1.6 4.1.7 Corporate name and registered office Legal form Applicable legislation Date of incorporation and term of the Company Trade Register Place where Company legal documents may be consulted Fiscal year...

  • Page 122
    ... relate to its purpose, by the creation of new companies, 4.2.1 4.2.1.1 Corporate Purpose (Article 3 of the Articles of Association) UBISOFT • FINANCIAL REPORT 2008 Ubisoft Entertainment SA has the following purpose, in France and abroad, both directly and indirectly: the creation, development...

  • Page 123
    ... the shareholders of Ubisoft Entertainment SA, with the exception of the Company itself. They represent the totality of shareholders. They shall be convened and deliberate under the conditions prescribed by the French Commercial Code. General Meetings shall be held at the registered office or at any...

  • Page 124
    ...with the code of ethics recognized by the AMF; to hand over shares upon the exercise of rights attached to securities giving access by any means immediately or over time to the Company's share capital; to grant shares to employees and corporate officers of the Ubisoft Group in any legally authorized...

  • Page 125
    ...November 24, 2008) Amounts authorized Date of Board Meeting April 26, 2007 Use in fiscal year Capital increase for the benefit of Company or Group employees affiliated to the Group subscribing to a Company savings plan Allotment of purchase options or stock subscription 1% of share capital on date...

  • Page 126
    ... Allotment of purchase options or stock subscription Allotment of shares free of charge to Company or Group employees Capital increase reserved for employees of Company subsidiaries with registered offices outside France Capital increase reserved for a category of persons (former 2008 BSAR holders...

  • Page 127
    ... fiscal year April 11, 2008 In progress 364,824 shares to be issued, equaling 1% of number of shares on the date of the Board Meeting, less 97,421 shares subscribed following use by the Board of Directors on April 26, 2007. Capital increase for the benefit of company or Group employees affiliated...

  • Page 128
    ... Board of Directors on November 2, 2005, to comply with the maximum period allowed by US law. Stock options granted and exercised as of March 31, 2008 Corporate officers Stock options granted and exercised by corporate officers during the fiscal year ended March 31, 2008(1) Options granted during...

  • Page 129
    ...,786 Employees (not corporate officers) Stock options granted and exercised by the top ten employees (not corporate officers) during the fiscal year ended March 31, 2008 Options granted during the fiscal year to the ten employees receiving the most options(1) (Summary information) Options exercised...

  • Page 130
    ... increase reserved for employees in France up to a limit of 1% of the total number of shares in the share capital at the time of its use by the Board of Directors, in particular via an FCPE. The Board of Directors used this authorization once during the fiscal year ended March 31, 2008 and has done...

  • Page 131
    ...value of share Cumulative number of shares Amount of share capital Before 2-for-1 split of the par value effective on December 11, 2006 (Board Meeting of December 5, 2006) Capital increase 357,557 â,¬5,142,887.41 â,¬5,032,044.74 â,¬0.31 18,040,950 â,¬5,592,694.50 of 02.25.05 via exercise of options...

  • Page 132
    ...13 Market in Company shares Ubisoft share identification sheet ISIN Listing market Par value Number of shares in circulation as of March 31, 2008 Closing price as of March 31, 2008 Market capitalization as of March 31, 2008 Flotation price on July 1, 1996 FR0000054470 Euronext Paris - Compartment...

  • Page 133
    ... past three fiscal years As of 03.31.06 (1) Guillemot Brothers SA Claude Guillemot Yves Guillemot Michel Guillemot Gérard Guillemot Christian Guillemot Other Guillemot family members Guillemot Corporation SA Guillemot Suisse SA Concert Ubisoft Entertainment SA Public and Group employees Total As of...

  • Page 134
    ...April 30, 2008 Capital Number of shares Guillemot Brothers SA(1) Claude Guillemot Yves Guillemot Michel Guillemot Gérard Guillemot Christian Guillemot Other Guillemot family members Guillemot Corporation SA Concert Ubisoft Entertainment SA Public and Group employees Total (1) This company is wholly...

  • Page 135
    ..., 2008, CDC owned 3.946% of the capital and 3.090% of the voting rights of the company. Guillemot Brothers SA has declared that it has crossed the following thresholds: - On April 11, 2007, following the repayment in Ubisoft Entertainment shares of the receivable it had in the accounts of Guillemot...

  • Page 136
    UBISOFT • FINANCIAL REPORT 2008

  • Page 137
    ... in force as of March 31, 2008 Expired offices (past five fiscal years) 136 136 137 137 139 5.7 Compensation of managers Compensation of managers and members of the Board of Directors Share purchase and subscription option plans Bonus share grants Service provision agreements with the issuer and...

  • Page 138
    ...the financial statements for the fiscal year ended 03.31.2013 Number of shares as of 03.31.08 418,304 Membership of the Board of Directors Name Position in the Company(1) Yves Guillemot Director Chairman and CEO Claude Guillemot Director Executive Vice President Operations Michel Guillemot Director...

  • Page 139
    ...of the French Commercial Code, the Board of Directors at its meeting of October 22, 2001, decided on the manner in which the Company's senior management would be exercised. It decided not to separate the positions of Chairman of the Board of Directors and that of Chief Executive Officer. As a result...

  • Page 140
    ..., financial and technological policies of the Company and Group. Compensation Committee Examination, analysis and comparison with market practices: examining and submitting proposals on the compensation corporate officers (fixed and variable portions); giving opinions on the general stock option...

  • Page 141
    ... Company Offices and positions held as of March 31, 2008 5.6.1 Surname First name Guillemot Yves 02.28.1988 03.31.2013 Executive Vice President and Director Guillemot Brothers SA Chairman of Ubisoft France SAS (France), Ubisoft World SAS (France), Ubisoft World Studios SAS (France), Tiwak SAS...

  • Page 142
    ... Ltd (UK), Gameloft Ltd (Hong-Kong), Gameloft Private India (India), Gameloft KK (Japan), Gameloft Pte Ltd (Singapore) and Gameloft Company Ltd (Vietnam). Executive Vice President and Director of Guillemot Corporation SA (France) and Guillemot Brothers SA (France). Manager of Gameloft GmbH (Germany...

  • Page 143
    ... (UK), Guillemot Corporation (HK) Ltd (Hong Kong), Ubisoft Nordic AS (Denmark) and Ubisoft Sweden AB (Sweden). Director of TFJ (France) and Groupe de l'Olivier SA (France). Fiorentino Marc 07.10.2006 03.31.2013 Director Chairman and CEO Euroland Finance 5.6.2 Expired offices (past five fiscal...

  • Page 144
    ...Date term of office expires Main position held in Ubisoft Entertainment Executive Vice President Director Main position held outside Company Offices expired over the past five fiscal years Surname First name Guillemot Michel 02.28.1988 03.31.2013 Chairman and CEO Gameloft SA Vice-President and...

  • Page 145
    ... N/A Benefits in kind N/A N/A N/A N/A N/A N/A 5.7.1 Messrs Guillemot are remunerated for their positions as CEO and Executive Vice Presidents. This is fixed compensation and they do not have employment contracts. The total gross remuneration paid to the managers over the fiscal year by the Company...

  • Page 146
    ... Board of Directors set at 5% the amount of shares that must be kept as registered by corporate officer beneficiaries until such time as they have given up their positions. The stock options thereby granted are exercisable by tranch of 25% over four years from April 26, 2008. Corporate officers did...

  • Page 147
    ... in financial instruments and/or securities Surname, first name, position on the date of the transaction Securities trading by managers Yves Guillemot Director Chairman and CEO Recovery of a receivable by Guillemot Corporation SA (acquisition by acceptance in lieu of Ubisoft Entertainment stock by...

  • Page 148
    ...name, position on the date of the transaction Transaction type Date of the transaction Number of securities Unit price Transaction amount Securities trading by related parties Guillemot Corporation SA Related legal entity managed by Claude Guillemot, Executive Vice President of Ubisoft Entertainment...

  • Page 149
    ... Executive Officer Auditor's report, prepared pursuant to Article L. 225-235 of the French Commercial Code, on the report of the Chairman of the Board of Directors of Ubisoft Entertainment S.A. concerning the internal audit procedures used to prepare and process accounting and financial information...

  • Page 150
    ...with Yves Guillemot holding the positions of Chairman and of Chief Executive Officer without any limits on his powers other than those provided for under applicable legislation on the special powers of the Board of Directors or of the General Shareholders' Meeting. UBISOFT • FINANCIAL REPORT 2008

  • Page 151
    ... attend the Board Meetings approving or examining the financial statements. During the 2007/2008 fiscal year, the Board met 9 times. 6.1.5 Rules and principles applied by the Board of Directors to determine the compensation and benefits of all kinds granted to corporate Officers In consideration...

  • Page 152
    ... Board Meetings. Making recommendations to the Board as regards the overall amount of directors' fees proposed to the Company's General Shareholders' Meeting. Providing the Board with an opinion on the general policy for granting stock subscription and/or purchase UBISOFT • FINANCIAL REPORT 2008

  • Page 153
    ... and for applying the Group internal control guidelines. The functional departments: in collaboration with Senior Management, they are involved in setting the key accounting, finance, legal, tax, IT, operations and human resources policies, and supporting the subsidiaries with their implementation...

  • Page 154
    ... accessible to all employees since 2007 is providing a permanent gateway to all information on the Group, the market and any market developments and too many internal websites. These internal sites facilitate knowledge sharing and discussions, for all business activities, for example: Operational...

  • Page 155
    ... policies with the published financial information and also manages off-balance sheet commitments (bank guarantees relating to purchase financing or L/C, comfort letters, share price guarantees, deposits, etc.). It centralizes and verifies the authorizations granted to a limited number of employees...

  • Page 156
    ...financial and accounting information UBISOFT • FINANCIAL REPORT 2008 The internal control procedures relating to the production and processing of financial and accounting information are mainly implemented by the various accounting and finance departments. 6.2.3.1 Financial statement production...

  • Page 157
    ...issues to be addressed in advance. This systematic review allows any issue at the annual year-end to be anticipated and the timeframe for producing the consolidated financial statements to be cut. Pre year-end assignments are also scheduled depending on developments. The Group announces its sales on...

  • Page 158
    ... Chief Executive Officer You are hereby advised that the Chairman and Chief Executive Officer carries out his duties without any specific limitations, subject to the powers expressly bestowed on the Board of Directors by law and under the Articles of Association. UBISOFT • FINANCIAL REPORT 2008

  • Page 159
    ... the French Commercial Code, on the report of the Chairman of the Board of Directors of Ubisoft Entertainment S.A. concerning the internal audit procedures used to prepare and process accounting and financial information Dear Shareholders: In our capacity as auditors of Ubisoft Entertainment SA and...

  • Page 160
    UBISOFT • FINANCIAL REPORT 2008

  • Page 161
    ... responsible for the reference document 7.2 Declaration of the person responsible for the reference document 7.3 Names, addresses and professional fees of the auditors 7.4 Documents available to the public 7.5 Schedule of financial communications for fiscal year 2008-2009 158 158 158 160 161 7

  • Page 162
    ... financial position and the accounts provided in this reference document, and that they have read the reference document in full." Chief Executive Officer, Yves Guillemot 7.3 Names, addresses and professional fees of the auditors Date of 1st appointment Expiration of current term 1986 2010 Name...

  • Page 163
    ... (excluding tax) 2007-2008 2006-2007 Audit KPMG 2007-2008 % 2006-2007 Audit - Statutory audit, certification, review of the individual and consolidated financial statements • Issuer • Fully consolidated subsidiaries - Other verifications and services directly related to the auditor's work...

  • Page 164
    ... information is available on the company's website (www.ubisoftgroup.com). Person responsible for information: Yves Guillemot Chief Executive Officer 28, rue Armand Carrel 93108 MONTREUIL-SOUS-BOIS Cedex, France Tél. : 01.48.18.50.00 www.ubisoftgroup.com UBISOFT • FINANCIAL REPORT 2008

  • Page 165
    ... Schedule of financial communications for fiscal year 2008-2009 Date Friday July 24, 2008 Week of October 20, 2008 Week of November 24, 2008 Week of January 19, 2009 Week of April 20, 2009 Week of May 25, 2009 First quarter sales Second quarter sales Half-yearly results Third quarter sales Annual...

  • Page 166
    ...-2008 Annual Report PERSON RESPONSIBLE STATUTORY AUDITORS SELECTED FINANCIAL INFORMATION - KEY FIGURES RISKS FACTORS INFORMATION CONCERNING THE ISSUER History and Growth the company Registered name and trade name The Company registered address and registration numbers Company creation date and term...

  • Page 167
    ... information Financial statements Audit of Financial information presented Date of the last financial information Intermediary financial information and others Dividend policy Legal and arbitration proceedings Significant changes in the financial and trade position ADDITIONAL INFORMATION Share...

  • Page 168

  • Page 169
    ... of Ubisoft Entertainment in the US and/or other countries. Red Storm Entertainment Inc is a Ubisoft Entertainment company. Developed by Blue Byte Software. / © 2008 Ubisoft Entertainment. All Rights Reserved. Persistent Elite Creation, Ubisoft, the Ubisoft logo, Ubi.com, and the Soldier Icon are...

  • Page 170
    ... 200031 Phone: +86 21 5407 5666 Fax: +86 21 5407 5156 Unit 2301, 23/F 88 Hing Fat Street Causeway Bay Hong Kong Phone: (852) 2886 8037 Fax: (852) 2886 8152 2F, Building B2 Tian Fu Software Park Tian Fu Da Road High Technology Zone, Chengdu, 610041 MEXICO MOROCCO 62, bd d'Anfa Angle Moulay Youssef...