AXWAY_REGISTRATION_DOCUMENT_2017

AXWAY GROUP AND ITS BUSINESS ACTIVITIES

CORPORATE RESPONSIBILITY

CORPORATE GOVERNANCE

CONSOLIDATED FINANCIAL STATEMENTS

2017 ANNUAL FINANCIAL STATEMENTS

CAPITAL AND AXWAY SOFTWARE STOCK

INFORMATIONS ADMINISTRATIVES ETbJURIDIQUES

COMBINED GENERAL MEETING OFb6bJUNEb2018

Notes to the annual financial statements 2017

2.5 Liabilities

Financial debt

Amount at the start ofbthe fiscal year

Amount at the end ofbthe fiscal year

New borrowings

Repayments

(in thousands of euros) Syndicated facility

35,624

78,254

64,844

49,033

Employee profit sharing fund

3,236

445

593

3,088

Payables related to equity investments Accrued interest on financial debt

46,522

16,187

3,282

59,427

116

113

116

113

Total

85,498

94,998

68,834

111,662

In JulyǾ 2014, Axway Software contracted a multi-currency €125Ǿmillion revolving line of credit with six banks for the purpose of financing acquisitions as well as the Group’s general funding needs. This line of credit is non depreciable and has a maturity of JulyǾ2019 with a 1+1 type renewal option. The interest rate is Euribor for the applicable drawdown period plus a spread adjusted every six months in relation to the change in the ratio: Net financial debt/EBITDA. The net debt figure used does not include employee profit- sharing liabilities. These lines are subject to a utilization and non-utilization commission. Three financial ratios must be met under covenants entered into with partner banking establishments. The €20Ǿmillion drawdown on the Revolving Credit Facility (RCF) used to acquire Appcelerator inǾ2016 was repaid in AprilǾ2017. A $45Ǿmillion drawdown, equivalent to €42Ǿmillion, was made in FebruaryǾ2017 to help finance Syncplicity, acquired by Axway Inc. in this same period, to which we loaned $45Ǿmillion through its current account.

Since this drawdown was maturing in NovemberǾ2017, we repaid it. Due to the decline of the US dollar against the euro, this transaction resulted in a foreign exchange gain of €3.9Ǿmillion. A new drawdown of €36Ǿmillion was subsequently made. NoteǾthat during the year, we also repaid a total of €1.6Ǿmillion for the 2015 and 2016 BPI loans; €1Ǿmillion related to the loan from Banque Populaire inǾ2016. Employee profit-sharing funds include the special profit-sharing reserve managed by Axway Software in current accounts that are locked up for a certain period. An agreement struck inǾ2011 also enables employees to opt for external management in multi-company mutual funds. Payables related to equity investments concerned solely current accounts with the Group’s companies. Financial debt ratios were compliant at 31ǾDecember 2017.

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AXWAY - 2017 REGISTRATION DOCUMENT