technicolor - 2019 Universal registration document

6 FINANCIAL STATEMENTS

FINANCIAL ASSETS, FINANCING LIABILITIES & DERIVATIVE FINANCIAL INSTRUMENTS

ANALYSIS BY MATURITY 8.3.2 The table below gives the contractual maturity schedule of the Group’s debt.

2019

2018

(in million euros)

Less than 1 month

14 31

6 3

Between 1 and 6 months

Between 6 months and less than 1 year Total current debt less than 1 year

50 95 64 45

11

20

Between 1 and 2 years Between 2 and 3 years Between 3 and 4 years Between 4 and 5 years Total non-current debt Total nominal debt IFRS Adjustment (1) DEBT UNDER IFRS Over 5 years

15 17

1,007

5

26 65

972

-

1,207 1,302

1,009 1,029

(4)

(5)

1,298

1,024

Debt issuance costs amortized via the effective interest rate method. (1)

8.3.3

FINANCIAL COVENANTS AND OTHER

any auditor’s report qualification made to the Technicolor S.A.’s ability • to continue as a going concern or the accuracy of the information given. Under the mandatory prepayment terms of the Debt Instruments, the Group is required to apply funds towards the repayment of outstanding amounts of the loans under the Debt Instruments in certain circumstances, including the following: asset disposals: the net proceeds in respect of any disposal of any of • its assets to an unaffiliated third party will be applied, subject to a minimum threshold, to repay the outstanding amounts of the term loans unless the proceeds are reinvested in assets useful for its business within 365 days; excess cash flow: a percentage of the Company’s excess cash flow will • be applied to prepay the term loans. The applicable percentage depends on the leverage ratio of the Group, and ranges from 0% to 50%. Excess cash flow is defined for purposes of the term loan prepayments, as the aggregate of net cash from operating and investing activities, subject to certain adjustments and minus the total funding costs, which comprise all voluntary or mandatory prepayments of the term loans during the year; other: net proceeds in respect of payments related to a casualty event • (giving rise to insurance reimbursements or condemnation awards) shall be applied to the repayment of the debt under the Debt Instruments, subject to certain minimum thresholds and with certain carve-outs. Technicolor can also, at its election, prepay all or part of its outstanding Term Loan Debt without penalty.

LIMITATIONS

In respect of the: term Loan Debt Agreement entered into in December 2016 as • amended in March 2017; and the RCF entered into in December 2016; • together the “Debt instruments”, the Group is required to meet financial covenants and is subject to several limitations described below. Security Package Technicolor granted security interests to secure the Debt Instruments with the pledge of the shares of the main subsidiaries of Technicolor S.A. and of certain intra-group loans and material cash pooling bank accounts. Early repayment and mandatory prepayments In case of default or change of control of Technicolor, creditors will have the ability to immediately demand payment of all or a portion of the outstanding amounts. The events of default apply in whole or in part to Technicolor SA. The events of defaults include among other things and subject to certain exceptions, thresholds and grace periods: failure by Technicolor S.A. to meet the payment dates of the Debt • Instruments or of any other financial indebtedness or to comply with material obligations related to the Debt Instruments;

TECHNICOLOR UNIVERSAL REGISTRATION DOCUMENT 2019 238