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Annual Report 2012 Reference Document
Summary
Annual Report 2012 Reference Document
Part 1: Corporate
Part 2: Financial and legal report
08
12
24
34
Management Committees
The Board of Directors
Talent on the move
A word from 4... employees
Profile
As a listed real estate company and a subsidiary of Caisse des Dpts,
Icade combines the best of the private and public sectors.
As a commercial property investment company investing mainly
in the Paris region, Icade is also a major developer and offers its
institutional clients a consultancy and property management service.
It is this wide-ranging expertise that allows it to cater for all of its
clients property and urban development projects.
Solidity
Openness
Convictions
As a leading commercial
property investment
company and national
developer, Icade is a key
partner of the public
authorities and private
real estate operators.
With 7national divisions,
Icade has operations
throughout mainland
France.
1,712
employees
1,499m
o
f revenue
6.8bn
Businesses
Icade has developed 3 businesses to offer solutions
to all of its clients needs and cater for every type of urban
development project. This wide-ranging expertise makes
us a leading developer of complex urban projects.
Property
Investment
Property
Development
400m
1,071m
63m
6.8bn
1,693m
4,200,000 m2
Revenue
Revenue
Backlog
Services
Icade provides its expertise
and guides its clients through
its consultancy and property
management activity.
Revenue
Managed
ICADE in 2012
HIGHLIGHTS
January
February
Double strike for Property
Investment
Two audiovisual companies have signed 9-year leases
with Icade for the installation of their head offices.
Endemol is the leading French producer of programs
for television and new media. It will occupy 6,900m
in building 521 of Les Portes de Paris in Aubervilliers,
designed by the firm Palissad Architecture. The second
company, the sports television station BeinSport,
is setting up its offices in Boulogne, occupying a
floor space of 3,700m2 within the Factory building,
designed by the Catalan architect Josep Lluis Mateo.
The two buildings are labelled HQE (Haute Qualit
Environnementale - High Environmental Quality).
April
June
July
September
December
Arrival of transport:
the start of a new era!
On December 18, 2012, Serge Grzybowski and the
elected representatives of Plaine Commune opened
the metro station Front Populaire, which extends
line 12 into the heart of Aubervilliers. After 78 years
of waiting and 4 years of work, this event marks the
start of a new era for North East Paris, which is now
served by the metro and the T3 Tramway, which was
launched two days earlier.
At the end of 2013, works will begin on the new
extension of line 12, with two new stations named
Aim Csaire and Mairie dAubervilliers.
Throughout
the year
We bring life
to the city
which is expanding,
which is welcoming,
which is innovating
Interview with
Serge GRZYBOWSKI,
Chairman
and CEO of Icade
We bring life to the city / interview with the Chairman and CEO
Today
Metro line 12 has been extended with the new
station Front Populaire, around 1/4 of an hour
from Saint-Lazare train station.
The T3 Tramway connects Porte de la Chapelle
to Porte de Vincennes with a stop at Porte
dAubervilliers.
3 river shuttles depart from Corentin Cariou.
Tomorrow
In 2015:
The Rosa Parks station, a new stop on the RERE
(Eole) line, will serve Porte dAubervilliers.
In 2017:
Metro line 12 will be further extended by the stations Aim Csaire and Mairie dAubervilliers.
T3 tramway.
River shuttles.
10
We bring life to the city / interview with the Chairman and CEO
Today
A1
a
Can
FRANCE
STADE DE
ST-DENIS
is
D en
l St-
FRONT POPULAIRE
Tramway
Opened 15 December 2012
M
PORTE
DE LA CHAPELLE
PORTE
DE LA VILLETTE
M 7
Metro line 7
Metro line 12
Priphrique
PORTE
DAUBERVILLIERS
12 M
AUBERVILLIERS
PANTIN
Quatre Chemins
2
M
PORTE
DE LA CHAPELLE
RER B
RER D
Paris Nord-Est
PORTE DE LA VILLETTE
7 M CORENTIN CARIOU
Tomorrow
MAIRIE
DAUBERVILLIERS
A1
a
Can
FRANCE
STADE DE
ST-DENIS
Tramway project
l StDen
is
FRONT POPULAIRE
Tramway
Opened 15 December 2012
AIM CSAIRE
Creation of an RER E
station (Rosa Parks)
M
PORTE
DE LA CHAPELLE
PORTE
DE LA VILLETTE
Priphrique
PORTE
DAUBERVILLIERS
12 M
PORTE
DE LA CHAPELLE
2
1
Rosa Parks
AUBERVILLIERS
PANTIN
Quatre Chemins
M 7
Metro line 7
M 12
Metro line 12
Front Populaire station (Phase 1)
Opened 18 December 2012
RER B
RER D
Paris Nord-Est
PORTE DE LA VILLETTE
7 M CORENTIN CARIOU
11
The
expanding city
CSR FOCUS
> Since 2010, 100% of Icades developments
have been HQE certified and labelled BBC.
Icade mostly develops is programs in urban
or peri-urban zones, so as to concentrate its
activity on dense development zones that are
always energized by public transport and road
networks. This approach is part of a vision
of the sustainable city, which is built and
restructured on itself to avoid urban sprawl.
13
Social renewal: Icades complexes are work and living spaces offering
a range of shops, services and recreational facilities that make users
everyday existence easier. Inter-company restaurants, cafeterias,
sports halls, concierge services and creches have been set up to
offer ever greater comfort.
500,000 m
More than
of commercial space, offices and shops
More than
400 companies
certified
15
TV Studio
Seine-Saint-Denis is an audiovisual, multimedia
and communications hub, and a centre of expertise
and creativity, having established itself as the
favored location of image professionals for more
than thirty years.
TV Studio.
TV Studio.
16
Le Millnaire 3
In 2015, a new building will be built to house
part of the staff of the Ministre de la Justice.
This new 32,000 m2 complex, designed by the
New York firm KPF (Kohn, Pedersen & Fox
Associates), will cater for around 1,600 employees.
The 7-storey building will offer maximum flexibility in terms of the interior layout and will
comply with HQE standards and the BBC label
(low consumption building) and BREEAM
Very Good.
A word from
3 clients
18,942 m2
The head office of Groupe
Pierre & Vacances Center Parcs.
1, 2, 3 buildings
The Group first had offices in just one building and now occupies
three, which are organized in a U-shape and connected together on
each floor by glass walkways. The complex thus created therefore
forms a vast office space connected by communicating passageways for easier circulation. The large glazed floor areas of the three
buidings offer a luminous work space, reinforced by the high ceilings.
A large central hall opens onto the complex, providing reception and
relaxation areas.
18
A word from
Jocelyne Rivet,
Head of General Services
6,600 m2
The head office of Quick
Groupe Quick
When Quick, one of Europes leading fast-food
companies, was looking for a new site for its French
head office, it very quickly decided on Les Portes de
Paris. The French fast-food group has been operating
there since April 2011.
After having offices in Villepinte, we wanted to move closer to Paris
to be near to new partners in the capital. We also wanted to bring all
of our activities together within the same property complex explains
Gilles Tissaud, Head of General Services for the head office.
Made-to-measure services
The variety and quality of the services offered at the heart of the Parc
were determining factors in Quicks final decision: We appreciated
the buzz created by the shopping centre and small shops set up
there, as well as the six restaurants on site, in addition to the intercompany restaurant. The concierge service has also gained 60new
members from among our 230employees. The various activities
within the Parc make the complex very lively and pleasant. The level
of security also sets it apart.
A word from
Gilles Tissaud,
Head of General Services
19
45,000 m2
Delivery: Q2 2016
Veolia Environnement
In 2008, Groupe Veolia Environnement, which specializes in water, waste and energy management, planned
the grouping of its three businesses on
a single site. This new head office will soon be built
at the Millnaire park.
Aubervilliers was chosen as this site most effectively met our transport and accessibility requirements for our staff, stresses Edouard
Patino, Group head of real estate and general resources. The public
transport facilities, which at the time were just a pipe dream, have
since fulfiled their promise with the extending of the T3 to Porte de
la Chapelle and the extending of line12 to Aubervilliers. In 2015,
the Rosa Parks station on the RERE line will also be in operation. In
addition, the site offers access to major international transport hubs:
for a global group, being close to Roissy airport and the Gare du Nord
and Gare de lEst train stations is also a considerable advantage.
20
A word from
Edouard Patino, head of real estate
and general resources.
CSR FOCUS
> Energy efficiency
At the start of 2012, Icade launched an architecture competition,
won by Dietmar Feichtinger. The architect was chosen in particular
for the landscaping treatment and energy efficiency of his project,
which are characteristics that were key both for Icade as an investor
and for Veolia Environnement as an operator in the water, waste
management and energy sectors.
A large central patio behind the buildings entrance hall will
allow Veolias employees to leave their offices and benefit from
a private garden overlooking avenue Victor Hugo. Icade plans to
create a belvedere fitted out as a restaurant on a terrace above
the entrance hall. The building, designed in line with the highest
sustainable development standards, aims for 30% higher energy
efficiency (electricity, gas, urban heating and air-conditioning) than
the norm and will be HQE and BREEAM - Very Good certified.
21
Sarcelles
Parc dexpositions
Paris-Nord
Le Bourget
Argenteuil
Genevilliers
Aulnay-sous-Bois
La Courneuve
Bobigny
Asniressur-Seine
Nanterre
Paris
Rueil-Malmaison
H2O (Rueil-Malmaison)
Clichy-Montfermeil
Descartes-Noisy
Maisons-Alfort
Bagneux
Versailles
Champigny-sur-Marne
Ivry
Villejuif
Thiais
Rungis
Saclay
Massy
Orly
Villebon-Courtaboeuf
Evry
Courcouronnes
0 to 50 million
50 to 100 million
>100 million
Business Parks
Property Investment
Office Property
Investment
Property Development
Property Management
22
La Factory (Boulogne)
Le Garonne, Metropolitan
(Villejuif)
Tram Bd McDonald
23
The
welcoming city
Herblay (95)
(36 plots) housing unit + 6 houses
Architect: Auffret .
CSR FOCUS
> While it is mainly active in commercial property,
Icades operations also include the construction
of public amenities, housing units and
healthcare facilities. It its involved in the
building of the regional hospital complex
in Orlans, which is the 1st French hospital
complex to be awarded HQE certification.
Icade is also involved in twenty or so
environmentally-friendly district projects
across France. As with Les Portes de
Paris, in these projects it implements its
vision of a sustainable city, combining
offices with shops and housing units.
25
Healthcare
Investing for tomorrow
Icade is the leading French healthcare property investor, owning
55 healthcare facilities. By greatly developing its acquisitions and bringing
in new investors in 2012, Icade is proving its long-term vision.
Healthcare is a growing concern for the French. Currently, 54%
of surgical interventions and 36% of hospital stays are provided
by the private sector. Over the past 5 years, Icade has therefore
created a portfolio of 55 healthcare facilities through its subsidiary Icade Sant, mostly specializing in general medicine, surgery,
obstetrics and to a lesser degree follow-up care, re-education and
psychiatry.
Through its investments in the healthcare sector, it is assisting with
the restructuring and concentration of private sector operators,
for whom the outsourcing of property offers greater economic
efficiency. By buying healthcare facilities and leasing them to
operators for a minimum 12-year period, Icade allows them to
increase their healthcare offer and optimize their business model.
For Icade, investing in clinics has a social goal: as a subsidiary of
Caisse des Dpts, the company has a social role to play as a longterm investor serving the general interest. By concentrating its
investments on healthcare areas where needs will grow, and by
giving priority to well-located facilities of a significant size (more
than 150beds for general medicine, surgery and obstetrics), it is
contributing to the development of a supply of high quality healthcare that caters for the needs of the population.
26
CIMROR. Mdi-Partenaires
Clermont-Ferrand (63).
1st property
investor
in the French healthcare
sector
1.7 bn
of assets
55
facilities
9.6 years
Average residual
term of leases
27
A word from
2 healthcare partners
BENOT CHASTAING,
Head of M&A and Development,
Mdi-Partenaires
As the third private healthcare operator by
volume and with one of the highest profit
margins in the sector, we decided to outsource
our real estate to achieve precise objectives:
developing our resources dedicated to
acquisitions, increasing our financial capacity
for our future projects and reducing our debt.
Outsourcing our real estate also allowed us to
refocus on our core business. We wanted to work
with a property investor/developer who would
offer us the benefit of their technical expertise
and their stated ambition in the healthcare
sector, who would assist us with our organic
growth by financing the outfitting and extensions
required for the development of our new
activities, but who might also act as a partner in
acquisitions by assisting with the property aspect.
28
EMERIC SERVIN,
Head of property investment,
Crdit Agricole Assurances
As investors, we first of all invested in healthcare property through
nursing homes. We then decided that a further opportunity lay in
continuing with this diversification by looking towards healthcare
facilities. This is why we warmly welcomed the proposed partnership
with Icade to invest with other high quality partners in Icade
Sant. We believe that this is a sector of diversification that is very
complementary with what we have already applied to our investment
portfolio, in a sector that we consider to be strategic. This investment
offers us the attractive returns and valuation that are very much the
determining factors in our property investment policy. Icade Sant is
now showing that it is worthy of all the faith that we put in it.
29
Shops Offering
new experiences
The Millnaire shopping centre includes 56,000 m of shops
and restaurants, inviting visitors to shop at the waters edge.
30
environment
Transport
- 28%
Since 2012
- 30 %
Water consumption is 30% less than that of a
standard centre, thanks to rainwater retention
tanks used to spray the gardens and clean
the common areas
In 2015
the Rosa Parks station, the new stop on
the RER E (Eole) line, will serve the Porte
dAubervilliers.
In 2017
x2
The centre has dual HQE Commerce
and BREEAM Excellent certification
31
A word from
4 shop owners at Le Millnaire
32
Lionel Ruen,
hypermarket director, Carrefour
The hypermarket has been at the site since it was
opened in April 2011. We were attracted by its
proximity to the centre of Paris, which is rare, and
the sites overall vibrancy. It is also an attractive,
clear and spacious site.
Our main customers are the inhabitants of
Aubervilliers, but we are seeing increasing
number of Parisians shopping with us, coming
from the 18 th, 19 th and 10 th districts.
33
34
Spi West. Lyon (69).
CSR FOCUS
> Innovating by renovating is the objective
that Icade has set itself by launching the BBC
Renovation labelling of several of its assets. In 2012,
two of its main renovations were awarded this label:
Le Beauvaisis at the Pont
de Flandre and Eqho at La Dfense.
Icade also provides innovative solutions to
assist its tenants, particularly including the
environmental appendix to the lease that it signs
with companies, based on actual consumption
figures rather than theoretical estimates.
35
36
7.5 ha
55,000 m2 of housing units
863 housing units and residences
A park covering
(1)
CSR FOCUS
> As part of its energy efficiency policy,
Icade has introduced environmental
mapping (energy, carbon, water
and waste) of its office assets.
This detailed mapping covering the
significant buildings included in Icades
property assets provides information
about the consumption levels of each
building and the buildings energy,
water and waste equipment. This gives
Icade a real and measurable basis for
assessing the environmental condition of
its property assets so that it can devise
possible corrective actions and priorities
in terms of environmental performance
for the next few years, drawing on the
environmental appendices (green
leases) put in place with its tenants.
Patios libert
Pierre-Marie Chapon,
Head of research - Mdico-social Division
A word from
4 architects
38
Le Garance
Brigitte Metra, architect
ILOT E
Olivier Fassio and Jean-Brice Viaud, architects
13/14
Businesses
and results
Property Investment:
a proven model
The property investment business performed particularly
well in 2012 given the subdued economic climate.
inner
ring
1,007m
1,408m
La Dfense
707m
Paris
1,069m
Germany
6,593m
outer
ring
total value
of office assets
358m
PROVINCES
1,811m
233m
43
44
Property Development:
a backlog maintained
in a difficult environment
Given the uncertainties over what will replace the current tax measures
(such as the Scellier law), in 2012 the property development businesses
continued to refocus their residential activity on block sales.
45
Residential property
COMMERCIAL PROPERTY
4,394
1,082m
Backlog
3,256
381m
Backlog
312,500m
578,600m
Healthcare facilities:
111,500m
87,200m
46
Services:
a streamlined scope
The service businesses were expanded this year with
the creation of Icade Asset Management.
Tour First
La Dfense (92)
Property management
Through its property management business line,
Icade provides the operational management of real
estate assets for its clients.
- Management agents for commercial properties:
Icade handles all of the technical, financial, and
environmental issues relating to its clients assets. The management agent activity represented
1,416,000m in 2012.
- Property asset management: Icade maximizes the
rental, technical, financial, administrative, legal and
accounting management of its clients assets nationwide. The property asset management activity
represented 2,550,000 m in 2012.
Overall, the property management business dealt
with 4,200,000 m2 of assets under management,
including 500,000 m at La Dfense (Tour First/ Tour
Franklin), in 2012.
Consultancy
Icade offers a property consultancy approach that
combines strategic and implementation aspects,
easier decision-making and long-term assistance for
its clients, who include investors, public and private
operators, final users, and social housing and commercial operators. Icade works with public and private key
accounts on large-scale and increasingly complex projects and has developed specific skills in the analysis,
restructuring and processing of property information.
In 2011, Icade expanded its services by incorporating
asset management for third-parties. Several contracts
were signed by Icade Asset Management in the course
of 2012 for office buildings such as the Farman,
Libert II, and a building on rue de lUniversit with a
net floor area of nearly 98,000 m.
47
EBITDA
2000
2000
1,492
1500
364
120
500
500
+ 0.5 %
1500
+8%
1,499
120
384
355
100
100
400
400
+ 10 %
400
80
80
+ 13 %
300
300
1000
1000
60
287
- 3%
1,106
200
200
1,071
60
323
40
40
500
500
100
100
- 16 %
20
82
110
63
(34)
0
(88)
2011
Property
Investment
48
2012
Property Development
Services
2,5 mm de dnivel
dnivel
intra-group
Others (Icade SA and2,5
mm de
inter-business line).
69
11
0
(24)
(13)
2011
2012
Property
Investment
Property Development
Services
120
20
Debt
NAV
Icades assets come to 6,849.7 million excluding duties, compared
with 6,727.3 million at the end of 2011, i.e. a change of 122.4million
over 2012 (+1.8%). This valuation only incorporates the secure and
funded share of the business parks development potential. At
constant structure, the value of the commercial assets drops by
1.6%, due notably to the value adjustment of the Tour EQHO.
At December 31, 2012, the EPRA single net asset value was
4,399.7 million, i.e. 84.7 euros per share, down 3.1% compared
with December 31, 2011, and the EPRA triple net asset value was
4,190.1 million, i.e. 80.7 euros per share, down 3.6% compared with
December 31, 2011.
8000
250
223
6,129
200
150
150
100
100
6000
6000
5000
5000
4000
4000
3000
3000
2000
50
50
8000
1000
0
7000
2011
7000
6,850(2)
+ 1.8 %
6727(2)
+ 10 %
2012
6000
5000
4000
3000
6000
1,000
1,317
5000
830
4000
370
1,416
3000
8000
2000
2000
8000
7000
2,513
1000
7000 1000
6000
0
0
6000
5000
2010
5000
Property assets
Non-Strategic
4000
3000
2000
2000
1,725
8000
437
7000
1,542
8000
6000
7000
5000
2,567
6000
4000
5000
3000
2011
Health
4000
687
864
190
2010
7000
(2)
+ 12.5 %
200
7000
Change
the total asset value
8000 in8000
(in millions of euros, excluding duties)
250
300
300
Icades financial structure is solid with a stable LTV ratio of 39.8% and
no covenant-related issues.
1,570
2,426
2012
2000
Business
parks
3000
1000
2000
1000
442
Offices
France
49
53 / Management Committees
54 / The Board of Directors
56 / Leveraging talents at Icade
58 / A word from... 4 employees
Transparency,
responsibility,
commitment,
the men and women of Icades governanceteam use
their expertise in supportofour convictions.
Icades
Governance team
The six members of Icades Executive Committeeare well-known
in the sector, andallhave the experience, professionalism andskills
required for Icades expansion.
1. Nathalie Palladitcheff,
Head of finance,
legal matters and IT and head of
the Property Services division;
2. Serge Grzybowski,
Chairman and Chief Executive
Officer of Icade;
4.
5.
6.
3. Marianne de Battisti,
Head of key accounts,
institutional relations
and communications;
4. Corinne Lemoine,
Head of human
resources;
5. Herv Manet,
Head of the Property
Development division;
1.
52
2.
3.
6. Dominique Beghin,
Head of the Commercial
Property Investment division and
international business.
Management Committees
The Executive Committee
The Executive Committee meets every
week to address matters relating to Icades
finances, organization, clients and staff.
It also systematically reviews ongoing
projects.
Sustainable Development
Committee
The Sustainable Development Committee
is tasked with steering the Groups sustainable development policy, ensuring its
appropriation by the operating teams and
that the policy keeps pace with market developments. It coordinates the monitoring
of the Groups program of sustainable development initiatives, reviews its progress every
six months and looks at related indicators. It
manages forward-looking studies aimed at
gaining a better understanding of customers sustainable development expectations
and needs and of foreseeable changes to
regulatory frameworks. It oversees the running of demonstration projects and makes
recommendations with regard to priority
training programs. It holds five meetings
per year.
53
Serge Grzybowski,
Chairman and Chief
Executive Officer
Antoine
Gosset-Grainville,
Deputy Managing
Director, Caisse
des Dpts
Christian Bouvier
Benot
Faure-Jarrosson,
Financial analyst and
independent director
Nathalie Gilly,
Director of banking and
trust services, Caisse
des Dpts
Thomas Francis
Gleeson
Olivier Mareuse,
Chief Financial Officer,
Caisse des Dpts
Alain Quinet,
Deputy Managing
Director, Rseau Ferr
de France
Benot Maes,
GroupChief Financial
Officer, Groupama, and
independent director
Jean-Pierre Faugre,
Chairman of the Board of
Directors, CNP Assurances
Marie-Christine
Lambert,
Management control
director, France Telecom/
Orange Group, and
independent director
Olivier de Poulpiquet,
Vice Chairman, Morgan
Stanley Real Investing,
and independent
director
Ccile Daubignard,
Head of Group Strategy
and M&A, Groupama,
and independent
director
Cline Scemama,
Head of the property,
forests, capital
investment and financial
holdings portfolio
intheFinance Division of
Caisse des Dpts
Independent director
Sabine Schimel,
Director of Development,
subsidiaries and holdings,
Caisse des Dpts
54
CSR FOCUS
> Icade gets ahead of the regulations.
With 49% male employees and 51% female
employees, Icade already has a good balance
between men and women in its workforce.
Many French companies obey a limit in terms
of gender parity in governance bodies and
particularly on their Boards of Directors.
The Cop-Zimmermann law on gender parity
of January 2011 provides for the introduction
of quotas so that women make up 20% of
management bodies by 2014 and 40% by 2017.
At Icade this level was already 36%at the end of
2012 as 5 women sit on the Board of Directors,
including two independent directors.
55
Training program
Due to changes in the professional environment, the performance logic and adaptation to the market, the professional skills
and practices of Icades employees require constant adjusting. To
achieve this end, Icade has implemented a training policy open
to all of its employees, determined based on the summary of
the annual employee appraisals with their managers and staff
reviews by the management. In 2012, 82.7% of employees had
appraisals. This is an opportunity for discussion and sharing used
to assess skills, define training needs, consolidate career development wishes and also promote transfers within the Group.
In addition to the individual training offered to deepen and increase professional expertise, common training given to all of the
Groups subsidiaries has been rolled out to create a shared culture,
particularly when it comes to client relations, the management
relationship and sustainable development.
CSR FOCUS
> Icade puts the individual at the heart
of its sustainable development program
by adopting a CSR policy that favors
diversity and equal opportunities within
its teams and support for its employees.
Labor relations and health and safety
are at the heart of Icades activities.
56
THE MANAGERIAL
RELATIONSHIP
TEAM
DYNAMIC
CONFIDENCE
INTERPERSONAL
SKILLS
FULFILMENT
THROUGH
SUCCESS
57
A word from...
4 employees
Magali Michel
Deputy managing director, service division
We have worked collectively with the coordination
committee to produce a management relationship
reference system.
It assumes that managers are informed professionals,
knowledgable in their field, concerned with developing
their skills and resolved to reach targets through good
management of their resources.
Effective managers are responsible people with a
certain standard of conduct and good interpersonal
skills. They persuade employees to follow a vision that
brings meaning through mastery of the collective
dynamic. They try to develop their staff while meeting
the companys targets. This reference system was sent
out to all of the managers, with specific training in the
management relationship.
58
Corinne Notarianni
IT project manager in the Information
System Department
I have been working at Icade since 1988.
I have various health problems, including
deafness. Given my difficulties, my manager
suggested that I register as a Disabled Worker.
Thanks to this status, I received financing
for my hearing aids and my work station was
adapted: telephone headset, ergnomic chair
and possibility of working from home for
part of the week.
Working from home means that I dont have
to spend too much time on public transport,
which is tiring for me as I live a long way from
the office. These are win-win arrangements
for Icade and for myself as I now have fewer
crises and take less time off sick. As for my
hearing aids, Ive been given a new lease of life.
Without them, I was starting to isolate myself.
Charlotte Rigal-Provot
Head of labor relations
The place of women is a major issue for Icade. Since the end
of 2011 we have been committed to promoting equality in
the workplace by introducing an action plan notably designed
to facilitate a balance between work and home life. At the
end of 2012, based on a report comparing the situation of
men and women within the company, Icade began in-depth
work with union organizations in order to identify avenues for
improvement and reinforce measures already taken in favor
of gender equality. This work led to a new action plan that will
be rolled out throughout 2013. Although the company can
help to facilitate flexible work hours or the situation of women
when they return from maternity leave, gender stereotypes
are much harder to deal with as they affect the way in which
society operates in general. We believe that it is possible to
act, however: we will broadcast a film in 2013, through the
intranet, whose purpose is to change how the place of women
within the company is perceived. This is a simple but practical
measure, which will also help to increase the issues visibility.
59
13/14
Figures and
key information
at December 31, 2012
31/12/2012
31/12/2011
1,499.3
1,492.0
EBITDA
384.5
355.5
As a % of revenue
25.6 %
23.8 %
(176.8)
(148.6)
(87.2)
(32.3)
Charges and reversals related to impairment losses on tangible, financial and other current assets
Net income from disposals
80.8
63.7
201.2
238.3
As a % of revenue
13.4 %
16.0 %
Financial income
Income tax
(101.6)
(37.2)
(97.2)
(44.1)
Net income
61.7
98.1
52.7
93.0
251.4
223.5
51,795,086
51,695,635
1.02
1.80
4.86
4.32
62
ASSETS
Goodwill
Net intangible assets
Net property, plant and equipment
Net investment property
31/12/2012
31/12/2011
77.2
79.7
5.8
7.3
121.5
129.4
4,820.4
4,878.1
2.5
2.7
Equity-accounted securities
0.0
1.3
5.1
9.8
14.8
20.9
5,047.3
5,129.2
692.3
628.4
Trade receivables
584.2
516.5
18.8
22.1
Tax receivables
10.5
6.9
383.0
424.6
Miscellaneous receivables
Current securities available for sale
0.8
0.1
407.6
38.3
443.6
414.3
214.9
99.4
2,755.6
2,150.6
7,802.9
7,279.8
31/12/2012
31/12/2011
2,652.9
2,738.3
310.7
1.7
2,963.6
2,740.0
TOTAL ASSETS
42.5
42.3
2,878.4
2,575.3
Tax payable
3.4
0.0
9.6
9.2
219.8
188.2
3,153.7
2,814.9
16.8
22.6
510.6
423.9
7.2
20.0
550.2
498.8
8.1
1.1
549.6
657.5
18.1
11.4
25.0
89.6
1,685.6
1,724.9
7,802.9
7,279.8
63
30/06/2012
31/12/2011
Change
2011/2012
(in value)
Change
2011/2012
(as a%)
4,399.7
4,400.8
4,508.3
(108.6)
(2.4)%
84.7
84.9
87.5
(2.8)
(3.1)%
4,190.1
4,188.7
4,312.5
(122.4)
(2.8)%
80.7
80.8
83.7
(3.0)
(3.6)%
31/12/2012
30/06/2012
31/12/2011
Change
2011/2012
(in value)
Change
2011/2012
(as a%)
2,725.4
2,666.6
2,690.9
+ 34.5
+ 1.3%
6,849.7
6,756.6
6,727.3
+ 122.4
+ 1.8 %
39.8 %
39.5 %
40.0 %
NAV
(in millions of euros)
Net single EPRA NAV Group share
Net single EPRA NAV per share (Group share - fully diluted in )
Net triple EPRA NAV Group share
Net triple EPRA NAV per share (Group share - fully diluted in )
64
Shareholders
at December 31, 2012
Data Sheet
Treasury shares
0.45 %
HoldCo SIIC(1)
55.57 %
43.98 %
ISIN Code
FR0000035081
Mnemonic
ICAD
Market Listing
Market
Deferrred Settlement
eligible
Indexes
Capitalization as of 31/12/2012
3,479,874,597.64
52,000,517
130
30 %
125
25 %
120
20 %
115
15 %
110
10 %
Market performance of Icade share (price not adjusted for the dividends paid) EPRA & SBF 120
105
(base 100 at 31/12/2011)
5%
100
5%
10 %
15 %
85
130
31/12/11
2/03/12
2/05/12
2/07/12
2/09/12
2/11/12
30 %
125
25 %
130
120
20 %
125
115
15 %
2,5 mm de dnivel
120
110
10 %
115
105
5%
110
105
100
100
5%
95
95
90
85
31/12/11
10 %
90
15 %
85
2/03/12
2/05/12
2/07/12
2/09/12
31/12/11
2/11/12
2/03/12
2/05/12
EPRA
SBF 120
ICADE
65
2,5 mm de dnivel
2,5 mm de dnivel
Property Investment
Development
Residential property
SCI
Commercial property
SCI / SNC / SAS / SCIA /
SARL
66
100% Duguesclin
Dveloppement
SASU
100% Icade Promotion
SASU
100% Icade
Setrhi-Sta
SASU
100% Inmobiliaria de
la Caisse des Dpts
Espaa SASU
Engineering
Services
Offices
Business
parks
Shopping
centres
Health
Warehouses
Housing
TOTAL
2,388
89.8 %
1,570
100.0 %
202
45.7 %
379
22.0 %
9
4.7 %
256
99.7 %
4,804
70.1 %
292
811
1,112
151
15
166
31
24
65
Paris region
% value
of which Paris (75)
of which Seine-et-Marne (77)
1,714
20
1,733
759
190
34
114
1,097
351
193
14
558
70
70
1,812
26.5 %
233
3.4 %
38
240
1,346
188
1.4 %
0.0 %
54.3 %
78.0 %
95.3 %
0.3 %
8.8 %
0.0 %
0.0 %
0.0 %
0.0 %
0.0 %
2,659
1,570
441
1,725
197
257
38.8 %
22.9 %
6.4 %
25.2 %
2.9 %
3.8 %
Offices
Business
parks
Shopping
centres
Health
Warehouses
Housing
TOTAL
285,680
70.1 %
475,378
100.0 %
35,412
16.8 %
101,528
13.0 %
27,941
5.0 %
1,801,078
99.4 %
2,727,017
64.2 %
29,499
148,633
2,470
353
180,955
5,308
5,308
32,230
40,309
72,539
% value
International
% value
GENERAL TOTAL
% of property by value
By floor area
(in m2)
Paris region
% value
of which Paris (75)
233
24,703
27,941
700,975
753,619
12,913
167,675
326,745
27,634
14,350
160,733
529,462
76,716
54,948
45,274
176,938
840,521
840,521
1,422,905
33.5 %
99,473
2.3 %
22,569
5.5 %
175,934
678,799
534,046
11,557
0.0 %
83.2 %
87.0 %
95.0 %
0.6 %
99,473
% value
24.4 %
0.0 %
0.0 %
0.0 %
0.0 %
0.0 %
407,721
475,378
211,346
780,327
561,987
1,812,635
9.6 %
11.2 %
5.0 %
18.4 %
13.2 %
42.7 %
100 %
154,762
International
GENERAL TOTAL
6,850
4,249,394
100 %
67
Office Division
at December 31, 2012
City
Dpt
Surface
m2
(rentable)
Floor
area
Offices
(rentable)
Floor area
Shops
(rentable)
Floor area
Others
(rentable)
Number
of
parking
spaces
France
308,249
274,398
15,777
18,073
4,688
Paris region
285,680
272,311
10,154
3,214
4,604
17,174
12,659
4,295
221
184
Date of
acquisition*
Date of
construction or
renovation
% of
consolidation
Paris 8th
75
9,966
6,028
3,717
221
2004
1950
100 %
Paris 8th
75
7,208
6,630
578
184
2004
1990
100 %
12,324
11,932
392
76
Primary
tenants
Paris 8th
75
10,651
10,259
392
71
2009
2009
100 %
Ingenico - Monop
Paris 15th
75
1,674
1,674
2007
1968
100 %
29,501
28,431
1,069
418
Paris - La
Dfense
Puteaux
92
18,774
18,774
276
2009
100 %
ERDF - TOTAL SA
2004
2003
33 %
RTE - Nexity
92
10,727
9,658
1,069
142
125,262
124,550
154
558
2,355
92
39,911
39,911
720
2009
2003
100 %
PWC
92
26,516
26,516
478
2006
2006
100 %
92
21,730
21,640
90
458
2007
2008
100 %
92
13,856
13,702
154
251
2009
2010
100 %
Ministre de
lIntrieur
Heineken Entreprise
- DBAPPAREL
Al Jazeera Sports
92
9,064
9,064
213
2004
1999
100 %
Coca-Cola
92
5,606
5,484
122
68
2009
100 %
92
4,982
4,982
131
2004
2000
92
1,805
1,805
36
2009
100 %
MTV Networks
92
1,792
1,446
346
2009
100 %
Qliktech - Rezidor
Hotel
101,419
94,740
5,313
1,366
1,571
Neuilly-surSeine
Levallois
RueilMalmaison
BoulogneBillancourt
Issy-lesMoulineaux
Nanterre
BoulogneBillancourt
Neuilly-surSeine
Neuilly-surSeine
Villejuif
94
19,717
19,283
434
250
2010
100 %
LCL
Villejuif
94
14,341
14,341
238
2008
100 %
LCL
Villejuif
94
8,007
8,007
99
2010
100 %
LCL
Villejuif
94
20,652
20,226
426
256
2011
100 %
LCL
Villejuif
94
9,968
8,726
328
914
197
2012
100 %
LCL
vry
91
12,907
10,559
2,182
166
246
2009
100 %
vry
91
6,344
5,255
1,027
62
134
2009
vry
91
5,451
4,534
917
125
2009
MaisonsAlfort
94
4,032
3,808
224
26
2009
* Date of entry of the asset or of the entity into the Icade group.
68
Services Fiscaux de
lEssonne - Groupe Itis
100 %
Groupe Carrefour El Campo
100 % Groupe BNP Paribas Crdit du Nord
100 % Egis Amenagement
- Ddass
City
Dpt
Surface
m2
(rentable)
Floor
area
Offices
(rentable)
Floor area
Shops
(rentable)
Floor area
Others
(rentable)
Number
of
parking
spaces
84
Date of
acquisition*
Date of
construction or
renovation
% of
consolidation
Primary
tenants
22,569
2,087
5,623
14,859
La Flche
72
400
226
174
2007
n/d
100 %
Maisons du Monde
Reims
51
2,177
2,177
2007
2003
100 %
Amidis et Cie
Montpellier
34
2,708
2,528
180
2007
1975
100 %
21
1,576
1,131
445
54
1976
1976-1982
100 %
Fontaine-lsDijon
Bordeaux
33
1,203
956
247
30
1978
1978
100 %
Blagnac
31
968
968
2008
2008
100 %
Association
Rnovation - Aquitanis
Limagine R
Capbreton
40
8,417
8,417
2009
100 %
Gnrale de Sant
Capbreton
40
5,120
5,120
2009
100 %
Gnrale de Sant
GMG Generalmietgesellschaft mb
McPaper AG
Regions
99,473
87,001
12,471
3,834
International
Munich
58,758
52,752
6,005
3,554
2006
2003/2004
100 %
Berlin
11,803
9,868
1,934
47
2006
2000
100 %
Hohenzollerndamm 150
Berlin
11,929
9,596
2,333
30
2006
2000
100 %
Heidenkamsweg
Hamburg
9,476
8,747
729
108
2006
2000
100 %
Goldsteinstrasse 2
Frankfurt
7,508
6,038
1,470
95
2006
1958
100 %
407,721
361,400
15,777
30,544
8,522
* Date of entry of the asset or of the entity into the Icade group.
69
Dpt
Surface
m2
(rentable)
Floor
area
Activity
(rentable)
Floor area
Offices
(rentable)
Number
of
parking
spaces
Date of
acquisition*
148,633
10,835
136,680
1,119
1,998
Paris 19th
75
90,513
6,546
82,907
1,060
1,137
2002
Parc du Millnaire
Paris 19th
75
58,120
4,289
53,773
59
861
2002
Seine-Saint-Denis (93)
326,745
181,125
102,067
40,620
2,933
2,740
206,012
114,535
62,659
27,220
1,598
1,442
Paris 19th
% of
consolidation
Primary
tenants
100 %
- Saint-Denis
Saint-Denis
93
66,484
43,487
19,035
3,884
78
599
2002
100 %
- Batigautier LEM
Aubervilliers
93
10,327
5,732
4,595
2002
100 %
Wins et Co
Eurasia Groupe
- Aubervilliers Gardinoux
Aubervilliers
93
129,201
65,315
39,029
23,337
1,520
843
2002
100 %
Pilier sud
Aubervilliers
93
23,084
20,793
1,276
1,015
2002
100 %
Parc CFI
Aubervilliers
93
67,199
38,303
26,249
2,647
744
2002
Aubervilliers
93
5,444
5,144
300
188
2002
Parc le Mauvin
Aubervilliers
93
16,305
2,351
4,157
9,477
320
166
2002
100 %
Parc du Millnaire
Aubervilliers
93
8,702
8,702
200
2011
50 %
475,378
191,960
238,746
40,620
4,051
4,738
GENERAL TOTAL
* Date of entry of the asset or of the entity into the Icade group.
70
Lapeyre - Aquila
Audiovisuel
La Direccte
Shopping Centres
at December 31, 2012
City
Dpt
Surface
m2
(rentable)
Date of
acquisition*
Date of
construction or
renovation
% of
consolidation
Primary
tenants
157,864
Allonne
60
11,033
2008
2000s
100 %
Balaruc Loisirs
Balaruc-le-Vieux
34
8,669
2009
2008
100 %
Ambrieu-en-Bugey
6,452
2008
1984
100 %
ZAC de Chateaugay
Domerat
5,695
2008
2002
100 %
Saint-Dizier
52
5,549
2010
n/d
100 %
Brive-la-Gaillarde
19
5,536
2008
1999
100 %
ZA de la Chesnais
Saint-Jouan-des-Guerets
35
5,453
2008
2000
100 %
Guret
23
5,414
2008
2003
100 %
Saint-Gervais-La-Fort
41
5,406
2008
1970s/1988
100 %
Route de Sens
Montereau-Fault-Yonne
77
5,308
2009
2000
100 %
Saint-Di
88
4,884
2008
1992/2000
100 %
Saumur
49
4,846
2008
1990s/2001
100 %
Auxerre
89
4,502
2008
1980s
100 %
Saint-Clment
89
4,474
2008
n/d
100 %
Pithiviers
45
4,358
2008
1996/1998
100 %
Sabl-sur-Sarthe
72
4,248
2008
1990s
100 %
Avranches
50
4,199
2008
2001
100 %
Niort
79
4,158
2011
n/d
100 %
Cond-sur-Sarthe
61
3,773
2008
1990s
100 %
Migennes
89
3,743
2008
1993/1998
100 %
Vienna
38
3,582
2008 1987/1992/1997/2001
100 %
Saint-L
50
3,553
2008
2001
100 %
Abbeville
80
3,547
2011
n/d
100 %
Longwy
54
3,500
2008
1990s
100 %
Les Herbiers
85
3,493
2008
1990s
100 %
Alle Maxenu
Pierry
51
3,361
2008
2000s
100 %
Flers
61
3,276
2008
1984/2002
100 %
Libourne
33
3,002
2008
1987
100 %
Ruffec
16
2,960
2011
n/d
100 %
Autun
71
2,795
2008
1999
100 %
Saussay
28
2,687
2008
1980s
100 %
Forum de Picardie
Fayet
2,579
2008
n/d
100 %
Paris 12th
75
2,470
2008
n/d
100 %
Tarbes
65
2,385
2008
1989
100 %
Route de Montargis
Noyers
45
1,881
2008
1989
100 %
ZA du Pinier
Melle
79
1,876
2008
2007
100 %
ZI Route de Rennes
Saint-Men-le-Grand
35
1,810
2008
1979/2002
100 %
Trans-en-Provence
83
1,407
2008
1993
100 %
H&M - Darty
Provence
Bowling Odysseum Karting Odysseum
Carrefour Group C&A France
53,482
Montpellier
34
12,679
2009
2009
50 %
Montpellier
34
13,169
2008
2001
50 %
Aubervilliers - Le Millnaire
Aubervilliers
93
27,634
2011
2011
50 %
GENERAL TOTAL
(according to the consolidation scope)
211,346
* Date of entry of the asset or of the entity into the Icade group.
71
Healthcare Division
at December 31, 2012
City
Dpt
Clinics
Centre Mdico-Chirurgical
de Parly II - 21, rue Moxouris
Clinique du bon secours 9, place de la Prfecture
Hpital Priv de lOuest
Parisien - 14, avenue
Castiglione
Hpital Priv Armand Brillard
- 3-5, avenue Watteau
Hpital Priv Paul dEgine 4, avenue Marx Dormoy
Hpital Priv de Marne La
Valle - 33, rue Lon Menu
Clinique du Bourget 7-7, bis rue Rigaud
Clinique du Bois dAmour 19, avenue Bois dAmour
Clinique de la Roseraie 6, rue Neuve-de-lHpital
Clinique Monet 34, rue de Verdun
Hpital Priv de Villeneuve
dAscq - Le Recueil, Le Haut
du Recueil
Mas du Vendmois - Lieu dit
Sous Grand Champ
Polyclinique de lAtlantique rue Claude Bernard
Polyclinique de Poitiers 1, rue de la Providence
Clinique Brtch
Surface
m2
(rentable)
Floor
area
Others
(rentable)
Floor area
MSO clinics
(rentable) (1)
Floor area
FUP clinics
(rentable) (2)
Number
ofbeds
Date of
acquisition (3)
Date of
construction or
renovation
% of
consolidation
Operator
780,327
6,027
737,916
36,384
9,623
Le Chesnay
78
15,818
15,818
280
2008
1971/1997
100 %
Gnrale de Sant
Arras
62
23,269
23,269
284
2009
2007
100 %
Gnrale de Sant
Trappes
78
16,412
16,412
274
2008
1975/2000
100 %
Gnrale de Sant
Nogent
94
13,170
13,170
240
2008
2003/2006
100 %
Gnrale de Sant
Champigny
94
11,421
11,421
233
2008
2001/2007
100 %
Gnrale de Sant
Bry-surMarne
94
12,305
12,305
190
2010
2009
100 %
Gnrale de Sant
Le Bourget
93
7,893
7,893
150
2010
2007
100 %
Gnrale de Sant
Drancy
93
6,457
6,457
104
2009
2009
100 %
Gnrale de Sant
5,035
5,035
81
2009
2010
100 %
Gnrale de Sant
Champigny
94
6,177
6,177
130
2011
2011
100 %
Gnrale de Sant
VilleneuvedAscq
59
23,032
23,032
225
2010
2012
100 %
Gnrale de Sant
Naveil
41
3,240
3,240
45
2011
2012
100 %
Gnrale de Sant
St-Herblain
44
32,506
32,506
309
2008
1993/2002
100 %
Vedici
Poitiers
86
19,631
19,631
206
2008
1990/2004
100 %
Vedici
Soissons
Nantes
44
17,756
17,756
180
2009
2004/2007
100 %
Vedici
Brest
29
15,896
15,896
182
2010
2007
100 %
Vedici
Olivet
45
15,354
15,354
165
2007
2000
100 %
Vedici
Muret
31
13,358
13,358
170
2008
1973
100 %
Vedici
Mainvilliers
28
11,212
11,212
155
2007
1998/2000
100 %
Vedici
Nantes
44
6,653
6,653
95
2008
1989/1996
100 %
Vedici
Poitiers
86
4,110
4,110
76
2008
1990/2004
100 %
Vedici
Landerneau
29
5,019
5,019
60
2010
2010
100 %
Vedici
Montauban
82
28,544
28,544
248
2011
2006
100 %
Vedici
Vitry-surSeine
94
6,120
6,120
109
2011
2007
100 %
Vedici
Limoges
87
26,604
26,604
292
2012
2008
100 %
Vedici
Soyaux
16
20,932
20,932
233
2012
2009
100 %
Vedici
Le Mans
72
36,900
36,900
472
2012
2006
100 %
Vedici
Brive-laGaillarde
19
12,300
12,300
173
2012
2003
100 %
Vedici
72
(3) Date of entry of the asset and/or of the entity into the Icade group
City
Dpt
Surface
m2
(rentable)
Floor area
Others
(rentable)
Floor area
MSO clinics
(rentable) (1)
La Roche-surYon
Laval
85
17,773
17,773
210
2008
1988/2004
100 %
3H
53
13,679
13,679
154
2008
1987/1994
100 %
3H
Olonne
85
14,425
14,425
90
2008
2009
100 %
3H
Les Essarts
85
1,916
1,916
40
2008
1987/1988
100 %
3H
Roanne
42
12,274
12,274
170
2010
100 %
C2S
St-Priest-enJarez
Aire-surlAdour
Agen
42
10,128
10,128
125
2008
n/d
100 %
C2S
40
9,284
9,284
92
2007
1977-1978
100 %
C2S
47
33,414
33,414
329
2007
100 %
Harpin
Pau
64
16,329
16,329
192
2007
100 %
Harpin
Bordeaux
33
15,919
15,919
227
2011
1970s and
1980s
1973 to
1999
2007
100 %
Medi Partenaire
ClermontFerrand
63
29,231
29,231
270
2011
2008
100 %
Medi Partenaire
La Seyne-surMer
83
6,454
6,454
100
2011
2009
100 %
Medi Partenaire
Niort
79
21,434
21,434
223
2011
2009
100 %
Medi Partenaire
Saintes
17
5,416
5,416
82
2011
2004
100 %
Medi Partenaire
Saint-Saulve
59
17,084
17,084
174
2011
2004
100 %
Medi Partenaire
Charenton-lePont
Nancy
94
5,755
5,755
80
2011
2005
100 %
Medi Partenaire
54
11,729
11,729
146
2011
2006
100 %
Medi Partenaire
Toulouse
31
17,213
17,213
222
2011
2004
100 %
Medi Partenaire
Bergerac
24
9,006
9,006
137
2011
2007
100 %
Medi Partenaire
Valenciennes
59
18,410
18,410
234
2011
1999
100 %
Medi Partenaire
Ollioules
83
9,770
9,770
178
2012
2007
100 %
Medi Partenaire
Coudekerque
59
9,927
9,927
111
2012
2004
100 %
Medi Partenaire
Bruges
33
16,982
16,982
214
2012
2009
100 %
Medi Partenaire
Dunkirk
59
11,434
11,434
123
2012
1991
100 %
Medi Partenaire
Castelnaule-Lez
Saint-Clment
de Rivire
Saint-Clment
de Rivire
34
21,094
21,094
206
2012
2010
100 %
Cliniple
34
4,336
4,336
83
2012
2005
100 %
Cliniple
34
2,787
2,787
50
2012
2005
100 %
Cliniple
780,327
6,027
737,916
36,384
9,623
Date of
acquisition (3)
Date of
construction or
renovation
% of
consolidation
Operator
Clinics
Clinique Saint Charles 11, boulevard Ren Levesque
Polyclinique du Maine 4, avenue des Franais Libres
Terrain PSO - Clinique du Val
dOlonne
Clinique de convalescence
Centre Vende - 5, rue de
la Grotte
Clinique du Renaison 75, rue du Gnral Giraud
Clinique du Parc 9 bis, rue Piot
Clinique Les Chnes - rue
Chantemerle, lieudit Capit
Clinique Esquirol Saint-Hilaire
- 1, rue du Docteur Delmas
Clinique Marzet 42, boulevard Alsace Lorraine
Clinique Saint Augustin 106, avenue dAres
Clinique Ple Sant
Rpublique - 105, avenue
de la Rpublique
Clinique du Cap dOr 1361, avenue des Anciens
Combattants dIndochine
Polyclinique Inkermann 84, route dAiffers
Clinique Richelieu 22, rue Montlouis
Polyclinique du Parc 48 bis, rue Henri Barbusse
Clinique Bercy 9, quai de Bercy
Clinique Majorelle - 1240,
avenue Raymond Pinchard
Clinique Ambroise Par 387, route Saint Simon
Clinique Pasteur 54, rue Professeur Pozzi
Clinique Vauban 10, avenue Vauban
Polyclinique les Fleurs Quartier Quiez
Clinique de Flandre 300, Rue des Forts Lieu-Dit du Boernhol
Polyclinique Jean Vilar Avenue Maryse Bastie
Clinique Villette 18, rue Parmentier
Clinique du Parc 50 rue Emile Combes
Clinique Saint Clment 115, av. Saint-Sauveur du Pin
Clinique du Pic Saint Loup96, avenue Saint-Sauveur
du Pin
(3) Date of entry of the asset and/or of the entity into the Icade group
73
Warehouses Division
at December 31, 2012
City
Dpt
France
Essonne (91)
Surface
m2
(rentable)
Floor area
Offices
(rentable)
Floor area
Warehouses
and
miscellaneous
(rentable)
561,987
7,204
554,783
192
Number
of
parking
spaces
Dateof
acquisition*
Date of
construction
or renovation
% of
consolidation
Primary
tenants
27,941
4,618
23,323
144
ZA de lOrme Pomponne
Ris-Orangis
91
9,666
3,450
6,216
85
2007
2000
100 %
SDV Internationale
Chilly-Mazarin
91
4,649
318
4,331
2009
100 %
UPS France
Chilly-Mazarin
91
11,266
400
10,866
59
2009
100 %
Locapost
Chilly-Mazarin
91
2,360
450
1,910
2009
100 %
Alphabet France
534,046
2,586
531,460
48
8 rue Kstler
Besanon
25
73,661
73,661
2009
100 %
Groupe Casino
Andrzieux
42
70,202
70,202
2009
100 %
Groupe Casino
Limoges
87
62,236
62,236
2009
100 %
Groupe Casino
Aix-en-Provence
13
48,574
48,574
2009
100 %
Groupe Casino
Montmorillon
86
35,164
35,164
2009
100 %
Groupe Casino
73 rue Ampre
Aix-en-Provence
13
31,524
31,524
2009
100 %
Groupe Casino
Lieu-dit Le Boutras
Grigny
69
30,885
30,885
2009
100 %
Groupe Casino
Auxerre
89
30,653
30,653
2009
100 %
Groupe Casino
Boulevard du Poitou
Cholet
49
6,933
6,933
2009
100 %
Groupe Casino
ZAE de la Baume
Servian
34
5,610
5,610
2009
100 %
Aix-en-Provence
13
4,194
4,194
2009
100 %
Groupe Casino
ZI de Chesnes Tharabie
St-Quentin-Fallavier
38
40,178
334
39,844
2007
n/d
100 %
Eminza
Strasbourg
67
27,775
27,775
48
2009
2009
100 %
Mory
Macon
71
27,850
1,695
26,155
2007
2007
100 %
Logidis
3, boulevard Longvic
Dijon
21
24,972
24,972
2009
100 %
Groupe Transalliance
ZI la Palun
Marignane
13
13,635
557
13,078
2007
n/d
100 %
Daher International
561,987
7,204
554,783
192
Regions
GENERAL TOTAL
(according to the scope of consolidation)
* Date of entry of the asset or of the entity into the Icade group.
74
Housing Division
at December 31, 2012
City
Dpt
Surface
floor area
m2
Date of
acquisition
% of
consolidation
PROPERTY IN USE*
3,709
42
Sub-total 95
3,709
42
Tour Guyenne
Sarcelles
95
3,709
1963
100 %
of which
subsidized
42
SARVILEP
178,414
3,064
965
Sub-total 93
120,788
2,215
354
Orgemont
pinay-sur-Seine
93
Sub-total 95
Saint Saens
PROPERTY FOR SALE BY UNIT
Sub-total 75
Porte de Vincennes vente
1957
100 %
2,215
354
849
611
100 %
849
611
1968
100 %
1,140
6
6
1977
1979
1977
1958
1954
1954
1958
1954
1954
1954
1974
1976
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
57,626
Sarcelles
Paris
95
57,626
75
71,687
353
353
Sub-total 78
Gmeaux
Sorrires
Romarins
Castillan
Foucauld
Corniche
Tour Cte
6-16, Montaigne
78-88, Maladrerie
6 16, rue de Montaigne-Lyautey
Square Cocteau
Mermoz
120,788
1963
8,000
78
78
78
78
78
78
78
78
78
78
78
78
2-6, dOrbay
Colombe
1, rue Weber
11, rue du Petit Pont
5 France
9-13, rue Johann Strauss
Saint Marc vente (Massy)
Toulouse Lautrec (Massy)
12-16 Mogador
2-8 Lisbonne
Thorez
Blum
Blum II
2 bis Herriot
4 Herriot
1 5, rue Julian Grimaud
Draveil
pinay-sous-Snart
pinay-sous-Snart
pinay-sous-Snart
pinay-sous-Snart
pinay-sous-Snart
Massy
Massy
Massy
Massy
Massy
Massy
Massy
Massy
Massy
Sainte-Genevive
91
91
91
91
91
91
91
91
91
91
91
91
91
91
91
91
119
345
967
994
587
1,820
429
783
865
735
219
185
944
1,860
1,289
1,286
1957
1967
1967
1967
1967
1967
1960
1960
1968
1968
1968
1968
1968
1968
1968
1954
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
2
6
12
13
7
28
6
15
17
12
3
3
13
25
16
17
Sub-total 92
Jacques Prvert
luard
Galile
Vaux Germains Vente
Coppe (Chtillon)
Pierre Loti (Chtillon)
La Roue vente
Voltaire
Arthur Rimbaud
Gibets II
3, place Andr Malraux
9-10 Malraux
Bagneux
Bagneux
Bagneux
Chatenay
Chatillon
Chatillon
Fontenay
Rueil
Rueil
Rueil
Villeneuve-la-Garenne
Villeneuve-la-Garenne
92
92
92
92
92
92
92
92
92
92
92
92
11,633
233
91
240
107
142
63
412
295
345
475
2,784
6,446
1960
1972
1959
1959
1983
1956
1958
1956
1957
1957
1980
1980
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
177
4
1
3
2
3
1
8
5
6
10
43
91
Sub-total 91
429
1,370
114
141
96
282
152
1,316
1,833
1,396
807
64
155
Les Mureaux
Montigny-le-Bretonneux
Montigny
Poissy
Poissy
Poissy
Poissy
Poissy
Poissy
Poissy
Trappes
Versailles
13,427
6
21
2
3
2
6
2
28
38
35
11
1
195
75
Dpt
Le Blanc-Mesnil
Bobigny
Bondy
Gagny
Gagny
Gagny
Gagny
Gagny
Rosny
Rosny
Rosny
Rosny
Rosny
Rosny
Rosny
Sevran
Tremblay
Tremblay
Tremblay
93
93
93
93
93
93
93
93
93
93
93
93
93
93
93
93
93
93
93
Cachan I
Cachan II
Plumerette
Mermoz
Savignat
1/3 Arcos
1/5 Timons
8/12 Vildrac
Roussel
Col Rivire (Fresnes)
Potes (Hay)
Peintres (Hay)
Chteau de Sucy vente
Cytises
Rodin
Rembrandt
10-16, rue Lon Moussinac
Karl Marx
Parc Leblanc
Cachan
Cachan
Crteil
Crteil
Crteil
Crteil
Crteil
Crteil
Crteil
Fresnes
LHa-les-Roses
LHa-les-Roses
Sucy
Sucy
Villejuif
Villejuif
Villejuif
Villejuif
Villeneuve-le-Roi
94
94
94
94
94
94
94
94
94
94
94
94
94
94
94
94
94
94
94
Sub-total 95
Justice
Hauts de Cergy
Cergy Pissaro
Van Gogh
Orme St Edme vente
Entre de Ville (1,2 et 3)
Ste-Honorine
Pompon
Lalo
Varagne
Cergy
Cergy
Cergy
Ermont
Franconville
Sarcelles
Taverny
Villiers-le-Bel
Villiers-le-Bel
Villiers-le-Bel
95
95
95
95
95
95
95
95
95
95
Vnissieux
69
Sub-total 94
% of
consolidation
124
2,573
177
4,979
51
586
666
837
55
341
1,000
1,340
1,172
1,464
1,028
117
48
71
490
1965
1957
1955
1959
1957
1959
1959
1957
1983
1960
1960
1960
1976
1960
1975
1974
1967
1967
1967
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
119
579
102
56
194
642
686
2,040
1,838
209
476
259
57
702
348
358
944
1,837
250
1957
1957
1961
1961
1961
1958
1958
1958
1961
1957
1957
1957
1954
1965
1957
1957
1954
1954
1957
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
2
9
2
1
4
11
14
30
27
4
7
4
1
10
5
5
15
32
4
8,977
6,235
517
207
136
480
1,008
186
60
108
40
1983
1983
1983
1961
1967
1972
1975
1965
1965
1958
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
100 %
131
92
8
3
2
8
11
3
1
2
1
2
46
3
70
1
9
10
16
1
6
18
25
22
25
18
2
1
1
7
1966
100 %
187
482
482
of which
subsidized
283
11,696
Sub-total Regions
SCI Grande terre des Vignes
Date of
acquisition
17,119
Sub-total 93
Courbet
Pont de Pierre
Pasteur
Jannin/Bouin
Moulin vente
Dumas
Jean Bouin
Moulin vente II
Couperin
Herodia
108/112 Alsace
10/14 Couperin- Blrioz
6-8 De la Lande
2-4 Couperin
2-4 Franck
Sicopar
5 Ampre
7 Ampre
1 Ampre
Surface
floor area
m2
253,810
6
4,246
965
OTHER ASSETS
Business and tertiary assets
Hostels and retirement homes
Land reserves
GENERAL TOTAL
76
15,103
15,195
100 %
100 %
1,528,647
100 %
1,812,755
4,246
965
Summary
CHAPTER 1
CHAPTER 2
CHAPTER 3
CHAPTER 4
CHAPTER 5
CHAPTER 6
CHAPTER 7
CHAPTER 8
CHAPTER 9
CHAPTER 11
II
Items of business
1. Income statement and consolidated balance sheet
at 31 December 2012 ......................................................................... 2
2. Analysis and comments on business activities and results ... 5
2.1.
2.2.
2.3.
2.4.
2.5.
ITEMS OF BUSINESS INCOME STATEMENT AND CONSOLIDATED BALANCE SHEET AT31 DECEMBER 2012
Chapter 1
Items of business
1. Income statement and consolidated balance sheet
at 31 December 2012
31/12/2012
31/12/2011
1,49
99.3
1,49
92.0
TDA
A
EBIT
38
84.5
35
55.5
As a % of revenues
25.6%
23.8%
(176.8)
(148.6)
(87.2)
(32.3)
80.8
63.7
Ope
eratiing
g income
20
01.2
23
38.3
As a % of revenues
13.4%
16.0%
(10
01.6)
(97.2)
(37.2)
(44.1)
61.7
98.1
52.7
93.0
251.4
223.5
51,795,086
51,695,635
1.02
1.80
4.86
4.32
Turn
nove
er
Charges and reversals related to loss in value on tangible, financial and other current assets
Profit/loss from disposals
Fina
anciial profit/loss
Profit tax
Net Income
ITEMS OF BUSINESS INCOME STATEMENT AND CONSOLIDATED BALANCE SHEET AT31 DECEMBER 2012
31/12/2012
31/12/2011
77.2
79.7
5.8
7.3
121.5
129.4
4,820.4
4,878.1
2.5
2.7
Equity-accounted securities
0.0
1.3
5.1
9.8
14.8
20.9
5,04
47.3
5,12
29.2
692.3
628.4
Accounts receivables
584.2
516.5
18.8
22.1
Tax receivables
10.5
6.9
383.0
424.6
0.8
0.1
407.6
38.3
443.6
414.3
214.9
99.4
TOT
TAL CURRENT ASSE
ETS
2,75
55.6
2,15
50.6
TOTAL ASSETS
7,802.9
7,279.8
31/12/2012
31/12/2011
2,652.9
2,738.3
310.7
1.7
2,96
63.6
2,74
40.0
42.5
42.3
2,878.4
2,575.3
Tax payable
3.4
0.0
9.6
9.2
219.8
188.2
3,15
53.7
2,81
14.9
16.8
22.6
510.6
423.9
7.2
20.0
550.2
498.8
8.1
1.1
549.6
657.5
18.1
11.4
25.0
89.6
TOT
TAL CURRENT LIAB
BILITIES
1,68
85.6
1,72
24.9
7,802.9
7,279.8
Goodwill
Net intangible assets
Net tangible assets
Net investment property
Miscellaneous receivables
Current securities available for sale
ITEMS OF BUSINESS INCOME STATEMENT AND CONSOLIDATED BALANCE SHEET AT31 DECEMBER 2012
Change 2011/2012
NAV
31/12/2012
30/06/2012
31/12/2011
(in value)
(as %)
4,399.7
4,400.8
4,508.3
(108.6)
(2.4)%
84.7
84.9
87.5
(2.8)
(3.1)%
4,190.1
4,188.7
4,312.5
(122.4)
(2.8)%
80.7
80.8
83.7
(3.0)
(3..6)%
31/12/2012
30/06/2012
31/12/2011
(in value)
(as %)
2,725.4
2,666.6
2,690.9
+34.5
+1.3%
6,849.7
6,756.6
6,727.3
+122.4
+1.8%
39.8%
39.5%
40.0%
Change 2011/2012
(in millions of euros)
Loan to
o va
alue (LTV)
2.2.
2.2.1.
the block sale of 495 residential properties in Epinay-surSeine (93) in June 2012 for 33.0 million euros;
Financing strategy
Icade used 2012 to continue its policy of optimising its financial
structure to enable it to look to the future with confidence. Even
though it has no short-term needs, Icade wanted to strengthen
its prudent approach to managing its financial resources, with
the aims of proactively managing its schedule and diversifying
its financial resources.
Icade therefore carried out two major financing transactions
in 2012:
Post-closing events
rights in Icade and (ii) in conjunction with CDC and Icade, 43.94%
of the undiluted capital and voting rights in Silic.
After HoldCo SIIC, acting in concert with CDC and Icade, crossed
the 30% threshold, Icade filed a mandatory offer for Silic on
13March 2012.
The offer included a public exchange offer for Silic shares as well
as a public offer to purchase bonds redeemable in cash and/or
new shares and/or existing shares (ORNANEs) issued by Silic.
The terms of the offer are as follows:
for the share exchange: the parity is the same as the parity
for the contributions, i.e. five Icade shares issued for four Silic
shares contributed (2011 dividend attached or detached
in both cases) and;
Turnover
EBITDA
Profit/loss from disposals
Operating income
Financial Profit/Loss
Tax expense
Net income, Group share
Net current cash flow
31/12/2012
31/12/2011
Change
1,499.3
1,492.0
+0.5%
384.5
355.5
+8.2%
80.8
63.7
+26.7%
201.2
238.3
(15.6%)
(101.6)
(97.2)
+4.5%
(37.2)
(44.1)
(15.7)%
52.7
93.0
(43.3)%
251.4
223.5
+12.5%
Icades turnover was 1,499.3 million euros at 31 December 2012 compared with 1,492.0 million euros at 31 December 2011.
31/12/2012
31/12/2011
restated
Reclassifications(**)
31/12/2011
Change
399.7
364.6
0.6
364.0
+9.6%
1,070.7
1,106.3
1,106.3
(3.2)%
Services
62.8
109.5
110.1
(42.7)%
Other (*)
(33.9)
(88.4)
(88.4)
(61.6)%
1,499.3
1,492.0
1,492.0
+0.5%
Turnover
Property investment
Development
Total revenues
(0.6)
0.0
(*) The Other activities consist of what the Icade Group calls its head oce charges and eliminations of Icades intra-group operations.
(**) Reclassications relate to the sale on 1 January 2012 of Icade Inmobiliaria by the Services business to the Property Investment business.
31/12/2012
31/12/2011
restated
Reclassifications(**)
31/12/2011
Change
323.1
287.0
(0.7)
287.7
+12.6%
68.9
82.0
82.0
(15.9)%
5.2
10.9
10.2
(52.4)%
(12.7)
(24.4)
(24.4)
(48.0)%
384.5
355.5
355.5
+8.2%
EBITDA
Property investment
Development
Services
Other (*)
TOTAL EBITDA
0.7
0.0
(*) The Other activities consist of what the Icade Group calls its head oce charges and eliminations of Icades intra-group operations.
(**) Reclassications relate to the sale on 1 January 2012 of Icade Inmobiliaria by the Services business to the Property Investment business.
31/12/2012
31/12/2011
restated
Reclassifications(**)
31/12/2011
Change
137.9
175.6
(0.2)
175.8
(21.5)%
51.9
77.1
77.1
(32.7)%
Services
3.4
9.5
9.3
(63.7)%
Other (*)
8.0
(23.9)
201.2
238.3
Operating income
Property investment
Development
0.2
(23.9)
0.0
238.3
(15.6)%
(*) The Other activities consist of what the Icade Group calls its head oce charges and eliminations of Icades intra-group operations.
(**) Reclassications relate to the sale on 1 January 2012 of Icade Inmobiliaria by the Services business to the Property Investment business.
(*)
31/12/2012
31/12/2011
Change
38
84.5
35
55.5
+8
8.2%
%
2.3
Currrentt EBITDA
38
86.8
35
55.5
+8
8.8%
(101.6)
(97.2)
+4.5%
(101
1.1)
(97.2)
+4
4.0%
(37.2)
(44.1)
(15.7)%
(1.2)
0.0
1.9
9.3
0.1
Exit tax
2.0
0.4
Currrentt co
orporate tax
(34
4.3)
(34.8)
(1..4)%
251.4
223.5
+12.5%
(*) Following elimination of internal margins achieved by the Property Development Division.
(**) The corporate tax results partly from the activities of the Property Development and Services Divisions and partly from Icades Holding business.
(*)
31/12/2012
30/06/2012
31/12/2011
2,725.4
2,666.6
2,690.9
6,849.7
6,756.6
6,727.3
39..8%
39
9.5%
40
0.0%
10
NAV
31/12/2012
30/06/2012
31/12/2011
Change
2011/2012
Change
in %
4,399.7
4,400.8
4,508.3
(108.6)
(2.4)%
84.7
84.9
87.5
(2.8)
(3.1)%
4,190.1
4,188.7
4,312.5
(122.4)
(2.8)%
80.7
80.8
83.7
(3.0)
(3.6)%
EPR
RA trriple net NAV pe
er share(*)
(Grou
up sh
hare
e fully diluted in
n )
(*) EPRA triple net NAV presented in chapter 1 paragraph 3.4.6.
2.3.
OUTLOOK
11
2.4.
2.4.1.
30
23.5
25
20
16.1
16.0
12.6
11.7
15
9.7
14.5
11.7
7.7
10
5
0
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
HY2
HY1
30
23.5
25
5.5
4.8
20
16.0
11.7
15
9.7
10
16.1
12.6
6.7
3.0
2.6
3.1
14.5
11.7
7.7
7.8
5.4
2011
2012
5.3
3.6
5
0
2003
2004
2005
Q1
12
2006
Q2
2007
2008
Q3
2009
2010
Q4
16.1
16
14.5
14
12.7
12
12.6
10.0
10
8.0
7.7
8
5.2
6
4
2
11.7
9.9
1.5
1.3
0.6 0.9 1.0
1.1
2.8 2.4
1.9
3.3
0
Proportion of Warehouses and
Business Premises
3URSRUWLRQRI2FHV
Proportion of Retail
2008
2009
2010
2011
2.4.1.2. Offices
At 1 January 2013, prime office yields were as follows: Paris Central Business District between 4.25% and 5.75%, La Dfense between
6.25% and 7.50%, Western Crescent between 5.25% and 9.00%, inner suburbs between 6.25% and 9.00% and Regions between 5.80%
and 8.00%.
13
TAKE-UP AND IMMEDIATE SUPPLY IN THE LE-DE-FRANCE REGION CHANGE IN GDP (FRANCE)
(in thousands of m2)
4,000
in %
3.6
3.6
3.6
3.6
3
3,000
2.7
2.4
2.5
2.2
2.4
1.9
2,000
0
-1
1,000
-2
0
-3
2000
2001
2002
2003
2004
2005
2006
2007
2008
2010
2011
2012
'HPDQG6DWLVHG
(in thousands of m2)
2009
2.9
2.8
2.8
2.5
2.4
2.5
2.2
2.0
1.8
2.0
2.4
2.2
1.9
1.7
1.5
1.5
1.0
0.5
0.0
2000
2001
2002
2003
Q1
2004
Q2
2005
2006
2007
Q3
2008
2009
2010
2011
2012
Q4
Immediate supply remained fairly stagnant at 3.58 million m2 as at 1 January 2013. However, this relative stability in the le-de-France
conceals major geographic and structural disparities which have tended to become more pronounced over the course of the year,
with tensions remaining on the Paris market, while supply appears relatively abundant in surrounding areas.
14
CHANGE IN IMMEDIATE SUPPLY IN THE LE-DE-FRANCE REGION AT THE END OF THE YEAR
(in millions of m2)
4.0
3.50
3.63
3.60
3.61
3.58
2009
2010
2011
2012
3.5
2.94
3.0
2.57
2.93
2.74
2.72
2.47
2.50
2.43
2006
2007
2.5
1.78
2.0
1.52
1.5
1.11
1.0
0.5
0.0
1997
1998
1999
2000
2001
2002
2003
2004
New/restructured
2005
2008
Renovated/second-hand
As at 1 January 2013, the vacancy rate ranges from around 3.5% in North-East Paris and Southern Paris, to 5.2% in Paris Centre West.
The vacancy rate in La Dfense stands at 6.6%.
2012
2011
2010
2009
5.2%
4.9%
5.6%
6.2%
4.1%
Paris South
3.6%
4.2%
5.9%
6.1%
3.1%
3.5%
3.3%
3.4%
4.3%
4.0%
Average
e Paris
4.4%
4.4%
5.3%
5.8%
3.8%
La Dfense
6.6%
7.0%
6.0%
4.5%
3.6%
Western Crescent
10.8%
10.4%
9.9%
10.1%
8.2%
10.5%
11.7%
9.1%
10.5%
7.9%
7.6%
7.9%
8.4%
6.9%
4.3%
7.8%
7.3%
8.6%
11.6%
11.6%
Outer Ring
5.6%
6.0%
6.3%
5.8%
5.4%
Average
e lle-de-France
6.5%
6.6%
6.8%
6.8%
5.4%
to 330 euros excl. taxes and charges/m2 /year. Rent for used
surface areas has risen 2.4% over a year, to 256 euros.
The market continues to be characterised by very selective
behaviour on the part of potential users. Companies are proving
very demanding when defining their specifications and are now
very ready to expand their initial search parameters, forcing some
owners to review their strategy in light of newly established
competing areas. Significant sales incentives are meanwhile being
offered, even tending to increase over the second half of the year.
15
CHANGE IN RENTAL VALUES IN THE LE-DE-FRANCE REGION BETWEEN 1990 AND 2012
(in current excl. taxes and charges/m/year)
771
800
700
600
500
441
400
300
295
200
100
1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012
Paris Center West prime
La Dfense prime
Average le-de-France
16
CHANGE IN CONSTRUCTION START-UPS AND BUILDING PERMITS ACROSS THE WHOLE OF FRANCE
(including Overseas Departments and Territories)
570
600,000
548
535
512
461
500,000
400,000
410
379
330 308
322 308
328 311
2000
2001
2002
435
421
456
454
369
363
314
421
397
333
514
360
346
300,000
200,000
100,000
0
2003
2004
2005
2006
2007
Building permits
2008
2009
2010
2011
2012
(situation at end of november 2012)
Construction start-ups
While the number of sales and new properties on the market are
currently slowing down sharply, the slowdown in production of
new housing is now catching up. At the end of 2012, the difference
between the number of building permits and the number of
construction start-ups diminished, apparently as a result of
difficulties balancing development programs and financing them.
NEW RESIDENTIAL PROPERTY PLACED ON THE MARKET, SOLD OR AWAITING SALE IN FRANCE
(Activity by developers, programs with at least ve housing units, total for last 12 months)
200,000
150,000
100,000
50,000
0
3Q00
3Q01
3Q02
3Q03
3Q04
3Q05
3Q06
Sales
3Q07
3Q08
3Q09
3Q10
3Q11
3Q12
17
Due to the increase in commercial property for sale and the decline
in sales, the average stock disposal time (ratio: stock/sales), for
mainland France, increased to 13 months in the 3 rdquarter of
2012 (compared with 8.6 months in the 3rd quarter of 2011). This
is slightly shorter for apartments (12.8 months) than for detached
houses (15.0 months).
In the le-de-France region, stock rose slightly to 8.7 months on
sale, compared with 5.5 months one year earlier.
Production of new residential property has been sustained by
tax or government incentives for more than 10 years. The effect
150,000
100,000
50,000
0
2000
2001
2002
2003
2004
2005
Sales to investors
2006
2007
2008
2009
2010
2011
2012
6DOHVWRUVWWLPHEX\HUV
(Source: FPI)
18
5,000
4,178
4,000
4,108
4,687
4,543
4,374
4,500
4,070
3,683
3,500
3,000
3,316
3,314
2007
2008
3,618
3,451
3,731
3,821
2011
3Q2012
3,137
2,850
2,500
2,000
2005
2006
2009
le-de-France region
2010
Whole of France
2.5.
2.5.1.
2.5.1.1. Overview
31/12/2012
31/12/2011
restated
Reclassifications(*)
31/12/2011
Change
Turnover
399.7
364.6
0.6
364.0
+9.6%
EBITDA
323.1
287.0
(0.7)
287.7
+12.6%
EBITDA/Revenue
80.8%
78.7%
79.0%
+2.7%
OPERATING PROFIT
137.9
175.6
175.8
(21.5)%
(0.2)
(*) Transfer on 1 January 2012 of Icade Inmobiliaria from the Services Division to the Property Investment Division.
Business Parks
Offices in France
Icade owns office buildings (with a total area of 400,000 m2 )
primarily in Paris, the Western Crescent and Villejuif.
19
Healthcare
Icade owns a residual portfolio of offices in Germany, currently
consisting of six buildings (with a total floor area of 120,000 m2 )
mainly located in Munich, Hamburg and Berlin, plus six hectares
of land banks.
31/12/2012
31/12/2011
restated
Reclassifications(*)
31/12/2011
Change
Change on a
like -forlike basis
Offices France
128.0
119.1
20.5
98.6
+7.5%
+5.2%
Business Parks
94.6
96.4
0.6
95.8
(1.9)%
(0.7)%
222.7
215.5
5
21.1
194
4.4
+3.3%
+2
2.6%
24.8
22.1
22.1
+12.3%
+1.5%
Healthcare
91.5
62.1
(20.1)
82.2
+47.3%
+2.3%
116.3
84.2
2
(20.1)
104
4.3
+38.1%
+2
2.1%
61.3
65.9
9
0.6
65
5.3
(7.0)%
+0
0.1%
(0.6)
(1.0)
(1.0)
(42.9)%
(42.9)%
399.7
364.6
0.6
+9.6%
+2.1%
Turnover
(in millions of euros)
Stra
ateg
gic assets portfo
olio
Alte
erna
ativ
ve assets porrtfolio
364.0
(*) Sale of Healthcare business assets on 1 January 2012 not owned by Icade Sant (mainly the Levallois building leased to the Ministry of Interior) to the Oces
France business. The Healthcare business now therefore only includes the assets owned by Icade Sant (of which 63% are owned by Icade). Sale on 1 January
2012 of Icade Inmobiliaria by the Services business to the Property Investment business.
20
The table below displays the changes from 2011 to 2012 of rental income:
Commercial Property Investment
(in millions of euros)
+38.9
+10.2
(11.6)
(2.5)
361.9
Dec 2011
Acquisitions
Disposals and
refurbishments
Indexing
Rental
business
396.8
Dec 2012
31/12/2011
Reclassifications
31/12/2011
restated
Acquisitions/
deliveries
Disposals/
restructuring
Indexing
Rental
business
31/12/2012
Offices France
97.9
20.0
117.9
7.6
(4.9)
2.9
3.4
126.8
Business Parks
95.7
0.6
96.4
1.0
(2.1)
3.4
(4.1)
94.6
193.6
20.6
214.3
8.6
(7.0)
6.3
(0.7)
221.5
22.1
2.4
0.7
(0.3)
24.8
Rental Income
(in millions of euros)
Strattegicc asssets
Shops and shopping
centres
22.1
Healthcare
81.7
(20.0)
61.6
28.0
2.4
(0.5)
91.5
103.8
(20.0)
83.7
30.3
3.1
(0.8)
116.3
0.4
(1.0)
59.2
Alterrnattivee assets
Non-straategic assets
64.4
Investment intra-group
businesses
PROPERTY
INVESTMENT
DIVISION - Rental
Income
Other Revenues
PROPERTY
INVESTMENT
DIVISION - Revenues
64.5
(0.6)
(0.6)
361.8
0.0
361.9
2.2
0.6
2.8
364.0
0.6
364.6
(4.6)
0.5
38.9
38.9
(11.6)
(11.6)
10.2
10.2
(0.1)
(2.5)
396.8
0.1
2.9
(2.4)
399.7
21
the 0.5 million euro fall in revenue for the Healthcare Division
is linked to a renegotiation of rent, which cancelled the
effects of the accounting spread of levels granted in the
previous lease;
the letting of the entire Link building in Paris 15th (3.7 million
euros in rent),
31/12/2012
Reclassifications
Restated
net rental
income
Margin
87.1
19.2
106.3
90.2%
85.9%
87.2
0.8
88.0
91.3%
198.9
89.8%
174.3
20.0
0
194.3
91.3%
21.5
86.7%
20.1
(1.2)
18.9
85.5%
Healthcare
90.5
98.9%
80.3
(19.1)
61.0
99.0%
112.0
96.3%
100.4
(2
20.3))
79.9
95
5.5%
42.4
71.7%
42.4
42.4
65
5.7%
Net rental
income
Offices France
Business Parks
Stra
ateg
gic assets
Alte
erna
ativ
ve assets
n-strrattegic assets
Non
Investment intra-group businesses
PROPERTY INVESTMENT DIVISION
22
31/12/2011
Margin
Net rental
income
117.6
92.7%
81.2
0.4
353.7
89.1%
317.1
0.3
0.3
0.0
316.9
87.6%
31/12/2012
31/12/2011
Operating
profit/loss
Operating
profit/
revenue
Operating
profit/loss
Reclassifications
Restated
operating
profit/loss
Operating
profit/
revenue
Offices France
16.0
12.5%
33.1
16.5
49.6
41.7%
Business Parks
40.0
42.3%
43.5
0.8
44.3
45.9%
Stra
ateg
gic assets portfo
olio
56.0
25.2%
76.6
17.3
94.0
43
3.6%
5.7
23.1%
6.6
(1.2)
5.3
24.2%
Healthcare
43.3
47.3%
45.1
(16.1)
29.0
46.7%
Alte
erna
ativ
ve assets porrtfolio
49.0
42.2%
51.7
(17.3)
34.3
40
0.8%
32.9
53.6%
47.3
47.3
71.9%
137.9
34.5%
175.6
175.6
48.2%
23
Index-linked
IFRS Rental
Income
Residual fixed
lease average
duration(*)
(m)
(years)
Rentable
floor space
Leased
surface area
Financial
occupancy
rate
Offices Frrance
30
08,249
28
87,292
94.0%
111.6
5.6
Business Parks
475,378
439,384
91.0%
96.3
4.2
Parc du Mauvin
16,305
15,148
92.3%
1.9
3.0
Parc du Millnaire
66,822
64,327
96.6%
21.1
4.3
90,513
78,011
85.6%
24.0
5.7
229,810
214,500
91.4%
37.2
3.1
66,484
61,955
91.1%
10.7
5.1
5,444
5,444
100.0%
1.4
0.7
211,346
20
09,287
97.2%
24.2
4.7
53,482
51,423
95.5%
14.5
1.9
157,864
157,864
100.0%
9.7
8.9
Hea
althccarre
78
80,327
78
80,327
100.0%
115.5
9.6
Warreho
ousses
56
61,987
50
07,230
90.4%
21.7
4.8
99,473
84,958
90.1%
12.9
7.5
2,436,759
2,308,478
94.8%
382.3
6.4
Classes of assets
Quartier du Canal
Sho
ops and
d shopping ce
entres
Shopping centres
ermany
Offices Ge
COMMERCIAL PROPERTY INVESTMENT
(*) All of the rents collected for the term of the lease.
24
Renewals
Icade has continued with its rental policy in 2012, which consists
of offering its key tenants a renewal of their leases in order to
secure sustained cash flows. This asset management work resulted
in the signing of 23 leases covering 76,700 m2.
The renewals have secured 17.1 million euros in face rents with
an average firm period of 5.6 years.
Departing Tenants
As previously announced, Icade saw the departure of its sole tenant
from the PB5 tower on 31 December 2012. Scor had given notice on
its lease, which expired at the end of 2012. Its departure represents
a 12.8 million euro loss in annual rent. However, 17,200 m2
has already been re-let by Icades asset management teams.
Apart from Scor, departures in 2012 related to 73 leases
(48,800 m2 ) and represented a rental loss of 8.7 million euros.
In terms of strategic assets, departures amounted to 63 leases
(34,600 m2 ). These break down as follows:
25
The nature of the vacant space as at 31 December 2012 is diverse and should therefore be adjusted in terms of the impact, depending
on the designated use.
It mainly involves the following assets:
Potential annual
rental income
(in m 2 )
Assets in Operation
Towns
Factory
Boulogne-Billancourt
7,900
29-31-33 Champs-Elyses
Paris
2,700
European
Evry
2,700
7,700
Sub Total Offices Fra
ance
21,00
00
Building 028
Paris
8,600
Building 265
Aubervilliers
5,200
Building 134
Saint-Denis
2,600
Millnaire 5
Aubervilliers
2,400
Building 521
Aubervilliers
2,100
Building 026
Paris
1,800
Building 270
Aubervilliers
1,600
CC Le Millnaire
Aubervilliers
36,00
00
9.5
1,500
500
Sub Total Shopping Centrres
2,00
00
Tharabie
Saint-Quentin-Fallavier (38)
31,500
Eurofret
Strasbourg (67)
14,600
Casino
Servian (34)
0.7
5,600
Other warehouses
3,100
Sub Total Warehouse
es
54,80
00
2.3
14,500
Sub Total Offices Ge
ermany
7.1
11,700
Sub Total Business Parks
26
Vacant Space
14,50
00
1.4
128,300
21.0
Occupants
Rent (as %)
PwC
8.2%
2.0%
Crdit Agricole SA
7.5%
4.8%
6.2%
25.8%
4.3%
1.7%
3.6%
10.1%
Icade Group
3.2%
1.6%
GMG (T-Systems)
2.4%
2.6%
2.4%
1.3%
Rhodia group
2.0%
2.6%
2.0%
1.1%
1.9%
2.2%
Ingenico group
1.7%
0.7%
Club Mediterranne
1.5%
0.8%
I.F.F.
1.3%
0.3%
Coca-Cola group
1.3%
0.6%
UBS Securities
1.3%
0.4%
RTE group
1.3%
0.4%
1.2%
0.5%
Eurasia group
1.2%
1.3%
Heineken group
1.1%
0.6%
44.6%
38.5%
100.0%
100.0%
Balance
As at 31 December 2012, the 10 biggest tenants accounted for total annual rents of 111.1 million euros (41.8% of annual rents from
assets excluding Healthcare).
27
Healthcare assets
Occupants
Rent (as %)
30.9%
35.0%
27.1%
26.4%
24.8%
18.5%
6.3%
6.4%
3H group (4 facilities)
4.9%
6.1%
3.3%
3.6%
2.7%
4.0%
100%
100%
55 facilities as at 31/12/2012
Offices
France
Business
Parks
Shops and
shopping
centres
Healthcare
Warehouses
Offices in
Germany
Total
2013
11.2
13.1
4.7
0.3
0.3
1.4
31.1
8.1%
2014
13.9
12.7
2.8
5.6
0.1
35.2
9.2%
2015
16.4
13.4
6.0
4.1
0.7
40.5
10.6%
2016
8.7
16.8
0.3
0.7
26.4
6.9%
2017
8.1
10.0
2.4
1.0
21.6
5.7%
2018
6.2
5.2
0.8
12.1
3.2%
2019
2.7
10.6
0.8
10.6
2.4
27.2
7.1%
2020
3.5
2.2
0.2
28.8
8.5
43.2
11.3%
2021
29.4
11.2
8.8
8.6
58.0
15.2%
> 2021
11.5
1.1
0.7
67.1
6.6
87.1
22.8%
TOTAL
111.6
96.3
24.2
115.5
21.7
12.9
382.3
100.0%
Businesses
In the coming financial year, the risk of significant numbers of tenants departing when their leases expire remains low. Rental income
from the largest tenant, whose lease expires in 2013, amounts to less than 3.0 million euros.
28
o/w HQE
< 10 years
> 10 years
Offices France
1,993
604
1,524
469
Business Parks
1,535
489
673
862
462
202
370
92
Healthcare
1,812
1,326
486
Warehouses
200
130
70
Offices in Germany
203
146
57
6,206
1,295
4,169
2,036
67%
33%
Businesses
The average age of the assets was calculated taking into account
the latest asset-restructuring events that have taken place.
With regard to the assets operated by the Commercial Property
Investment Division, based on appraisal values (duties included)
as at 31 December 2012 of the assets in operation, close to 67%
were built or renovated after fewer than 10 years.
29
Annualised rents
(in millions of euros)
Rentable
floor space
Paris CBD
10.0
2.6%
17,174
0.7%
Western suburb
69.9
18.3%
154,762
6.4%
Other Paris
48.4
12.7%
163,427
6.7%
Other suburb
109.2
28.6%
590,575
24.2%
Regional
131.9
34.5%
1,411,348
57.9%
12.9
3.4%
99,473
4.1%
382.3
100.0%
2,436,759
100.0%
Geographic region
Outside France
COMMERCIAL PROPERTY INVESTMENT
The Commercial Property Investment Divisions strategic assets are located in Paris and le-de-France. The alternative assets portfolio
is mainly located in le-de-France and the regions.
2.5.1.4. Investment
Icade has continued to add value to its assets in order to increase the generation of cash flows in the longer term, and at the same time it
has acquired healthcare assets that produce immediate cash flows. Total investments over the period amounted to 557.5 million euros.
To finance its investments in 2012, Icade mainly used its own cash flow, corporate credit lines and, specifically for investments in its
subsidiary Icade Sant, capital increases carried out with institutional investors.
Construction
extensions
Renovation/
major
maintenance
Assets
Total
Offices France
115.4
96.0
3.5
15.9
Business Parks
53.1
2.7
22.9
27.5
168.6
98.7
26.5
43.4
1.0
1.0
Healthcare
377.7
309.6
68.1
Alte
erna
ativ
ve assets porrtfolio
378.7
309.6
68.1
1.0
10.2
10.2
557.5
309.6
98.7
94.6
54.7
Stra
ateg
gic assets portfo
olio
Shops and shopping centres
n-strrattegic assets
Non
PROPERTY INVESTMENT DIVISION
30
Asset
restructuring
Asset
acquisitions
Finally, it is worth noting that the majority of the leases are very
favourable to the Clinics business, since the tenant is contractually
obliged to take on all the charges and the expenses for maintenance
and renovation (net triple rent).
2.5.1.5. Trade-offs
Icade is carrying out an active trade-off policy on its assets, based
on three main principles:
The value of sales realised during 2012 was 326.2 million euros.
Shift to the
commercial
sector
Total
Optimisation
Portfolio
rationalisation
Offices France
206.3
107.5
98.8
Business Parks
2.8
2.8
209.0
107.5
101.5
Healthcare
Alte
erna
ativ
ve assets porrtfolio
Non
n-strrattegic assets portfolio
117.2
11
17.2
326.2
107.5
101.5
117.2
Assets
Stra
ateg
gic assets portfo
olio
31
32
31/12/2012
31/12/2011
restated
669.9
740.5
408.9
363.7
16.0
9.6
(24.1)
(7.6)
1,070.7
1,106.2
0.0
1,106.2
(3.2)%
51.7
55.7
(1.0)
56.7
(7.2)%
19.6
25.2
(0.1)
25.3
(22.4)%
PNE Development
(7.3)
1.1
1.1
0.0
N/A
5.0
0.0
EBITDA
68.9
82.0
0.0
82.0
(15.9)%
46.3
50.8
(6.6)
57.4
(8.9)%
21.1
29.9
10.2
19.7
(29.6)%
(17.9)
(3.6)
(3.6)
0.0
N/A
2.4
0.0
0.0
0.0
51.9
77.1
0.0
77.1
Key Figures
(in millions of euros)
PNE Development
Inter-business Development
REVENUES (*)
Inter-business Development
PNE Development
Inter-business Development
OPERATING PROFIT
Reclassifications(**)
31/12/2011
Change
740.5
(9.5)%
(9.6)
373.3
+12.4%
9.6
0.0
+67.1%
(7.6)
0.0
(32.7)%
(*) Turnover based on progress, after inclusion of the commercial progress and work progress of each operation.
(**) Reclassication of the PNE Residential Property activity to the Residential Property Development business and of the name of the PNE Development activity.
Turnover
Residential
61.2%
2.5%
Project management
services
3.8%
Services
17%
Engineering
DevelopmentPNE Project
1.5%
The backlog represents the revenue signed (before tax) but not
yet recognized on development operations based on progress
and signed orders (before tax).
The order book represents the service contracts (before taxes)
that have been signed but are not yet productive.
33
Total
le-de-France
region
Regions
1,081.6
599.0
482.6
380.8
321.7
59.1
123.5
35.5
88.0
38.6
19.9
18.7
68.7
41.5
27.2
1,693.2
1,017.6
675.6
TOTAL
31/12/2012
31/12/2011
restated
Reclassifications(**)
31/12/2011
Change
669.9
740.5
740.5
(9.5)%
EBITDA
51.7
55.7
(1.0)
56.7
(7.2)%
Margin (EBITDA/Revenues)
7.7%
7.5%
7.7%
Ope
eratiing
g income
46.3
50.8
(6.6
6)
57.4
(8..9)%
Revenues
(*)
(*) Turnover based on progress, after inclusion of the commercial progress and work progress of each operation.
(**) Reclassication of the PNE Residential Property activity to the Residential Property Development business and of the name of the PNE Development activity.
34
Marketing of new housing units and plots for construction as at 31 December 2012
le-de-France
region
Regions
Total
Number of plots
2,427
3,270
5,697
534.3
591.4
1,125.7
As the result of a prudent pre-letting policy, 5,697 residential properties and building plots were marketed during 2012 compared with
6,874 in 2011 (including 913 plots for the PNE project).
Launch of projects to build new residential properties and building plots as at 31 December 2012
le-de-France
region
Regions
Total
Number of plots
1,759
2,410
4,169
Revenues (potential m)
358.6
525.8
884.4
4,169 residential properties and building plots were launched in 2012 compared with 4,430 for the same period the previous year,
representing a fall of around 6% in 12 months.
Reservations of new homes and plots of building land
31/12/2012
31/12/2011
Change
4,295
5,377
(20.1)%
814.8
1,108.5
(26.5)%
19%
15%
99
246
(59.8)%
7.0
23.1
(69.7)%
In 2012, the housing unit withdrawal rate was 19%, an increase compared with 2011 (15%).
Breakdown by type of housing customer
Social Institutional Investors Social-housing
companies-investors
Buyers
26.4%
34.2%
Institutional investors
14.4%
Individual investors
25.0%
During 2012, reservations for buyers (main residence and secondary residence) accounted for 1,628 residential properties and plots,
i.e. 34.2% of the sales activity (compared with 29.5% in 2011). The share of private investors is down to 25% (38.3% in 2011), the number
of corporate investors and institutional investors rose to 40.8% of reservations compared with 32.2% for 2011.
35
31/12/2012
31/12/2011
Change
3,256
3,465
(6.0)%
Average budget including tax per residential unit (in thousands of euros)
189.6
206.2
(8.1)%
58.2
59.5
(2.2)%
The average budget for residential units reserved for the year is
189.6 thousand euros, down 8.1% compared with 2011.
The average price including tax per m2 is 3,256 euros, down 6%
compared with 2011.
The sale of several student and senior residences during the
1sthalfof 2012 and the sale in 2011 of 713 plots in the PNE project
in inner Paris had a direct effect on the fall in average surface
area sold, the average budget per residential unit and the average
price per habitable m2.
31/12/2012
31/12/2011
restated
Reclassifications(**)
31/12/2011
Change
408.9
363.7
(9.6)
373.3
+12.4%
EBITDA
19.6
25.2
(0.1)
25.3
(22.4)%
Margin (EBITDA/Revenues)
4.8%
6.9%
6.8%
Operating income
21.1
29.9
+10.2
19.7
(29.6)%
31/12/2012
31/12/2011
restated
Reclassifications(**)
31/12/2011
Change
408.9
363.7
(9.6)
373.3
+12.4%
154.0
215.4
215.4
(28.5)%
Services
186.3
73.8
73.8
+152.3%
41.3
45.7
45.7
(9.6)%
Engineering
27.3
28.8
28.8
(5.4)%
(9.6)
9.6
0.0%
Revenues
(*)
Others
(*) Turnover based on progress, after inclusion of the commercial progress and work progress of each operation.
(**) Reclassication of the PNE Residential Property activity to the Residential Property Development business and of the name of the PNE Development activity.
36
In the Public and Healthcare area, the highlights for 2012 were
as follows:
growth studies carried out with Poste Immo via ARKADEA, our
joint development company, led to the launch of three new
residential housing projects in Toulouse, Lyon Croix Rousse
and Besanon. Other projects will be launched in 2013;
in 2012, Icade continued its strong growth in the medicalsocial sector and the residential assistance for seniors
with the signing of 65.6 million euros in nursing home
Type of development
Set-up
Location
Expected
completion
date
10,000
Zoological gardens
Paris 12 (75)
2013
Montpellier Grisettes
7,405
Medical-social facility
Montpellier (34)
2013
9,372
Nursing homes
Tours (37)
2014
Saint-Denis
7,441
La Runion (974)
2013
13,000
Medical-social
establishment
O-plan
Dijon (21)
2013
6,103
Geriatric center
Montpellier (34)
2014
11,355
Medical centre
O-plan
Bourgoin-Jallieu
(69)
2013
Operations in progress
Dijon Mutualit
Grontople
Montpellier ERR Cerdan
Bourgoin-Jallieu Synergie
37
38
The main projects currently under development are summarized in the table below:
Rounded
floor area
Set-up
Purchasers
Expected
completion
date
Oces
Property
development
contract
Silic
2014
12,837
Oces
O-plan
ARKEA Crdit
Mutuel
2013
Joinville Urbagreen
18,950
Oces
O-plan
Wereldhave
2013
18,900
Oces
O-plan
BPRP
2014
Toulon
6,698
Oces
O-plan
SCP AGPM
2013
9,347
Oces
O-plan
UFG
2013
12,320
Oces
O-plan
ARKEA Crdit
Mutuel
2013
30,241
Oces
O-plan
COLIGNY SAS
2013
15,368
Business
premises
O-plan
RIVP
2015
27,624
Oces
O-plan
BNP PARIBAS
2014
1,814
Oces
Property
development
contract/O-plan
CICOBAIL/
NatioCrdit Bail
2015
28,186
Oces
O-plan
2015
Lille La Madeleine
4,468
Oces
O-plan
2013
5,283
Oces
Property
development
contract
Immobilier
Lemeunier- Lelivre
2013
6,271
Oces
O-plan
City of Nantes/
General Council
2013
(in m 2 Net
Floor Area)
Type of
development
22,001
Operations in progress
th
Total
*
220,308
Speculative developments.
39
As at 31 December 2012, the main projects being prepared, with controlled development of land and a building permit applied
for or obtained, are summarized in the following table:
Total rounded floor area
Type of development
(offices, shops, etc.)
33,086
Oces
2014
6,334
Oces
2014
11,995
Oces
2015
5,535
Oces
2015
19,082
Oces
2016
996
Oces
2014
5,461
Oces/shops
2015
3,200
Oces
2015
58,982
Shops
2014
144,671
Total
As at 31 December 2012, the projects being prepared, with controlled development of land but with no building permit, are
summarized in the following table:
Total rounded floor area
(in m 2 Net Floor Area)
13,876
9,865
16,484
103,000(*)
2,938
146,163
Type of development
(offices, shops, etc.)
Oces
2015
Oces/Hotel
2014
Oces/Craft village
2016
Oces/residential units
2016
Oces
2014
Total
40
Le Beauvaisis (Paris 19 th );
Engineering
2012 was marked by several commercial successes, particularly
in the healthcare field:
Revenues
(*)
EBITDA
Margin (EBITDA/Revenues)
Operating income
31/12/2012
31/12/2011
restated
Reclassifications (**)
31/12/2011
Change
16.0
9.6
9.6
+66.7%
(7.3)
1.1
1.1
N/A
(45.4)%
+11.0%
+11.0%
(17.9)
(3.6)
(3.6)
N/A
(*) Turnover based on progress, after inclusion of the commercial progress and work progress of each operation.
(**) Reclassication of the PNE Residential Property activity to the Residential Property Development business and of the name of the PNE Development activity.
the current buildings are not wind braced which has led to
the installation of concrete walls;
Icade has owned the Mac Donald warehouse, together with the
Caisse des Dpts and the Semavip (Socit damnagement
de la Ville de Paris) via the company SAS PNE, since 2006 (30%
owned by Icade, 50% by Caisse des Dpts and 20% by Semavip).
The purpose of this company concerns a development project to
value and sell the land charges of the site to corporate developers
with the aim of converting the Macdonald warehouse into a new
district, to include approximately 160,000 m2 of net floor area,
consisting of residential units, offices, shops and facilities.
the foundations are not sufficient and have led to micropiles being injected into the base of all the posts;
41
31/12/2012
31/12/2011
restated
Reclassifications(*)
31/12/2011
Change
Turnover
62.8
109.5
(0.6)
110.1
(42.7)%
Property Management
33.3
34.3
34.3
(2.8)%
14.9
17.6
17.6
(14.9)%
11.3
12.9
12.9
(11.8)%
3.6
4.7
4.7
(23.5)%
Intra-business services
(0.4)
(0.4)
(0.4)
(13.3)%
14.9
58.1
(0.6)
58.7
(74.3)%
EBITDA
5.2
10.9
0.7
10.2
(52.4)%
Property Management
3.6
3.7
3.7
(2.5)%
1.7
2.8
2.8
(39.5)%
1.6
2.3
2.3
(30.9)%
O/w Others
0.1
0.5
0.5
(78.2)%
(0.1)
4.4
0.7
3.7
(101.9)%
Operating income
3.4
9.5
0.2
9.2
(63.7)%
Property Management
2.6
3.5
3.5
(24.0)%
1.4
2.3
2.3
(40.0)%
1.3
2.1
2.1
(36.8)%
O/w Others
0.1
0.2
0.2
(65.0)%
(0.6)
3.7
0.2
3.5
(116.6)%
Key Figures
(in millions of euros)
Intra-business services
Intra-business services
Activities sold or in the process of being sold
(*) Reclassications relate to the sale on 1 January 2012 of Icade Inmobiliaria by the Services business to the Property Investment business.
42
2.5.4. Others
The Other activities consist of what the Icade Group calls its
head office charges and eliminations of Icades intra- group
operations.
Other turnover was (33.9) million euros to 31 December 2012,
as opposed to (88.4) million euros in 2011. This corresponds
basically to the elimination of turnover associated with intragroup activities.
The Commercial Property Investment Division buys services
from the Commercial Property Development Division: Offices
in Villejuif (94), EQHO Tower in La Dfense (92), Millnaire 3 in
Paris 19 th . The impact on turnover as at 31 December 2012 is
(13.8) million euros compared with (66.0) million euros as at
31 December 2011.
Further to the opening of Icade Sants capital to external
investors in 2012, Icade sold various services to Icade Sant (asset
management and property management contracts). Turnover in
2012 amounted to 6.2 million euros.
The operating profit Other totalled 8.0 million euros as at
31 December 2012 compared with (23.9) million euros in 2011.
In 2012, this consisted of:
2,550,000 m2 as manager;
227,000 m2 as controller;
43
2.5.7.
44
Fiscal
Profit/Loss
Distribution obligation
Fiscal
Profit/Loss
Distribution obligation
31/12/2012
Amount
31/12/2011
Amount
68.8
85.0%
58.5
49.5
85.0%
42.1
(2.8)
0.0%
0.0
13.5
50.0%
6.7
43.7
100.0%
43.7
(21.7)
0.0%
0.0
Taxable profit/loss
12.3
0.0%
0.0
(16.4)
0.0%
0.0
102.2
24.9
TOTAL
122.0
48.8
The distribution of a dividend of 3.64 euros per share will be proposed to the Annual General Shareholders Meeting, which will take
place on 12 April 2013. Based on existing shares as at 20 February 2013, i.e. 52,000,517 shares, the dividend distribution amount
proposed to the Shareholders Meeting will be 189.3 million euros.
31/12/2012
31/12/2011
189.3
193.4
189.3
174.2
0.0
19.2
3.64
3.72
3.64
3.35
0.0
0.37
45
3.1.
3.1.1.
4,190.1 million euros, i.e. 80.7 euros per share, down 3.6% compared
with 31 December 2011.
31/12/2011
(in millions
of euros)
Change
31/12/2012
(in %)
Change on a
like-for-like
basis(2)
(in millions
ofeuros)
3,996.4
4,109.6
(113.2)
(2.8)%
(74.6)
(1.9)%
2,166.0
1,754.1
+411.9
+23.5%
+36.9
+2.1%
687.3
863.6
(176.3)
(20.4)%
(73.5)
(9.8)%
6,849.7
6,727.3
+122.4
+1.8%
(111.2)
(1.7)%
Change
(3)
(4)
Change on a
like-for-like
basis(2)
(in %)
(1) Based on the scope of consolidation as at 31 December 2012 (100% of assets consolidated by the full consolidation method and up to the percentage interest
for other consolidated assets).
(2) Net variation in disposals and investments during the period.
(3) Includes Oces France and Business Parks.
(4) Includes Shops and Shopping Centres and Healthcare.
(5) Includes Warehouses, Oces Germany and Residential.
46
At the start of 2012, the mission to value the Sant portfolio was
renewed for three years.
For the office portfolios in Germany and housing, a valuation
contract renewable every year was established between Icade
and the property surveyors, conducting an internal rotation of
their teams at the end of seven years.
The property valuation fees are billed to Icade based on a flat
remuneration, taking into account the specifics of the buildings
(number of units, number of square meters, number of current
leases etc.) and independent of the value of the assets.
The surveyors assignments, for which the main methods of
valuation and the conclusions are presented hereafter, are
performed according to the standards of the profession, in
particular:
buildings acquired less than three months before the semiannual or annual closing date, which are maintained at
book value. As at 31 December 2012, this category contains
10 Healthcare portfolio assets: the Franois Chnieux clinic
in Limoges, the Clinical centre in Soyaux, the Sant Sud
centre in Le Mans, the Les Cdres clinic in Brive-la-Gaillarde,
the Les Fleurs polyclinic in Ollioules, the Flandre clinic in
Coudekerque-Branche, the Jean Villar polyclinic in Bruges,
the Villette clinic in Dunkerque, the CIMROR imaging centre
in Clermont-Ferrand and land in Champigny-sur-Marne.
Strategic property
portfolio (excluding
duties)
3.1.2.
Change on a
like-for-like
basis
Change
Change on a
like-for-like
basis
31/12/2011
restated(1)
Restatements (1)
31/12/2011
(in millions
of euros)
Change
31/12/2012
(in %)
(in millions
ofeuros)
Offices France
2,426.1
2,567.6
197.2
2,370.4
(141.5)
(5.5)%
(51.7)
(2.2)%
Business Parks
1,570.3
1,542.0
1,542.0
+28.3
+1.8%
(22.9)
(1.5)%
3,996.4
4,109.6
3,912.4
(113.2)
(2.8)%
(74.6)
(1.9)%
Strategic
197.2
(as a %)
(1) The Oces in Levallois-Perret, the CERS, the Cap Breton hotel and the crche in Blagnac were reclassied from the Healthcare Division to the Oces Division
as at 31 December 2012 and, due to homogeneity concerns, the gures from 31 December 2011 were adjusted to take this new classication into account.
47
After eliminating the impact of investments and disposals carried out during 2012, the change in the value of strategic assets amounted
to -1.9% on a like-for-like basis.
By value, 99% of the portfolio is located in le-de-France.
Valuation excluding duties
Change on a
like-for-like
basis
Change
31/12/2012
31/12/2011
(m)
(in millions
ofeuros)
Paris CBD
183
270
(87)
+14
+8.3%
878
915
(37)
+1
+0.1%
La Dfense
707
698
+9
(76)
(11.1)%
Western Crescent
1,006
1,022
(16)
0%
Inner Ring
1,148
1,122
+26
(3)
(0.2)%
Outer Ring
36
38
(2)
(6)
(15.8)%
3,958
4,065
(107)
(70)
(1..8)%
38
45
(7)
(5)
(11.9)%
3,996
4,110
(114)
(75)
(1.9)%
Sub
btota
al for the le-de--France regiion
n
Regional
TOTAL
48
Change on a
like-for-like
basis
(as %)
Valuation
including
duties (1)
Valuation
excluding
duties(2)
(in millions of
euros)
(in millions of
euros)
Net rate of
return, excl.
duties(3)
Average
price /m2(4)
Paris
306
292
6.2%
9,902
La Dfense
206
194
8.0%
4,482
1,051
1,004
6.5%
8,018
Inner Ring
353
347
6.5%
4,770
Outer Ring
38
36
11.4%
1,236
1,954
1,873
6.7%
6,252
40
38
8.7%
1,681
1,994
1,911
6.7%
5,932
524
515
n/a
n/a
2,518
2,426
Western Crescent
Tota
al fo
or the le-de-Fra
ance region
Regional
TOTAL
Property reserves and projects under development(5)
TOTAL
(1) Valuation (including duties) of oce assets established from the average of surveyed values as at 31 December 2012.
(2) Valuation (excluding duties) of Oces France established from the average surveyed values as at 31 December 2012 (after deducting fees and lump-sum
legal expenses calculated by the surveyors).
(3) Net annualised rents for rented oor areas added to potential net rents of vacant oor areas at the market rental value related to the surveyed value excl.
duties of the rentable oor areas.
(4) Established in relation to valuation value excluding duties.
(5) Mainly includes the EQHO Tower.
(*) Reversion potential: dierence ascertained between the market rental value of the rented space and the annual rent net of unrecoverable charges for the same
space (expressed as a percentage of net rent). The reversion potential as calculated above is established without taking into consideration the schedule of
repayments of the leases and is not subject to discounting.
49
(as %)
Paris (75)
769
48.9%
Saint-Denis (93)
164
10.5%
Aubervilliers (93)
637
40.6%
1,570
100%
TOTAL
The value of the parks located in Seine-Saint-Denis (93) accounts for about 51% of the total value of the Business Parks, with those
located in Paris accounting for the remaining 49% (Parc du Pont de Flandre and Parc du Millnaire).
Return on assets and reversion potential
Valuation
including
duties
Valuation
excluding
duties
(in millions
ofeuros)
(in millions
ofeuros)
Net rate of
return, excl.
duties
Average
price /m2
421
400
7.3%
4,417
706
669
8.7%
2,130
Parc du Millnaire
344
324
6.7%
4,853
28
26
8.3%
1,621
1,499
1,419
7.8%
2,911
153
151
n/a
n/a
1,652
1,570
Parc le Mauvin
TOTAL
Property reserves and projects under development(1)
TOTAL
(1) Mainly includes property reserves and projects under construction (including the Portes de Paris park: lot E building 302 and Millnaire 3 and 4).
Value of property
assets
(in millions of euros)
the latest transactions carried out in the sector and therefore not
incorporating the future development of parks.
3.1.3.
Change
on a likefor-like
basis
(in %)
of euros)
(as %)
+4.4
+1.0%
+2.8
+0.6%
1,514.2
+407.5
+30.9%
+34.1
+2.6%
1,951.3
+411.9
+23.5%
+36.9
+2.1%
Change on
a like-forlike basis
Change
31/12/2012
31/12/2011
restated(1)
441.5
437.1
1,724.5
1,317.0
2,166.0
1,754.1
31/12/2011
(in millions
of euros)
437.1
(197.2)
(197.2)
Restatements(1)
(1) The Oces in Levallois-Perret, the CERS, the Cap Breton hotel and the crche in Blagnac were reclassied from the Healthcare Division to the Oces Division
as at 31 December 2012 and, due to homogeneity concerns, the gures from 31 December 2011 were adjusted to take this new classication into account.
Consequently, as at 31 December 2012, the Healthcare Division only consists of assets owned by Icade Sant.
50
Change on a
like-for-like
basis
Change
Change on a
like-for-like
basis
31/12/2011
(in millions
of euros)
Change
31/12/2012
(in %)
(in millions
ofeuros)
Shopping centres
319.4
317.0
+2.4
+0.8%
+0.8
+0.2%
Icade Bricolage
122.1
120.1
+2.0
+1.7%
+2.0
+1.7%
441.5
437.1
+4.4
+1.0%
+2.8
+0.6%
TOTAL
(as%)
Return on assets
Valuation
including
duties
Valuation
excluding
duties
(in millions
ofeuros)
(in millions
ofeuros)
Net rate of
return, excl.
duties
Average
price /m2
6.1%
3,198
Inner Ring
202
190
5.5%
6,374
Outer Ring
7.5%
744
Regional
248
240
6.7%
1,362
TOTAL
462
442
6.2%
2,068
51
(as%)
Inner Ring
70
4.1%
Outer Ring
309
17.9%
Tota
al le
e-d
de-France reg
gion
379
22
2.0%
Regional
1,346
78.0%
TOTAL
1,725
100%
Return on assets
Valuation
including
duties
Valuation
excluding
duties
(in millions
ofeuros)
(in millions
ofeuros)
Net rate of
return, excl.
duties(1)
Average
price /m2
1,817
1,725
6.9%
2,208
n/a
n/a
1,817
1,725
(1) Annualised rent net of non-recoverable charges for assets related to their surveyed value excl. duties, supplemented where necessary by additional rent
contracted if work is carried out.
The net return on the clinics portfolio was 6.9% as at 31 December 2012 (compared with 6.8% at the end of 2011).
3.1.4.
Value of property
assets
Change
Change on a
like-for-like
basis
31/12/2011
restated
31/12/2011
(in millions
ofeuros)
Change
31/12/2012
(in%)
(in millions
ofeuros)
Warehouses
197.4
247.3
247.3
(49.9)
(20.2)%
(44.1)
(18.5)%
Offices in Germany
233.0
304.5
304.5
(71.5)
(23.5)%
(18.0)
(7.3)%
Residential
256.9
311.8
311.8
(54.9)
(17.6)%
(11.4)
(4.3)%
NON-STRATEGIC
687.3
863.6
863.6
(176.3)
(20.4)%
(73.5)
(9.8)%
3.1.4.1. Warehouses
The market value of the warehouse assets was assessed at
197.4 million euros excluding duties at 31 December 2012
compared with 247.3 million euros at 31 December 2011,
representing a downward change of -49.9 million euros (-20.2%).
Following the increase in return and discount rates as at 30 June
2012, a further fall in value was observed at 31 December, resulting
52
Change on a
like-for-like
basis
(as %)
Return on assets
Valuation
including
duties
Valuation
excluding
duties
(in millions
ofeuros)
(in millions
ofeuros)
Net rate of
return, excl.
duties
Average
price /m2
10
17.0%
335
Regional
190
188
12.3%
352
TOTAL
200
197
12.5%
351
Return on assets
Valuation
including
duties
Valuation
excluding
duties
(in millions
ofeuros)
(in millions
ofeuros)
Net rate of
return, excl.
duties
Average
price /m2
181
174
8.3%
1,717
61
59
n/a
n/a
242
233
(1) Includes land (Arnulfstrasse 61 in Munich, Mercedesstrasse in Dsseldorf, Hohenzollerndamm and Salzufer in Berlin) and the Turlenstrasse development
project in Stuttgart.
3.1.5.
53
54
3.2.
VALUATION OF PROPERTY
DEVELOPMENT AND SERVICES
BUSINESSES
31/12/2012
31/12/2011
470.4
475.2
(1.3)
(0.4)
Other adjustments
(42.4)
(48.2)
Equity value
426.7
426.6
Company value
Net debt
(+)
(+)
(+)
3.3.
The EPRA single Net Asset Value (NAV) was calculated on the
basis of the shareholders equity established according to the
IFRS standards, the following items being added or subtracted:
55
The EPRA triple net NAV is the simple net EPRA NAV minus the
following items:
(+/-) the consideration of the positive or negative effects of
emphasizing the cash flow hedge instrument market,
accounted for in the consolidated shareholders equity in
IFRS standards;
(+/-) the positive or negative effects of converting the fixed-rate
financial debts not taken into account under IFRS standards
into market value (pursuant to IFRS, derivative financial
instruments are shown on the balance sheet and financial
debts are accounted for at cost) ;
3.4.4.
3.4.5.
(-)
3.4.
3.4.1.
56
3.4.6.
31/12/2012
30/06/2012
31/12/2011
(1)
2,652.9
2,672.6
2,738.3
(2)
7.4
0.0
0.0
(3)
1,495.4
1,523.0
1,504.7
(4)
58.4
24.9
71.0
(5)
12.9
8.0
30.8
(6)
172.7
172.4
163.5
4,399
9.7
4,400.8
4,50
08.3
EPR
RA siing
gle net NAV Group share
(8)
(172.7)
(172.4)
(163.5)
(9)
(23.1)
(26.9)
(18.5)
(10)
(1.7)
(3.5)
(4.4)
(11)
(10.6)
(7.6)
(7.6)
(12)
(1.5)
(1.8)
(1.8)
4,190
0.1
4,188.7
4,31
12.5
51.9
51.8
51.6
(7)/n
84
4.7
84.9
87.5
Sing
gle nett EPRA NAV per share
(in Group share - fully diluted in euros)
Annual growth
(3.1)%
(13)/n
80
0.7
80.8
Annual growth
83.7
(3.6)%
(1) The reduction in unrealised capital gains is due to the impact of the undistributed prot for 2011 taken into account in the calculation on the capital of
development companies.
(2) The fall in unrealised capital gains is due to the disposal of IRS.
57
EPR
RA trriple net NAV, Group share ass att 31/12/2011
(in euros per share)
83
3.7
(3.7)
+1.0
(0.2)
+0.9
(0.2)
(0.3)
(0.3)
(0.1)
Others
(0.1)
EPR
RA trriple net NAV, Group share ass att 31/12/2012
80
0.7
EPRA triple net NAV fell 3.6% over the course of 2012.
Rationalisation of this change should be considered in light of
the fact that changes in asset value can impact two lines: both
4. Financial resources
In response to general market uncertainty in the liquidities
segment and to changes in banking market constraints, Icade has
developed innovative financing solutions with financial partners.
This approach has led the Company to anticipate all the combined
needs of Icade and Silic, by signing new block funding of 1,550
million euros in July 2012, with a pool of seven banks. This is
divided into three tranches:
58
4.1.
LIQUID ASSETS
DEBT STRUCTURE AS AT
31 DECEMBER 2012
4.2.1.
Nature of debt
The credit lines have an average spread of 210 base points and
an average term of 4.6 years.
4.2.
DEBT MATURITY
(in millions of euros)
800
635
700
575
600
500
463
431
364
400
295
300
129
200
45
43
2019
2020
100
0
2013
2014
2015
2016
2017
2018
2021 and
subsequent years
59
Fixed rate
13%
Hedged
variable rate
Non-hedged
variable rate
79%
8%
60
1,500
1,250
1,000
1,189
923
892
750
500
250
312
220
55
47
142
0
2013 2014 2015 2016 2017 2018 2019 2020 2021
and subsequent
years
Given the financial assets and the new hedges set up, the net position is given in the following table:
Financial
Assets(*)
(a)
31/12/2012
(in millions of euros)
Fixed
Rate
Financial
Liabilities(**)
(b)
Net exposure
before hedging
(c) = (a) - (b)
Variable
Rate
Fixed
Rate
Variable
Rate
Fixed
Rate
Variable
Rate
851.9
29.3
481.3
(29.3)
77.1
2,296.2
282.2
388.5
851.9
Rate hedging
instrument
(d)
Fixed
Rate
Net exposure
after hedging
(e) = (c) + (d)
Variable
Rate
Fixed
Rate
Variable
Rate
370.6
433.3
(29.3)
803.9
(77.1)
(2,296.2)
1,568.2
(77.1)
(728.0)
223.0
(282.2)
(223.0)
311.6
(282.2)
88.7
3,000.5
(388.5)
(2,148.5)
2,313.1
(388.5)
164.5
(*) Current and non-current nancial assets and cash and cash equivalents.
(**) Gross nancial debt.
4.3.
FINANCIAL STRUCTURE
4.3.1.
61
!"#$';'!?;@
The ratio of interest hedging by operating income (corrected for depreciation) was 3.52x over 2012. This ratio decreased in comparison
with previous years (3.77x in 2011), considering the decrease in operating profit and the rise in interest rates over the year. Compared
with EBITDA, this ratio works out as 3.58x.
;?J;?X!?;@"
Z
Z
Z
Z
(1)
40.0%
Net financial debt/net asset value including development and service companies
37.2%
37.4%
3.52x
3.77x
39.8% / 38.4%
@[?"?\X
Covenants
Z
Z
Maximum
39,8%
Minimum
>2
3.52x
Minimum
55,57%
Minimum
Maximum
33%
16.52%
Surety on assets
Maximum
8.4%(4)
(1)
LTV
ICR
CDC control
(2)
;"@!;J?X?J;?X;]@!^?;@ ......................................................... 64
63
Chapter 2
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=
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$
!
!
!
$_\?@\\==
!=!
$
!
!$=
=
|\\_!
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' !$\_!?@\? }\?@\{@
!
!
$_\?@\@==
!=!
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64
65
Consolidated
nancial statements
Consolidated income statement ....................................................... 68
Consolidated balance sheet ................................................................ 69
Consolidated cash _ow statement .................................................... 71
Consolidated statement of change in equity and reserves ........ 72
Notes to the consolidated nancial statements ........................... 74
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
66
15.
16.
17.
18.
19.
20.
21.
22.
23.
24.
25.
26.
27.
28.
29.
30.
31.
32.
33.
34.
35.
36.
37.
38.
39.
67
Turnover
Other operating income associated with the activity
Financial operating income associated with the activity
Income from operating activities
Purchases used
Outside services
Tax, duty and similar payments
Personnel charges, profit sharing and share incentive scheme
Other business related charges
Cha
argess on operating activities
EBITDA
Depreciation charges net of investment grants
Charges and reversals related to loss in value on tangible, financial
and other current assets
Profit/loss from disposals
Depreciation of goodwill and intangible assets
OPERATING PROFIT
Gross cost of indebtedness
Income from cash and cash equivalents
Cost of net debt
Other financial income and charges
FINANCIAL PROFIT/LOSS
Share in profit/loss of companies consolidated by the equity method
Profit tax
Profit/loss from discontinued activities
NET PROFIT
Profit/loss: Share of non controlling interests
Net pro
ofit: Group share
e
Net income, Group share per share (in euros)
of which net earnings per share, Group share, from discontinued activities
Number of shares used in the calculations
Net income, Group share per share after dilution (in euros)
of which net earnings per share, Group share, from discontinued activities
Number of shares used in the calculations
Net profit/loss for the period
Other elements of net overall profit:
Financial assets available for sale
*changes in fair value recognized directly in equity
*transfer to profit/(loss) of instruments that do not qualify for hedge accounting
Conversion differentia
Cash flow hedging
*changes in fair value recognized directly in equity
*transfer to profit/(loss) of instruments that do not qualify for hedge accounting
Actuarial differences and adjustments to the limitation of assets
Tax on elements directly recognised in shareholders equity (1)
Other adjustments
Total overall profit/loss recognized as capital and reserves
- of which transferred to net profit/loss
Total overall profit/loss for the period
- Share of minority interests
- Group share
Notes
31/12/2012
31/12/2011
3-4
1,499.3
5.5
1.5
1,506.3
(810.4)
(111.1)
(26.5)
(167.6)
(6.2)
(1,12
21.8)
384.5
(176.8)
1,492.0
3.3
1.7
1,497.0
(793.7)
(145.2)
(24.6)
(173.9)
(4.1)
(1,14
41.5)
355.5
(148.6)
(85.7)
80.8
(1.6)
201.2
(109.5)
2.1
(107.4)
5.8
(101.6)
(0.7)
(37.2)
61.7
9.0
52.7
1.02
51,727,115
1.02
51,795,086
61.7
(32.3)
63.7
238.3
(105.4)
2.9
(102.5)
5.3
(97.2)
1.0
(44.1)
98.1
5.1
93.0
1.80
51,655,339
1.80
51,695,635
98.1
(12.0)
(18.6)
6.6
(12.0)
49.7
9.0
40.7
(32.8)
(36.7)
3.9
(32.8)
65.3
5.1
60.2
4
3
3
5
6
7
28
28
(1) Taxes on variations in fair value in securities available for sale and on hedging future cash ows are zero for nancial years 2011 and 2012.
68
31/12/2012
31/12/2011
Goodwill
77.2
79.7
5.8
7.3
10
121.5
129.4
10
4,820.4
4,878.1
11
2.5
2.7
Equity-accounted securities
36
1.3
12 - 25
5.1
9.8
14.8
20.9
5,047.3
5,129.2
13
692.3
628.4
Accounts Receivable
14
584.2
516.5
15
18.8
22.1
10.5
6.9
Tax receivables
Miscellaneous receivables
16
383.0
424.6
11
0.8
0.1
17 - 25
407.5
38.3
18
443.6
414.3
19
214.9
99.4
2,755.6
2,150.6
TOTAL ASSETS
7,802.9
7,279.8
69
LIAB
BILITIE
ES
31/12/2012
31/12/2011
79.3
79.3
1,303.9
1,303.4
(22.0)
(36.1)
Revaluation reserves
(173.3)
(164.0)
Other reserves
1,412.3
1,462.7
52.7
93.0
Notes
Capital
Premiums
Treasury shares
20
2,652.9
2,738.3
21
310.7
1.7
2,963.6
2,740.0
22 - 29
42.5
42.3
23
2,878.4
2,575.2
3.4
9.6
9.2
25
219.8
188.2
3,153.7
2,814.9
SHAREHOLDERS EQUITY
Non-current provisions
Long-term financial borrowings
Tax payable
Deferred tax payable
Other non-current liabilities
TOTAL NON-CURRENT LIABILITIES
Current provisions
22
16.8
22.6
23
510.6
423.9
7.2
20.0
550.2
498.8
Tax payable
Trade payables
70
15
8.1
1.1
24
549.6
657.5
25
18.1
11.4
19
25.0
89.6
1,685.6
1,724.9
7,802.9
7,279.8
II
III
31/12/2012
31/12/2011
61.7
262.3
0.4
12.6
(82.7)
(1.9)
0.7
(0.8)
252.3
103.0
37.2
392.5
(117.4)
(49.4)
(147.2)
78.5
98.1
170.8
(1.5)
9.7
(53.2)
(20.5)
2.6
(0.4)
20
05.6
116.3
44.1
36
66.0
(118.4)
(23.0)
(3.5)
221.1
(425.6)
226.8
(2.2)
4.5
(196.5)
(726.2)
192.3
0.9
3.8
(529.2)
(0.8)
0.1
19.1
(34.7)
38.1
(11.6)
1.4
(7.5)
(204.0)
(2.2)
12.6
0.2
0.4
30.1
(499.1)
0.5
357.7
11.7
-
(192.6)
(3.9)
14.3
176.0
903.0
(580.4)
(338.3)
(15.7)
160.3
34.8
342.7
377.5
443.6
(66.1)
377.5
(170.6)
(4.6)
1.4
(162.1)
576.2
(467.3)
76.7
18
85.6
23.5
(254.5)
597.2
342.7
414.3
(71.6)
342.7
71
Capital
Issue
premium
and
merger
premium
Cash flow
hedging
net of
corporate
tax
Securities
available
for sale
At 1 January 2012
79.3
1,303.4
(163.4)
(0.6)
1,519.6
2,738.3
1.7
2,740.0
(18.0)
(18.0)
(0.6)
(18.6)
transfer to profit/(loss)
of instruments that do
not qualify for hedge
accounting
6.6
6.6
(0.1)
6.5
(0.5)
(0.5)
(0.5)
0.6
0.6
0.6
Tota
al ch
han
nges recogniz
zed
dire
ectly
y in
n reserve
acco
ounts (I)
(11.4)
0.1
(11.3)
(0.7)
(12.0)
ofit/
/(loss) (II)
Net pro
52.7
52
2.7
9.0
61.7
al re
eco
ognized incom
me
Tota
and exp
pen
nses (I) + (II)
(11.4)
0.1
52.7
41
1.4
8.3
49.7
(192.6)
(192.6)
(8.7)
(201.3)
2.0
46.8
48.8
308.9
357.7
Capital increase
0.5
0.5
0.5
Reduction in capital
14.4
14.4
14.4
2.1
2.1
0.5
2.6
79.3
1,303.9
(172.8)
(0.5)
1,443.0
2,652.9
310.7
2,963.6
Other
reserves
Total
shareholders
equity Group
share
Non
controlling
interests
Total
shareholders
equity
Treasury shares
(2)
Others(3)
At 31 December 2012
(1) The negative changes in cash ow hedges relate to the low medium and long-term interest rates at 31 December 2012, which went down compared to those
seen on 31 December 2011.
(2) As at 31 December 2012, Icade held 236,229 treasury shares valued at 22.0 million.
(3) This item notably includes up to 2.5 million worth of the positive impact, on reserves, from conditional stock options.
72
Capital
Issue
premium
and
merger
premium
Cash flow
hedging
net of
corporate
tax
Securities
available
for sale
At 1 January 2011
79.0
1,374.6
(130.6)
(0.6)
1,510.8
2,833.2
0.8
2,834.0
(36.7)
(36.7)
(36.7)
transfer to profit/(loss)
of instruments that do
not qualify for hedge
accounting
3.9
3.9
3.9
Tota
al ch
han
nges recogniz
zed
dire
ectly
y in
n reserve
acco
ounts (I)
(32.8)
(3
32.8)
(3
32.8))
Net pro
ofit/
/(loss) (II)
93.0
93.0
5.1
98.1
Tota
al re
eco
ognized incom
me
and exp
pen
nses (I) + (II)
(32.8)
93.0
60.2
5.1
65.3
3
(170.6)
(170.6)
(3.7)
(174.3)
Variation in percentage
interest
(0.5)
(0.5)
0.3
19.3
(7.8)
11.8
11.8
Reduction in capital
(90.5)
90.5
Treasury shares(3)
1.4
1.4
1.4
2.3
2.3
2.3
79.3
1,303.4
(163.4)
(0.6)
1,519.6
2,738.3
1.7
2,740.0
Other
reserves
Total
shareholders
equity Group
share
Non
controlling
interests
Total
shareholders
equity
Capital increase(2)
Others
(4)
At 31 December 2011
(1) The negative changes in cash ow hedges relate to the low medium- and long-term interest rates at 31 December 2011 which were also lower than the same
date the previous year.
(2) Increases in capital related to the exercise of stock subscription options stood at 11.8 million.
(3) As at 31 December 2011, Icade held 456,229 treasury shares valued at 36.1 million.
(4) This item notably includes up to 2.2 million worth of the positive impact, on reserves, from conditional stock options.
73
STANDARDS APPLIED
1.2.
74
1.3.
CONSOLIDATION METHODS
1.4.
1.5.
SECTOR INFORMATION
1.6.
Turnover
The Groups revenues comprise four types of income:
sale of goods;
provision of services.
75
Provision of services
Rental income is recorded by the straight line method over the firm
terms of the leases. Consequently, any particular provisions and
benefits specified in the leases (exemptions, payment holidays,
key money) are spread over the fixed term of the lease, without
taking indexing into account. The reference period used is the
first firm term of the lease.
Rental charges re-invoiced to tenants are deducted from the
corresponding charges accounts and excluded from revenues.
Income from finance leases includes financial rent from property
assets leased within the framework of operations conducted with
public partners. Financial rent is accounted for on the basis of
a formula translating a constant periodic rate of return on the
lessors net investment in the finance lease contract.
Building lease contracts may be qualified as ordinary lease
contracts or direct financing lease contracts according to the
risks and benefits retained by the lessor.
Building leases relating to land are generally qualified as ordinary
lease contracts, firstly because of the retention of the land by the
lessor following the period of the lease and secondly because of
the indefinite economic lifetime of land.
The income from building lease contracts is booked according
to whether the building lease is qualified as an ordinary lease or
as a direct-financing lease.
Building contracts and off-plan sales
Revenues are recognized in line with progress.
Revenues accounted for during the year corresponds to the
estimated final forecast turnover for the operation recorded
pro rata to the progress of works, accrued at the end of the year,
less any turnover accounted for in previous years in respect of
operations already in the construction phase at the beginning
of the year.
Recognition of revenues in line with progress relates only to
plots sold and commenced on signature of the notarized deed.
76
1.7.
Sale of goods
1.8.
INTANGIBLE ASSETS
Intangible assets whose useful lives can be determined are amor tized by the straight line method over their forecast
useful lives.
Intangible assets
Contracts and customer relations acquired
Useful life
Depreciation method
Duration of contracts
Straight line
1 to 3 years
Straight line
Others(1)
(1) Other intangible assets consist primarily of software.
1.9.
Any public investment grants received are deducted from the value
of the corresponding assets. These are therefore accounted for
as income over the useful life of the asset depreciable by means
of a reduction in the depreciation charge.
Offices
Housing
Warehouses
and business
premises
Health
40 - 60
50
15
80
100
60
50
30
80
30
30
25
20
20 - 40
20 - 25
10 - 25
25
10 - 15
20 - 35
Internal fittings
10 - 15
10 - 15
15 - 25
10 - 15
10 - 20
Specific equipment
10 - 30
10 - 30
15 - 25
10
20 - 35
Haussmann
building
Other
properties
100
Components
External structures
The useful lives are revised at the end of each year, particularly
in respect to investment properties which are the subject of a
refurbishment decision.
77
For the Group, only assets meeting the above criteria and subject
to a formal disposal decision at the appropriate management level,
or failing that, the General Meeting, are classified as non-current
assets held for sale. The accounting consequences are as follows:
78
1.12. LEASES
Within the framework of its business activities, the Group uses
assets taken or given under leases.
These leases are subject to analysis in the light of the situations
described and indicators provided in IAS 17 in order to determine
whether they are ordinary leases or direct financing leases.
Direct financing leases are leases which transfer virtually all the
risks and benefits of the assets concerned to the lessee. All leases
which do not match the definition of direct financing lease are
classified as ordinary leases.
Securities available for sale are accounted for at their fair value
on the closing date. For shares of listed companies, the fair value
is determined on the basis of the stock market quotation on the
closing date in question. For unlisted companies, the fair value
is determined using recognized valuation techniques (reference
to recent transactions, discounting of future cash flows, etc.).
Exceptionally, certain securities, which do not have a price quoted
on an active market and whose fair value cannot be assessed
reliably, are valued at cost.
1.16. STOCKS
Inventor y and work in progress are accounted for at their
acquisition or production cost. At each close, it is valued at its
production cost or net realization value whichever is lower.
The net realization value represents the estimated selling price in
the normal course of business, less expected costs to complete
or realize the sale.
79
1.21. PROVISIONS
A provision is accounted for as soon as there is a current Group
obligation to a third party, resulting from past events, the extinction
of which should result in an outflow of resources representing
economic advantage for the Group, the value of which can be
estimated reliably. If the date of realization of that obligation
is beyond one year, the amount of the provision is subject to a
discounting calculation, the effects of which are recorded under
financial profit/loss.
All kinds of identified risks, particularly operational and financial
risks, are monitored on a regular basis, which enables the amount
of provisions considered necessary to be decided.
80
discount rates;
mortality tables;
Employee shareholding
The provision for the employee profit sharing scheme is determined
in accordance with a current Group agreement.
1.26. TAX
The eligible companies of the Icade Group benefit from the
SIIC tax regime specific to property companies (Listed Property
Investment Companies); the other companies within the Group
apply the common law regime.
81
Deferred taxes
82
Foreword
Silic
Following the signature of a non-binding protocol agreement
on 13 December 2011 between the Caisse des Depots (CDC),
Icade and Groupama, Icade and the CDC issued 22 December
2011 made Groupama a firm offer which was accepted on
30 December 2011.
The combination between Icade and Silic is structured in three
stages:
(i)
for the exchange offer: the parity is the same as the parity for
the contributions, i.e. five Icade shares issued for four Silic
shares contributed (2011 dividend attached or detached
in both cases); and
83
Disposals in Germany
Services
Property investment
2.2.
Main changes
84
Property investment
Development
The equity interest in Sci Retail Park Nimes, held by Icade
Promotion, relating to an off-plan project, was sold in November
2011.
Services
The sale of its Spanish subsidiaries, Fincas Anzizu in January 2011
and Resa in December 2011, confirm the Groups disengagement
from international business, in Services.
3. Operating segments
31/12/2012
Property
investment
Development
Services(2)
Others
Intra-group
interbusiness
eliminations
399.7
1,070.7
62.8
6.4
(40.3)
1,499.3
(2.7)
(60.4)
(1.1)
(1.9)
(40.7)
(106.8)
402.4
1,131.1
63.9
8.3
0.4
1,606.1
323.0
68.9
5.2
(5.5)
(7.1)
38
84.5
(173.3)
(1.5)
(0.8)
(3.0)
1.8
(176.8)
(89.3)
(26.4)
(1.4)
(117.1)
Nonassignable
Total
INCO
OME STATEMENT
Consolidated turnover
EBIT
TDA
A
Amortization and depreciation
net of investment grants
Impairment of assets(1)
Reversal of impairment of assets
18.1
11.2
0.4
0.1
29.8
59.4
(0.3)
20.5
1.2
80.8
137.9
51.9
3.4
12.1
(4.1)
201.2
(0.7)
(0.7)
(107.4)
(107.4)
Operating profit
Share in equity-accounted companies
Cost of net debt
Other financial income and
charges
5.8
5.8
Income tax
(37.2)
(37.2)
61.7
359.7
2.7
0.9
1.3
0.1
364.7
Net profit
BAL
LANCE
E SHEET
Acquisition of intangible and tangible
assets and investment properties
Holdings in equity-accounted
companies
Segment assets
5,410.5
1,237.3
119.8
29.9
(94.3)
6,703.2
1,099.7
1,099.7
Total assets
7,802.9
165.6
882.7
96.0
28.1
(5.2)
1,167.2
3,672.0
4,839.2
(422.8)
(0.5)
(0.9)
(1.4)
(425.6)
225.9
0.2
0.7
226.8
Segment liabilities
3,672.0
CAS
SH FLO
OW
Tangible and intangible investments
and investment properties
Disposal of tangible and intangible
assets and investment properties
I.
The other non-sector assets comprise current and non-current nancial assets and derivatives, current and non-current deferred tax assets, cash and cash
equivalents and assets held for sale.
II. The other non-sector liabilities comprise current and non-current nancial debts and derivatives, tax debts and other current and non-current nancial
liabilities.
(1) The losses of value on assets mainly concerned investment buildings including the EQHO tower, the PB5 tower (formerly named the SCOR tower) and
warehouses.
(2) As of 31 December 2012, the reduced contribution of services to the income statement (revenue and EBITDA) and of sector assets and liabilities, is mainly
related to the disposal of Icade Rsidences Services, which occurred at the end of February 2012.
The income from the sale of Icade Rsidences Services was recognised in the others sector.
85
31/12/2011
Others
Intra-group
interbusiness
Non
assignable
Total
110.1
0.2
(88.6)
1,492.0
(43.2)
(0.8)
(1.0)
(88.2)
(136.5)
367.3
1,149.5
110.9
1.2
(0.4)
1,628.5
287.7
82.0
10.2
(3.5)
(2
20.9)
35
55.5
(143.6)
(1.2)
(1.2)
(3.9)
1.3
(148.6)
(38.8)
(23.4)
(0.6)
(2.5)
(65.3)
18.8
11.3
0.4
2.5
33.0
51.7
8.3
0.5
0.3
2.8
63.7
175.8
77.1
9.3
(7.1)
(16.8)
238.3
1.0
1.0
(102.5)
(102.5)
5.3
5.3
Income tax
(44.1)
(44.1)
98.1
725.4
0.4
1.0
2.3
(16.5)
712.6
Property
investment
Development
Services
364.0
1,106.3
(3.3)
INCO
OME STATEMENT
Consolidated turnover
EBIT
TDA
A
Amortization and depreciation
net of investment grants
Impairment of assets
(1)
Operating profit
Share in equity-accounted
companies
Net profit
BAL
LANCE
E SHEET
Acquisition of intangible and tangible
assets and investment properties(3)
Holdings in equity-accounted
companies
1.3
1.3
5,493.4
1,151.5
124.3
17.6
(100.7)
6,686.1
593.7
593.7
Total assets
7,279.8
191.0
915.7
111.9
23.7
(20.0)
1,222.3
3,317.5
3,317.5
4,539.8
(721.5)
(0.8)
(1.0)
(2.9)
(726.2)
193.8
0.1
(1.6)
192.3
Segment assets
Segment liabilities
CAS
SH FLO
OW
Tangible and intangible investments
and investment properties
Disposal of tangible and intangible
assets and investment properties
I.
II.
(1)
(2)
(3)
86
The other non-sector assets comprise current and non-current nancial assets and derivatives, current and non-current deferred tax assets, cash and cash
equivalents and assets held for sale.
The other non-sector liabilities comprise current and non-current nancial debts and derivatives, tax debts and other current and non-current nancial
liabilities.
Impairments on assets relate mainly to investment properties, including the SCOR building.
The proceeds from the disposal of commercial property is mainly composed of disposals of homes and shops as well as the sale of SARL Breton.
The increase in sector assets over 2011 mainly relates to property development and corresponds principally to the acquisitions of clinics and related works in
the amount of 460 million and to restructuring work on the EQHO tower in the amount of 103 million.
31/12/2011
77.2
79.7
5.8
7.3
121.5
129.4
4,820.4
4,878.1
Equity-accounted securities
692.3
628.4
584.2
516.5
18.8
22.1
383.0
424.6
6,703.2
6,686.1
1,099.7
593.7
7,802.9
7,279.8
59.3
64.9
8.1
1.1
550.2
498.8
Miscellaneous payables
549.6
657.5
1,167.2
1,222.3
6,635.7
6,057.5
7,802.9
7,279.8
SEG
GMENT
T ASSETS
Goodwill
Intangible assets
Tangible assets
Investment property
Europe
31/12/2012
31/12/2011
31/12/2012
31/12/2011
Non-current assets
4,867.5
5,076.9
179.8
52.3
Turnover
1,482.9
1,467.8
16.4
24.2
87
4. Elements of EBITDA
4.1.
REVENUE
31/12/2012
31/12/2011
396.8
361.8
1,000.3
979.5
100.9
147.9
1.3
2.8
1,499.3
1,492.0
(1)
4.2.
4.2.1.
Basis of determination of
88
Warehouses and
business premises
Housing
Offices
Lessees revenue
Health
Tacit renewal or
renewal offer with
increase in rent
Renewal offer 6
months before
expiry of 3 year
term
Indexation clauses
Cost of
construction index
and service-sector
activities rent
index
Cost of construction
index and index on
commercial premises
upon request from the
lessee
Cost of construction
index (ICC), index on
commercial rents (ILC)
and composite index
(ICC/ILC)
Term
6 years renewable by
tacit agreement
Leases for
3/6/9/12 years
maximum
4.2.2. Direct nancing leases and ordinary leases (lessors point of view)
(in millions of euros)
31/12/2012
31/12/2011
582.7
582.7
Rents due
112.0
90.3
22.1
21.7
94.1
92.8
354.5
377.8
C=A-B
47
70.7
49
92.4
86.7
69.4
E=C-I-D-F
181.1
198.7
Impact of non-discounting
(10.4)
(6.6)
12.8
12.8
16.8
16.6
59.5
59.0
124.2
126.9
H=C-D-E-F-G
20
00.5
21
18.1
213.3
230.9
43.9
43.9
89
31/12/2012
31/12/2011
Direct financing leases signed but for which the investment was
not made at the closing date
Total gross initial investment in the lease
Rents due
C=A-B
E=C-I-D-F
Impact of non-discounting
H=C-D-E-F-G
31/12/2012
31/12/2011
379.6
344.3
17.2
17.5
39
96.8
36
61.8
0.6
7.2
(9.9)
(12.9)
(33.2)
(31.9)
Net ren
ntall income
35
53.7
31
17.0
344.3
320.1
1,032.3
918.0
793.7
719.0
2,171.0
1,957.1
Grosss in
nve
estment in th
he lease at clo
osin
ng date
Financial income acquired at closing date
Accrued financial income not acquired at closing date
Tota
al disco
ounted value
e of minimum
m pa
ayments receiva
able
Net investment in the lease
Tota
al re
enta
al income
of which conditional rent
Rental charges not reinvoiced
Other property charges(1)
(1) Other property charges correspond to charges incumbent on the owner and mainly consist of charges related to the upkeep, repair and maintenance of
properties, taxes and duty and charges related to property management.
90
4.2.3. Direct nancing leases and ordinary leases (lessees point of view)
31/12/2012
31/12/2011
(21.4)
(32.4)
(74.5)
(56.0)
(71.7)
(87.2)
(16
67.6)
(175.6)
(16.5)
(28.3)
(61.1)
(46.6)
(64.9)
(69.7)
(14
42.5)
(144.6)
31/12/2012
31/12/2011
(10.0)
(25.7)
5.6
30.7
(6.6)
(21.0)
(12.6)
(70.4)
(5.8)
(30.3)
(2
25.0)
(121.7)
31/12/2012
31/12/2011
26.7
32.3
18.8
21.0
7.9
11.3
(0.4)
0.6
17.3
16.6
37.2
14.2
80.8
63.7
Minimu
um rents to be paid
Disccoun
nte
ed value of pa
ayments un
nde
er direct financing
g leases
Straightforward rentals
Rental charges
Revenues from subletting
At less than one year
One to five years
More than five years
Minimu
um rents to be paid under non
n-ccancellable ordinary leasess
The proceeds from the disposal of investment properties relate mainly to sales of offices, homes and shops.
The proceeds from the disposal of consolidated securities relate mainly to the sale of Icade Rsidences Services and the Groups
disengagement from Germany.
91
6. Financial prot/loss
31/12/2012
31/12/2011
(47.9)
(54.1)
(55.1)
(47.4)
(6.5)
(3.9)
(10
09.5)
(10
05.4)
1.5
1.3
0.6
1.6
2.1
2.9
(10
07.4)
(10
02.5)
(0.5)
3.7
0.3
2.6
Income from other financial assets at fair value through profit or loss
0.1
0.8
0.4
0.4
0.0
8.8
5.5
(3.4)
(5.8)
(0.3)
(0.1)
(0.2)
1.5
0.7
(1.6)
(1.8)
5.8
5.3
(101.6)
(97.2)
Cost off ne
et debt
Revenue from securities available for sale
Profit/(loss) from disposals of securities available for sale
Recycling of the change in fair value of securities available for sale
Income from disposals of other financial assets at fair value through profit or loss
FINANCIAL PROFIT/LOSS
92
7. Taxes
7.1.
31/12/2011
(29.2)
(48.5)
(1.9)
Deferred taxes
(6.1)
4.4
(37.2)
(44.1)
Current taxes
Pre-tax earnings
Theoretical tax rate
Theorettical tax charge
e
31/12/2012
98.9
34.43%
(34.1)
pact on
n the theoretiical tax of:
Imp
Permanent differences
(26.0)
31.6
Variation in unrecognised tax assets (including deficits that can be carried over)
(7.3)
(0.8)
0.1
(0.7)
Effe
ectiv
ve tax charge
(37.2)
ectiv
ve tax rate
Effe
37
7.6%
The establishment of the exceptional contribution of 5% of the amount of corporate tax, due temporarily for financial years ending
between 31 December 2011 and 31 December 2013, brings the tax rate under the common law to 36.1%.
93
7.2.
31/12/2011
1.5
1.0
4.2
4.5
5.7
6.3
(10.5)
(9.2)
0.7
2.1
3.6
7.0
5.2
11.7
14.8
20.9
(9.6)
(9.2)
5.2
11.7
Leasing
Others
At 31 December 2012, non-activated losses which could be carried over stood at 82.7 million, excluding the deficits of Compagnie la
Lucette prior to its takeover, while awaiting approval from the tax administration.
8. Goodwill
31/12/2012
Gross value
Impairments
Net value
5.3
(1.3)
4.0
Development
46.4
46.4
Services
24.1
(0.2)
23.9
2.9
2.9
78.7
(1.5)
77.2
Property investment
Others
Goodwill
31/12/2011
Gross value
Impairments
Net value
6.1
(0.2)
5.9
Development
46.6
46.6
Services
27.4
(0.2)
27.2
Goodwill
80.1
(0.4)
79.7
Property investment
A surveyor carried out an impairment test on 31 December 2012 and on 31 December 2011.
The method used by the surveyor for measuring fair value is based on future discounted cash flows. The zero-risk rate used was the
5-month average of the 10-year OAT TEC. The risk premiums applied are specific to each business and take into account developments
in their markets over the 2012 financial year.
The pre-tax discount rates accepted for determining the going-concern value varied from 8.35% to 13.06% during the 2012 financial
year (8.66% to 12.94% during the 2011 financial year) depending on the assets tested.
94
9. Intangible assets
Table of changes
Contracts
and customer
relations
acquired
Others
TOTAL
43.2
25.5
68.7
Increases
1.2
1.2
Capitalized production
Decreases
(2.1)
(2.1)
Other movements
(0.3)
(0.3)
43.2
24.3
67.5
(42.2)
(18.8)
(61.0)
Grosss valu
ue at 31 Dece
ember 2012
2
Depreciation and amortization at 31 December 2011
Increases
(0.2)
(1.8)
(2.0)
Capitalized production
Decreases
2.1
2.1
Other movements
(42
2 .4)
(18.4)
(60
0.8)
(0.2)
(0.2)
(0.4)
Increases
(0.5)
(0.5)
Capitalized production
Decreases
Other movements
(0
0.2)
(0
0.7)
(0
0.9)
6.5
7.3
Increases
0.7
0.7
Capitalized production
Decreases
(2.0)
(1.8)
(2.0)
(0.2)
(0.2)
0.6
5.2
5.8
Dep
precciattion and amo
ortization att 31 December 2012
2
Impairment at 31 December 2011
Imp
pairm
ment at 31 Dece
ember 2012
2
95
Contracts
and customer
relations
acquired
Others
Total
42.4
26.4
68.8
Increases
1.4
1.4
Capitalized production
Decreases
(0.8)
(0.8)
0.8
(0.7)
0.1
(0.8)
(0.8)
43.2
25.5
68.7
(42.2)
(17.2)
(59.3)
Increases
(2.8)
(2.8)
Capitalized production
Decreases
0.8
0.8
0.3
0.3
Other movements
(42.2)
(18.8)
(61.0)
(0.2)
(0.2)
(0.4)
Capitalized production
Decreases
Other movements
(0.2)
(0.2)
(0.4)
9.1
9.1
Increases
1.4
1.4
Capitalized production
Decreases
(2.8)
(2.8)
0.8
(0.4)
0.4
(0.8)
(0.8)
0.8
6.5
7.3
96
Total tangible
assets
Investment
property
of which fixed
assets under
direct financing
leases
Land
Buildings and
other tangible
assets
18.44
-
159.2
1.2
(1.9)
(0.1)
0.2
0.5
0.6
(0.3)
178.1
1.8
(1.9)
(0.1)
(0.1)
5,575.3
382.5
11.5
(168.4)
98.5
(248.9)
(0.2)
309.1
69.8
(2.4)
(71.6)
18.44
158.6
0.8
17
77.8
5,,650.3
30
04.9
Deprreciaatio
on and amortizzation at
31 Decem
mber 2011
Increases
Decreases
Impact of changes in consolidation scope
Fixed assets reclassified to assets held for sale
Other movements
Deprreciaatio
on and amortizzation at
31 Decem
mber 2012
(48.7)
(9.5)
1.8
0.1
(448.7)
(9.5)
1.8
0.1
(592.6)
(165.2)
30.8
8.9
44.5
-
(337.2)
(9.9)
0.3
15.1
(56.3)
(56.3)
(6
673.6)
(31.7)
Impaairm
men
nt at 31 Decembber 2011
Increases
Decreases
Impact of changes in consolidation scope
Fixed assets reclassified to assets held for sale
Other movements
Impaairm
men
nt at 31 Decembber 2012
(104.6)
(68.6)
12.3
4.6
(1
156.3)
(2.9)
0.3
2.7
0.1
Net valu
ue at 31 December 2011
Increases(1)
Capitalized production
Decreases
Impact of changes in consolidation scope
Fixed assets reclassified to assets held for sale
Other movements
Net valu
ue at 31 Decemb
ber 2012
18.44
18.4
4
110.5
(8.3)
(0.1)
(0.1)
0.3
102.3
0.5
0.6
(0.3)
0.8
129.4
(7.7)
(0.1)
(0.1)
0.0
12
21.5
4,878.1
148.7
11.5
(125.3)
107.4
(199.8)
(0.2)
4,,820.4
269.0
59.9
(1.8)
(53.8)
27
73.3
97
Land
Buildings
and other
tangible
assets
18.4
18.4
159.88
1.3
(1.9)
(1.3)
1.3
159.2
2
Tangible
assets under
construction
Total tangible
assets
Investment
property
of which
fixed assets
under direct
financing
leases
2.0
3.5
(5.0)
0.5
180.22
4.8
(1.9)
(1.3)
(3.7)
178.1
1
5,057.5
655.0
36.7
(65.2)
(93.2)
(15.8)
0.3
5,575.3
264.3
60.8
(16.0)
30
09.1
(1) Including 7.7 million in borrowing costs included in the cost of assets during the nancial year.
(2) Including sale of SARL Breton (93.2 million).
Deprreciaatio
on and amortization
at 311 Deccem
mber 2010
Increases
Decreases
Impact of changes in consolidation scope
Fixed assets reclassified to assets held for sale(1)
Other movements
Dep
preciattion and amortization
at 31 De
ece
ember 2011
(43.8)
(10.6)
1.7
0.9
3.1
(43.88)
(10.6)
1.7
0.9
3.1
(480.5)
(137.4)
19.1
2.6
3.6
-
(332.9)
(8.2)
3.9
(48.7))
(48.7
7)
(592.6)
(3
37.2)
Impaairm
mentt at 31 Decembber 2010
Increases
Decreases
Impact of changes in consolidation scope
Fixed assets reclassified to assets held for sale
Other movements
Imp
pairm
ment at 31 Dece
ember 2011
(0.77)
0.7
-
(0.77)
0.7
-
(81.3)
(33.9)
10.6
(104.6)
(2.2)
(1.4)
0.7
(2.9)
18.4
18.4
115.33
(9.3)
0.5
(0.4)
4.4
110.5
5
2.0
3.5
(5.0)
0.5
135.77
(5.8)
0.5
(0.4)
(0.6)
129.4
4
4,495.7
483.7
36.7
(35.5)
(90.6)
(12.2)
0.3
4,878.1
229.2
51.2
0.7
(12.1)
26
69.0
98
Impact on the
net book values
(in millions of euros)
-5.0%
-49.3
-2.5%
-21.5
2.5%
20.7
5.0%
41.4
Net book
value
31/12/2012
Fair value
31/12/2012
Net book
value
31/12/2011
Fair value
31/12/2011
2,137.0
2,426.1
2,135.0
2,370.4
890.2
1,570.3
873.6
1,542.1
1,808.2
2,166.0
1,674.4
1,951.2
454.3
687.3
555.7
863.6
5,289.7
6,849.7
5,238.7
6,727.3
4,820.4
6,304.8
4,878.1
6,260.8
114.5
188.4
121.0
195.4
189.9
191.4
71.6
103.1
165.0
165.0
168.0
168.0
273.3
320.1
269.0
35
54.4
Offices France
Business
Diversification assets (Healthcare and Shopping centres)
Other surveyed assets
Total
of which investment properties
(1)
The ratio of net financial debt to property asset value (Loan To Value) stands at 39.8% at 31 December 2012.
99
Impairments
Net
2.8
(0.3)
2.5
Tota
al no
on--current secu
urities availa
able for sale
2.8
(0.3
3)
2.5
0.8
0.8
Tota
al cu
urre
ent securitie
es available forr sa
ale
0.8
0.8
3.6
(0.3)
3.3
31/12/2011
Gross
Impairments
Net
3.0
(0.3)
2.7
Tota
al no
on--current secu
urities availa
able for sale
3.0
(0.3
3)
2.7
0.1
0.1
Tota
al cu
urre
ent securitie
es available forr sa
ale
0.1
0.1
3.1
(0.3)
2.8
Net
Bala
ance
e att 31 Decemb
ber 2011
2.8
Acquisitions
0.3
Disposals
(0.1)
(0.5)
0.1
Others
0.7
Bala
ance
e att 31 Decemb
ber 2012
3.3
Net
Bala
ance
e att 31 Decemb
ber 2010
Acquisitions
Disposals
18.2
0.6
(16.0)
Others
Bala
ance
e att 31 Decemb
ber 2011
100
2.8
Impairments
Net
0.9
(0.9)
0.2
0.2
4.4
4.4
Others
0.5
0.5
Tota
al otthe
er non-curren
nt financial assetts at amortized cost
6.0
(0.9)
5.1
6.0
(0.9)
5.1
Derivatives
Notes
25
31/12/2011
Gross
Impairments
Net
5.6
(0.8)
4.8
Loans
2.1
2.1
2.3
2.3
Others
0.6
0.6
10.6
(0.8)
9.8
10.6
(0.8)
9.8
Notes
Tota
al otthe
er non-curren
nt financial assetts at amortized cost
Derivatives
Total other non-current financial assets
25
Non-current
financial assets
Bala
ance
e att 31 December 2011
9.8
Acquisitions
2.5
Disposals
(7.1)
Others
Balance at 31 December 2012
(0.1)
5.1
31/12/2012
Less than
one year
(current)
One to
five years
(non-current)
More than
five years
(non-current)
357.1
357.1
Loans
0.3
0.1
0.1
0.1
0.2
4.7
0.3
3.1
1.3
4.4
21.9
21.9
0.5
0.5
0.5
384.5
379.4
3.2
1.9
5.1
31/12/2011
Less than
one year
(current)
One to
five years
(non-current)
More than
five years
(non-current)
8.4
3.6
4.8
4.8
Loans
2.2
0.1
2.0
0.1
2.1
2.5
0.2
0.9
1.4
2.3
8.9
8.9
Others
0.6
0.6
0.6
22.6
12.8
7.7
2.1
9.8
Others
Total other financial assets measured
at amortized cost - net
The receivables attached to investments and other related parties are mainly composed, as of 31 December 2012, of the financing
granted by Icade to Silic for an amount of 350.0 million in principle.
102
31/12/2011
27
77.4
17
70.3
Work in progress
441.6
483.5
5.4
3.9
0.1
Grosss valu
ue
72
24.4
65
57.8
Impairments
(32.1)
(29.4)
Net valu
ue
69
92.3
62
28.4
31/12/2012
31/12/2011
Ope
enin
ng balance
(2
29.4)
(20.4)
(15.2)
(17.0)
6.2
8.0
6.3
(3
32.1)
(29.4)
13.2. IMPAIRMENTS
(in millions of euros)
Others
Clossing
g ba
alance
Gross
Impairments
Net
323.2
(9.0)
314.2
270.0
270.0
593.2
(9.0)
584.2
31/12/2011
(in millions of euros)
Gross
Impairments
Net
254.2
(12.2)
242.0
274.5
274.5
528.7
7
(12.2)
51
16.5
Gross
Impairments
Net
Bala
ance
e att 31 Decemb
ber 2011
528.7
7
(12.2)
51
16.5
64.2
2.8
67.0
0.3
0.4
0.7
Bala
ance
e att 31 Decemb
ber 2012
593.2
(9.0)
584.2
Gross
Impairments
Net
Bala
ance
e att 31 Decemb
ber 2010
544.7
7
(14.4)
53
30.3
(12.1)
2.2
(9.9)
(3.9)
(3.9)
528.7
7
(12.2)
51
16.5
As of 31 December, the analysis of the payment schedule of trade receivables and related accounts is as follows:
Total
< 30 days
30<X<60 days
60<X<90 days
90<X<120 days
2012
314.2
248.2
30.5
16.8
2.5
2.2
14.0
2011
242.0
187.7
15.5
22.4
1.7
8.6
6.1
104
Receivables due
Receivables
not due
31/12/2011
Commercial
property
Intra-group
interbusiness
eliminations
Commercial
property
Intra-group
interbusiness
eliminations
Total
Total
496.7
496.7
463.7
463.7
Work in progress
5.3
5.3
3.8
3.8
Termination loss
(491.3)
(491.3)
(449.0)
2.5
(446.5)
Amo
oun
nt owed by custo
omers
18.8
18.8
22
2.1
22.1
Amo
oun
nt owed to custo
omers
(8.1)
(8.1)
(3
3.6)
2.5
(1.1)
91.9
91.9
194.2
(56.4)
137.8
28.0
28.0
33.9
(4.4)
29.5
0.4
0.4
106.7
106.7
119.0
119.0
Limited option for the buy to define the major structural elements in the construction of a property
31/12/2012
31/12/2011
Commercial
property
Housing
Intra-group
interbusiness
eliminations
244.6
649.7
(2.0)
892.3
95.6
710.2
805.8
37.1
37.1
33.3
112.2
(19.9)
125.6
3.1
56.4
59.5
87.7
87.7
363.1
574.9
938.0
402.5
610.1
Total
Commercial
property
Housing
Intra-group
interbusiness
eliminations
Total
Reciprocal off-balance-sheet
commitments (notarized
instruments including tax collected calls for funds)
(1.2) 1,011.4
31/12/2011
Gross
Impairments
Net
Net
Suppliers advances
28.2
28.2
7.6
5.8
5.8
15.5
179.7
179.7
217.4
3.1
3.1
3.0
146.2
146.2
158.1
0.3
0.3
0.4
49.5
(29.8)
19.7
22.6
412.8
(29.8)
383.0
424.6
(1)
Prepayments
Tax receivables
Social security receivables
Other receivables
Total miscellaneous receivables
(1) Detail on Agency transactions below.
31/12/2012
31/12/2011
0.9
3.9
178.8
213.5
179.7
217.4
Accounts receivable
Impairments
Net
357.6
(0.5)
357.1
Loans
0.1
0.1
0.5
(0.2)
0.3
21.9
21.9
38
80.1
(0.7)
37
79.4
0.4
0.4
27.7
27.7
40
08.2
(0.7)
40
07.5
Notes
Others
Tota
al otthe
er current financial assetts at amortized cost
12
106
25
31/12/2011
Gross
Impairments
Net
4.0
(0.3)
3.7
Loans
0.1
0.1
0.3
(0.2)
0.1
8.9
8.9
13.3
(0.5)
12.8
0.2
0.2
25.3
25.3
38.8
(0.5)
38.3
Notes
Others
Tota
al otthe
er current financial assetts at amortized cost
12
25
Current financial
assets
Bala
ance
e att 31 December 2011
38.3
Acquisitions
349.9
Disposals
19.9
0.1
0.2
Others
(0.9)
Bala
ance
e att 31 December 2012
40
07.5
31/12/2011
Money-market UCITS
296.6
258.7
Cash eq
quiivalents
29
96.6
25
58.7
Cash assets
147.0
155.6
Cash an
nd cash equivallents
44
43.6
41
14.3
CONSOLIDATED FINANCIAL STATEMENTS INVESTMENT PROPERTIES AND OTHER ASSETS HELD FOR SALE
Other assets
held for sale
Total assets
held for sale
of which fixed
assets under
direct financing
leases
75.6
27.8
10
03.4
248.9
25.1
274.0
(27.7)
(27.7)
(72.3)
(0.2)
(72.5)
252.2
25.0
277.2
(4.0)
(4
4.0)
(44.5)
(44.5)
3.5
3.5
(4
45.0)
(45
5.0)
(4.6)
(4.6)
Decreases
(12.7)
(12.7)
(1
17.3)
(17
7.3)
71.6
27.8
99.4
199.8
25.1
224.9
(27.7)
(27.7)
Decreases
(68.8)
(0.2)
(69.0)
Other movements
(12.7)
(12.7)
Net valu
ue at 31 Decem
mber 2012
189.9
25.0
214.9
Grosss valu
ue at 31 Dece
ember 2011
Reclassification as assets held for sale
Impact of changes in consolidation scope
Decreases
Other movements
Grosss valu
ue at 31 Dece
ember 2012
pairm
ment at 31 Dece
ember 2011
Imp
Reclassification as assets held for sale
Other movements
Imp
pairm
ment at 31 Dece
ember 2012
2
ue at 31 Decem
mber 2011
Net valu
Reclassification as assets held for sale
Impact of changes in consolidation scope
Investment properties intended for sale are mainly warehouses. The other assets and liabilities intended to be disposed of mainly
concern the company Paris Nord Est (property development), following the buyback commitment notified by the Caisse des dpts
(note 34).
108
CONSOLIDATED FINANCIAL STATEMENTS INVESTMENT PROPERTIES AND OTHER ASSETS HELD FOR SALE
Investment
properties
held for sale
Other assets
held for sale
Total assets
held for sale
of which fixed
assets under
direct financing
leases
124.7
12
24.7
15.8
27.8
43.6
(79.8)
(79.8)
Other movements
14.9
14.9
Grosss valu
ue at 31 Dece
ember 2011
75.6
27.8
10
03.4
(9.2)
(9
9.2)
(3.6)
(3.6)
8.8
8.8
(4.0)
(4
4.0)
pairm
ment at 31 Dece
ember 2010
0
Imp
Decreases
Other movements
Imp
pairm
ment at 31 Dece
ember 2011
115.5
115.5
12.2
27.8
40.0
(71.0)
(71.0)
Other movements
14.9
14.9
Net valu
ue at 31 Decem
mber 2011
71.6
27.8
99.4
Grosss valu
ue at 31 Dece
ember 2010
Reclassification as assets held for sale
Impact of changes in consolidation scope
Decreases
ue at 31 Decem
mber 2010
Net valu
Reclassification as assets held for sale
Impact of changes in consolidation scope
Decreases
31/12/2011
(in million)
Number of
shares
(in million)
52,000,517
79.30
51,992,262
79.30
52,000,517
79.30
51,992,262
79.30
Capital
Capital
Shares issued
Fully paid in
Total
The holding company HoldCo SIIC, 75.07% controlled by the Caisse des Dpts, holds 55.57% of the equity capital of Icade.
Share cap
pital at 31 Deccember 2010
BRS redemption
Decrease in capital of self-held shares following the conversion of the BRS
Increases in capital related to the exercise of subscription options
Increases in capital related to the exercise of bonus shares
Share cap
pital at 31 Deccember 2011
Increases in capital related to the exercise of stock subscription options
Share cap
pital at 31 Deccember 2012
Number of
shares
51,80
02,133
79.0
2,471,328
3.8
(2,469,845)
(3.8)
188,636
0.3
10
0.0
51,99
92,262
79.3
8,255
0.0
52,00
00,517
79.3
Capital
110
20.3. DIVIDENDS
31/12/2012
31/12/2011
192.6
228.4
147.4
interim dividends
(205.2)
192.6
170.6
Total
The dividends per share distributed for financial years 2012 and
2011 pursuant to the results of financial years 2011 and 2010
respectively stood at 3.72, including an exceptional dividend
of 0.37, and at 7.30 per share.
Future cash
flow hedging
Tax on
changes
in value
Total
Bala
ance
e att 31 December 2011
(0.6)
(163.4)
(164.0)
(0.5)
(18.0)
(18.5)
2.0
2.0
0.6
6.6
7.2
(0.5)
(172.8)
(173.3)
Securities
available
for sale
Future cash
flow hedging
Tax on
changes
in value
Total
(0.6)
(130.6)
(131.2)
(36.7)
(36.7)
3.9
3.9
(0.6)
(163.4)
(164.0)
Bala
ance
e att 31 December 2010
Bala
ance
e att 31 December 2011
111
31/12/2011
1.7
0.8
(0.2)
308.9
(0.5)
Profit (loss)
9.0
5.1
Dividends
(8.7)
(3.7)
31
10.7
1.7
Net situ
uattion as of 31 December 201
11
Acquisitions of non controlling interests
Other movements
Impact of changes in consolidation scope on non controlling interests
The variations in scope on non-controlling investments are mainly composed of subscriptions to increases in the capital of Icade Sant
made by institutional investors during the 2012 financial year.
22. Provisions
31/12/2011
Allocations
Utilizations
Reversals
Variations
in scope
Reclassification
31/12/2012
18.7
3.4
(0.9)
0.2
(0.3)
21.1
Losses on contracts
6.6
10.5
(1.0)
(2.8)
(11.4)
1.9
Tax risks
0.1
0.2
(0.2)
0.2
0.3
38.0
8.9
(10.1)
(2.7)
34.1
1.5
0.7
(0.1)
(0.2)
1.9
Total
64.9
23.7
(12.2)
(5.5)
0.3
(11.9)
59.3
Non-current provisions
42.3
7.8
(7.3)
0.2
(0.5)
42.5
Current provisions
22.6
15.9
(4.9)
(5.5)
0.1
(11.4)
16.8
(23.2)
11.6
5.5
(0.5)
0.6
Contingencies other
Liabilities other
112
31/12/2010
Allocations
Utilizations
Reversals
Variations
in scope
Reclassification
31/12/2011
19.4
0.8
(0.7)
(0.8)
18.7
2.5
5.4
(1.1)
(0.2)
6.6
0.2
(0.1)
0.1
47.9
7.8
(11.6)
(3.6)
(2.5)
38.0
1.0
0.3
(0.4)
(0.3)
0.9
1.5
70.8
14.5
(13.8)
(4.1)
(2.5)
64.9
7.1
4.9
(8.2)
(0.8)
(0.7)
42.3
23.7
9.6
(5.6)
(3.3)
(1.8)
22.6
(13.3)
13.8
4.1
(1.2)
tax risks: the provisions cover the estimated tax risks for
which reassessment notices were received on 31 December
2012.
113
31/12/2011
2,878.4
2,575.2
510.6
423.9
3,38
89.0
2,99
99.1
163.4
129.1
3,55
52.4
3,12
28.2
(3.2)
(10.2)
(380.2)
(12.8)
(443.6)
(414.3)
2,72
25.4
2,69
90.9
31/12/2012
31/12/2011
2,658.9
2,365.2
126.0
116.3
93.5
93.7
2,87
78.4
2,57
75.2
416.5
309.8
16.4
28.3
0.5
0.7
11.1
13.4
Bank overdrafts
66.1
71.7
Sho
ort te
erm
m financial de
ebts
51
10.6
42
23.9
3,389.0
2,999.1
Net fina
anccial debt
114
More than
five years
31/12/2012
Less than
one year
Share at more
than one year
to three years
3,075.4
416.5
1,573.1
722.1
363.7
142.4
16.4
31.4
29.7
64.9
94.0
0.5
0.1
16.9
76.5
11.1
11.1
Bank overdrafts
66.1
66.1
3,389.0
510.6
1,604.6
768.7
505.1
31/12/2011
Less than
one year
Share at more
than one year
to three years
Share at
more than
three years to
five years
More than
five years
2,675.0
309.8
1,394.9
391.8
578.5
144.6
28.3
24.9
21.7
69.7
94.4
0.7
8.6
85.1
13.4
13.4
Bank overdrafts
71.7
71.7
2,999.1
423.9
1,419.8
422.1
733.3
Financial covenants
Loans taken out by Icade are subject to covenants based on
financial ratios (Loan To Value and interest charge hedging
notions) which may lead to an early repayment obligation. As
at 31 December 2012, these ratios have been complied with.
115
Covenants
(1)
(3)
31/12/2012
Maximum
39.8%
Minimum
>2
3.45
Minimum
50.1%
55.57%
Minimum
> 3 billion
6.8 billion
> 4 billion
> 5 billion
Surety on assets
(4)
Maximum
8.41%
(1) About 33% of the debt concerned by a covenant on LTV has a 52% limit, 62% of the debt has a 50% limit and the remaining 5% has a limit of 45%.
(2) About 84% of the debt concerned by a covenant on the CDC change of control clause has a limit of 34% and the remaining 16% has a limit of 50%-51%.
(3) About 56% of the debt concerned by a covenant on the value of property assets has a limit of 3 billion, 7% of the debt has a limit of 4 billion and the
remaining 37% has a limit of 5 billion.
(4) Maximum calculation under the loan agreements.
The other financing taken out by the Icade Group may, in some
cases, contain early repayment clauses in the event that the Caisse
des Dptss holding were to fall below a threshold of 34% or 50%.
Fixed
Variable
3,075.4
253.8
2,821.6
142.4
32.6
109.8
94.0
94.0
11.1
8.1
3.0
Bank overdrafts
66.1
66.1
3,389.0
388.5
3,000.5
31/12/2011
Distribution by rate
Total
Fixed
Variable
2,675.0
234.4
2,440.6
144.6
15.8
128.8
94.4
94.2
0.2
13.4
10.7
2.7
Bank overdrafts
71.7
71.7
2,999.1
355.1
2,644.0
116
31/12/2012
31/12/2011
3,113.6
2,687.6
415.0
382.6
3,528.6
3,070.2
31/12/2011
Comprehensive
total of guaranteed
liabilities
Comprehensive
total of guaranteed
liabilities
384.7
326.6
48.8
52.5
Leasing
142.4
144.6
Outtstan
ndiings guarantteed excluding
g pe
ersonal suretiess
575.9
52
23.7
17.0
48.6
592.9
572.3
Tangible assets
Mortgage financing and preferential mortgages
Financial assets
Pledged securities
117
31/12/2011
190.1
257.9
0.1
0.5
179.7
217.4
30.2
26.2
47.2
51.4
75.2
68.5
Other debts
24.6
32.2
2.5
3.4
549.6
657.5
549.6
657.5
31/12/2012
31/12/2011
178.8
215.0
0.9
2.4
179.7
217.4
(1)
Deferred income
Guarantee deposits received
(1) The details of the Agency transactions are presented in the table below:
Payables
Cash and cash equivalents
Total agency transactions
118
31/12/2011
43.3
39.6
43.3
39.6
3.4
4.7
Others
0.1
0.6
3.5
5.3
31/12/2012
31/12/2011
non-current
12
current
17
27.7
25.3
(176.5)
(148.6)
(14.6)
(6.1)
(163.4)
(129.4)
(163.4)
(129.4)
Assets:
Liabilities:
non-current
current
Tota
al de
eriv
vatives - Rate
e risk
Assets:
current
Tota
al de
eriv
vatives - Pricce risk
Total derivatives
Total
One to five
years
More than
five years
3.64%
2,108.3
309.1
1,487.6
311.6
Rates options
4.13%
236.0
124.2
111.8
2,344.3
433.3
1,599.4
311.6
119
31/12/2011
Notional contract value
Average rate
Total
One to five
years
More than
five years
3.91%
1,676.2
50.3
1,204.5
421.4
Rates options
3.24%
544.0
316.9
227.1
2,220.2
367.2
1,431.6
421.4
Fair value
change
through
profit or
loss
(3)
Impact of
downgrade and
disposals
(4)
Fair value
change
through
equity
(5)
(151.8)
(12.5)
(5.7)
(18.6)
(188.6)
(5.2)
Ineffective portion
(0.5)
120
Fair value
31/12/2011
(1)
Additions
to the
consolidation
scope
(2)
(151.8)
(12.5)
(5.7)
(18.6)
(188.6)
(2.9)
(0.2)
0.6
(2.5)
0.0
0.0
(2.9)
(0.2)
0.0
0.6
(2.5)
(154.7)
(12.7)
(5.7)
0.6
(18.6)
(191.1)
25.3
2.4
27.7
(129.4)
(12.7)
(3.3)
0.6
(18.6)
(1663.4)
Fair value
31/12/2010
(1)
Fair value
change
through
profit or loss
(2)
Impact of
downgrade and
disposals
(3)
Fair value
change
through equity
(4)
(140.7)
1.6
24.0
(36.7)
(151.8)
1.7
(0.1)
(140.7)
1.6
24.0
(36.7)
(151.8)
0.1
(3.0)
(2.9)
Rates options
16.3
(1.8)
(14.5)
Totaal insstru
uments not eliigible for hedgee
acco
ounttingg
16.33
(1.7)
(17.55)
(2.9)
(124.4)
(0.1)
6.5
(36.7)
(154.7)
22.6
2.7
25.3
(101.88)
2.6
6.5
(36.7)
(1229.4)
The residual contractual maturities of financial liabilities (excluding building contracts and off-plan sales shown in note 15) can be
analysed as follows:
31/12/2012
Share
at more
than three
years to
five years
More than
five years
Total
Due
immediately
Less than
one year
Share at
more than
one year to
three years
Loan interest
49.9
94.6
64.0
108.7
317.2
408.8
1,574.6
720.6
363.7
3,067.7
16.5
29.8
31.3
64.9
142.5
0.1
17.0
76.5
93.6
9.3
9.3
Bank overdrafts
66.0
66.0
556.8
3.4
560.2
Financial derivatives
66.3
86.3
18.7
220.7
Total
1,173.7
1,788.7
882.3
632.5
4,477.2
Share
at more
than three
years to
five years
More than
five years
Total
31/12/2011
Due
immediately
Less than
one year
Share at
more than
one year to
three years
Loan interest
68.3
108.9
58.5
125.0
360.7
295.1
1,394.9
391.8
578.5
2,660.3
28.4
24.9
21.7
69.7
144.7
0.1
8.6
85.1
93.8
11.0
11.0
Bank overdrafts
71.6
71.6
518.9
518.9
Financial derivatives
39.2
71.7
32.8
17.0
160.7
Total
1,032.6
1,600.4
513.4
875.3
4,021.7
The maturities related to interest on loans and derivative instruments are determined based on the latest known spot rates.
122
The Group manages changes in its capital and makes the necessary
adjustments in order to take into account changes in the economic
environment. The capital is adjusted by taking into account
the dividend payment policy which complies with the payment
obligations related to the SIIC regime or by issuing new securities.
Given the profile of the year and the evolution of interest rates, the
variations in the fair value of hedging instruments had a negative
impact on shareholders equity of 18.6 million.
Book value
Notes
Assets
available
for sale
Loans and
receivables
Assets at fair
value through
profit or loss
Total
Total
11
3.3
3.3
3.3
12, 17, 25
384.6
28.1
412.7
412.7
Accounts Receivable
14
584.2
584.2
584.2
16
50.2
50.2
50.2
18
443.6
443.6
443.6
3.3
1,019.0
471.7
1,494.0
1,494.0
Financial assets
Current and non-current securities available
for sale
Other current and non-current financial
assets and derivative instruments
(1) Excluding agency transactions, deferred charges and social security and tax receivables.
31/12/2012
Fair
value
Book value
Notes
Liabilities at
amortized
cost
Liabilities at
fair value by
shareholders
equity
Liabilities at fair
value through
profit or loss and
held for trading
Total
Total
23
3,389.0
3,389.0
3,528.6
25
46.8
177.4
13.7
237.9
237.9
550.2
550.2
550.2
205.5
205.5
205.5
4,191.5
177.4
13.7
4,382.6
4,522.2
Financial liabilities
Trade payables
Other operating debts(1)
Total financial liabilities
24
(1) Excluding agency transactions, deferred income and social security and tax debts.
124
31/12/2011
Fair
value
Book value
Notes
Assets
available
for sale
Loans and
receivables
Assets at fair
value through
profit or loss
Total
Total
11
2.8
2.8
2.8
12, 17, 25
22.6
25.5
48.1
48.1
14
516.5
516.5
516.5
16
39.0
39.0
39.0
18
414.3
414.3
414.3
2.8
578.1
439.8
1,020.7
1,020.7
Financial assets
Current and non-current securities available
for sale
Other current and non-current financial assets
and derivative instruments
Accounts Receivable
Other operating receivables
(1)
(1) Excluding agency transactions, deferred charges and social security and tax receivables.
31/12/2011
Fair
value
Book value
Notes
Liabilities at
amortized
cost
Liabilities at
fair value by
shareholders
equity
Liabilities at fair
value through
profit or loss and
held for trading
Total
Total
23
2,999.1
2,999.1
3,070.2
25
44.9
145.8
8.9
199.6
199.6
498.9
498.9
498.8
283.2
283.2
283.2
3,826.1
145.8
8.9
3,980.8
4,051.8
Financial liabilities
Trade payables
Other operating debts
(1)
24
(1) Excluding agency transactions, deferred income and social security and tax debts.
31/12/2012
Score
Level 1:
quotation
on an active
market
Level 2:
valuation
technique
using
observable
data
Level 3:
valuation
technique
using nonobservable
data
Book value on
31/12/2012
(fair value)
17
12, 17, 25
27.7
27.7
11
2.5
2.5
Cash equivalents
18
296.6
296.6
191.1
191.1
Score
Level 1:
quotation
on an active
market
Level 2:
valuation
technique
using
observable
data
Level 3:
valuation
technique
using nonobservable
data
Book value on
31/12/2011
(fair value)
17
12, 17, 25
25.3
25.3
11
2.7
2.7
Cash equivalents
18
258.7
258.7
154.7
154.7
Assets
Financial assets held for trading
Financial assets designated at fair value through
profit or loss
Derivatives (assets)
Liabilities
Derivatives (liabilities)
25
31/12/2011
Assets
Financial assets held for trading
Financial assets designated at fair value through
profit or loss
Derivatives (assets)
Liabilities
Derivatives (liabilities)
25
Financial instruments whose fair value is determined using a valuation technique based on non-observable data correspond to non-consolidated
unlisted securities.
126
31/12/2012
31/12/2011
52.7
93.0
52.7
93.0
52.7
93.0
52.7
93.0
51,727,115
51,655,339
51,727,115
51,655,339
67,971
40,296
51,795,086
51,695,635
1.02
1.80
1.02
1.80
1.02
1.80
1.02
1.80
51,992,262
51,802,133
735
7,317
143,429
272,464
290,958
51,727,115
51,655,339
Net profit for calculating earnings per share (in millions of euros)
Net income Group share
Impact of diluting instruments:
Diluted net income Group share
(1)
Note (1)
Number of shares at the opening of the financial year
Increase in the average number of shares associated with redemption of BRS
Increase in the average number of shares associated with the exercise of
share subscription options
Average number of own shares outstanding
Average number of shares used for the calculation
Opeening
g acctuarial debt
(1)
Commitment
not hedged
Total
Commitment
hedged
Commitment
not hedged
13.0
Total
13
3.0
13.0
13.0
0.4
0.4
(2)
(0
0.2)
(0
0.2)
(0.5)
(0.5)
(a)
1.2
1.2
1.0
1.0
(a)
0.6
0.6
0.3
0.3
(a)
0.7
0.7
0.6
0.6
(a)
2.5
2.5
1.9
1.9
(3)
(1.2)
(1.2)
(1.9)
(1.9)
(4)
(0.4)
(0.4)
1.1
1.1
(5)
(0.7)
(0.7)
(0.6)
(0.6)
Clossing
g acctuarial liability
(A)=(1)+(2)+
(a)+ (3)+(4)+(5)
13
3.4
13
3.4
13.0
13.0
(6)
(7)
Return on assets
(b)
Contributions
(b)
Benefits provided
(b)
(b)
(B)=(6)+(7)+ (b)
128
31/12/2011
Commitment
hedged
31/12/2011
Commitment
hedged
Commitment
not hedged
Total
Commitment
hedged
Commitment
not hedged
Total
13.4
13.4
13.0
13.0
13.4
13.4
13.0
13.0
3.5
3.5
4.6
4.6
Liab
bilitiiess recognized in the balan
nce
e sh
heet
16.9
16.9
17.6
17.6
1.2
1.2
1.0
1.0
0.6
0.6
0.3
0.3
0.1
0.1
(0.4)
(0.4)
1.1
1.1
(0.7)
(0.7)
(0.6)
(0.6)
0.7
0.7
1.9
1.9
Return on assets
31/12/2011
Commitment
hedged
Commitment
not hedged
Total
Commitment
hedged
Commitment
not hedged
Total
17.6
17.6
18.1
18.1
(0.2)
(0.2)
(0.5)
(0.5)
0.7
0.7
1.9
1.9
(1.2)
(1.2)
(1.9)
(1.9)
16.9
16.9
17.6
17.6
In total, the cost of services rendered that are not recognised and
remain to be spread, related to the various changes of regime,
stood at 3.5 million on 31 December 2012, against 4.6 million
on 31 December 2011.
Under the application of the revised IAS 19 standard, the cost
of services rendered but not yet recognised will affect the net
situation on opening the financial years on 1 January 2012 and
1 January 2013 (see note 39).
31/12/2012
31/12/2011
4.2
1.1
Long-term benefits
4.2
1.1
The impact of the single agreement on the valuation of longservice bonuses is booked to earnings in the same way as the
impact of the change of reference rates at the iBoxx Corporates
AA 7-10 rates.
Finally, in the light of current decisions taken by management, endof-employment-related benefits affecting the Groups employees
(excluding affiliated parties, see note 33) are not covered by any
provision.
31/12/2012
31/12/2011
1.5
1.3
1.5
1.3
130
30. Headcount
Managerial personnel
Average workforce
Non-managerial personnel
Average workforce
Total Headcount
Average workforce
31/12/2012
31/12/2011
31/12/2012
31/12/2011
31/12/2012
31/12/2011
75
81
43
72
118
153
Development
581
597
349
361
930
958
Services
243
281
182
276
425
557
Others
166
159
39
32
205
191
1,065
1,118
613
741
1,678
1,859
Property investment
Total workforce
CONSOLIDATED FINANCIAL STATEMENTS STOCK OPTION SUBSCRIPTION AND BONUS SHARE PLANS
Plan 2011
1- 2006
2- 2006
1- 2007
2- 2007
1- 2008
1.2- 2008
1- 2011
(a)
(b)
(a)
(b)
(a)
(a)
(a)
Allocation date
29/06/06
29/06/06
08/01/07
08/01/07
03/01/08
24/07/08
03/03/11
14/12/06
3.8 years
4 years
4 years
4 years
4 years
4 years
Acquisition period
Lifespan
Total of
plans
Average
exercise
prices per
share ()
4 years
6 years
6 years
6 years
6 years
6 years
7 years
430,240
816,650
456,000
188,000
54,500
145,000
31.72
31.72
47.31
47.31
103.01
66.61
23,284
277,052
344,034
142,614
55,045
138,500
1,500
1,500
66.61
Adjustments
4,346
12,164
16,510
63.44
410
7,640
12,386
29,200
1,500
51,136
78.89
18,938
264,478
283,416
63.44
344,034
134,974
42,659
110,800
145,000
777,467
85.81
43,318
42,659
85,000
95,000
265,977
344,034
134,974
42,659
110,800
acquired:
22.5%
NA
acquired:
22.5%
NA
acquired:
15%
0.0%
0.0%
acquired:
30.0%
acquired:
30.0%
NA
acquired:
22.5%
NA
0.0%
8 years
147,500 2,237,890
80.86
146,500 1,127,029
80.83
Fulfilment of performance
conditions
Parity
(1)
1 option = 1 share
172,017
67,487
42,659
110,800
145,000
63.44
63.44
94.62
94.62
103.01
66.61
80.86
537,963
85.81
63.32
(1) Consecutive adjustments to capital increases and to distributions of issue premiums subsequent to the granting of stock options, following the distribution of
part of the 2006 and 2007 dividends by drawing on reserves (Boards of Directors of 31 August 2007 and 16 April 2008).
(a) Stock-option plans with performance conditions related and not related to the market.
Plans 1-2006, 1-2007 and 1-2008: The performance condition is based on the achievement of an annual NPGS rate and the development of the price of Icade
shares compared to a reference price.
Plan 1-2-2008: The performance condition is based on the development of the price of Icade shares compared to the development of the IEIF index.
Plan 1-2011: The performance condition is based on the achievement of the rate of the net annual cash ow and the development of the price of Icade shares
compared to the development of the IEIF index.
(b) Stock-option plans without performance conditions.
The period for exercising the plans 1-2006 and 2-2006 expired on 29 June 2012.
At 31 December 2012, 632,467 share subscription options representing 392,963 actions were exercisable for Plans 1-2007, 2-2007,
1-2008, and 1.2-2008.
132
CONSOLIDATED FINANCIAL STATEMENTS STOCK OPTION SUBSCRIPTION AND BONUS SHARE PLANS
Plan 2011
1- 2007
2- 2007
1 - 2008
1.2 - 2008
1 - 2011
Plan 1
Plan 2
Plan 1
Plan 2
Plan 1
12.81
12.81
35.75
13.92
19.00
Probability of service
100.00%
100.00%
94.81%
94.00%
85.49%
3.95%
3.95%
4.00%
4.75%
3.38%
20%
20%
40%
32%
33%
1.32%
1.32%
3.19%
4.73%
4.00%
49.61
49.61
105.00
71.90
82.43
Exercise price
47.31
47.31
103.01
66.61
80.86
Trinomial
Trinomial
Trinomial
Trinomial
Trinomial
Expected volatility
Model used
The following table shows the characteristics of the bonus share plans current on 31 December 2012:
Number of shares
adjusted
Plans
Number
of shares
assigned
at the
Allocation Acquisition
origin of
date
period Lifespan the plan
Number of shares on
1 January 2012
Movements over
the period
Number of shares as at
31 December 2012
including including
including including
including including
number number
number number including
number number including
Adjustment of shares of shares Exchange of shares of shares subject to
shares cancelled of shares of shares subject to
parity(3) acquired assigned
parity(2) acquired assigned conditions(3) outstanding shares acquired assigned conditions(3)
19/01/09
2 years 4 years
78,876
1.53
113,011
5/39
14,489
6,139
14,489
01/07/09
2 years 4 years
37,500
1.13
42,219
5/39
5,412
5,412
5,412
5,412
29/09/09
2 years 4 years
46,500
1.13
52,351
5/39
6,713
6,713
2011
03/03/11
2 years 4 years
17,660
910
10
14,980
1 - 2012
02/03/12
2 years 4 years
26,190
2 - 2012(4) 02/03/12
2 years 4 years
28,290
2009
(1)
Total
- 207,581
10
15,890
1,305
24,885
184
28,106
28,106
26,623
15,890
11,551
67,971
33,518
2,399 26,624
CONSOLIDATED FINANCIAL STATEMENTS STOCK OPTION SUBSCRIPTION AND BONUS SHARE PLANS
31.3. IMPACT OF SHARE SUBSCRIPTION PLANS ON PROFIT/LOSS FOR THE FINANCIAL YEAR
Bearing in mind the vesting conditions for length of service in the Group, the impact of the stock option plans and bonus share plans
corresponds to a charge of 2.5 million for fiscal 2012 versus a charge of 2.2 million for fiscal 2011. This charge includes 0.5 million
in respect of related parties in fiscal 2012 versus 1.1 million in fiscal 2011.
31/12/2011
1,175.2
953.9
929.5
436.9
1.4
5.0
28.6
3.9
2,134.7
1,399.7
324.2
605.0
391.1
342.1
39.3
43.5
233.0
214.0
987.6
1,204.6
Commitments received
Endorsements and sureties, guarantees received
Unused credit facilities
Liabilities guaranteed
Other commitments received
Total asset commitments
Commitments made
Pledged securities
31/12/2012
More than
five years
2,134.7
211.6
1,391.9
531.2
987.6
645.0
293.2
49.4
31/12/2011
Less than
one year
More than
five years
Commitments received
1,399.7
474.9
479.5
445.3
Commitments made
1,204.6
843.2
289.0
72.4
Commitments received
Commitments made
134
31/12/2011
4.5
6.7
0.5
1.2
Benefitts recognized
5.0
7.9
3.6
3.7
Tota
al no
ot recognized
3.6
3.7
Total
8.6
11.6
(1)
(1)
(1)
The senior executives were the persons during or at fiscal year-end, were directors or members of the executive committee of Icade SA.
The share subscription options granted to affiliated parties are detailed in note 31.
31/12/2011
Parent
company
Others
Total
Parent
company
Others
Total
60.0
60.0
Related receivables
366.2
366.2
Related payables
9.0
330.8
339.8
2.9
421.2
424.1
Guarantees given
Guarantees received
Current
assets
Non-current
liabilities
Current
liabilities
Shareholders
equity
173.7
31.4
3.0
202.4
(0.3)
223.9
4.2
224.8
(24.1)
Other companies
Non-current
assets
Current
assets
Non-current
liabilities
Current
liabilities
Shareholders
equity
184.2
35.8
2.9
212.8
4.3
155.1
11.2
152.0
(10.0)
Other companies
31/12/2011
(in millions of euros)
31/12/2012
(in millions of euros)
31/12/2011
Income
Expenses
Income
Expenses
30.9
(31.1)
24.1
(26.5)
136.6
(146.2)
44.7
(45.4)
Share
capital
44.80%
Other companies
136
31/12/2011
Capital
Average
percentage
of interest
Share
capital
Capital
293.1
131.3
44.80%
293.1
131.3
32.95%
1.7
0.6
30.63%
7.8
2.4
31/12/2011
Potential
Icades quota
Potential
Potential
Icades quota
Potential
220.8
232.4
289.0
237.8
Other companies
Impairments
Net
1.3
1.3
(0.7)
(0.7)
Dividends paid
(0.6)
(0.6)
Other movements
Share in
n net assets of equity-acco
oun
nte
ed companies att 31/12/20
012
Gross
Impairments
Net
Share in
n net assets of equity-acco
oun
nte
ed companies att 31/12/20
010
3.8
3.8
1.0
1.0
(3.5)
(3.5)
Other movements
1.3
1.3
Share in
n net assets of equity-acco
oun
nte
ed companies att 31/12/20
011
31/12/2011
(in millions of euros)
Dividends paid
Share in
n net assets of equity-acco
oun
nte
ed companies att 31/12/20
011
2012
2011
Legal form
% Direct
holding
% Interest
2012
Method of
consolidation
% Interest
2011
SA
100.00
100.00
CC
100.00
SAS
100.00
100.00
CC
100.00
68 VICTOR HUGO
SCI
100.00
100.00
CC
100.00
BASSIN NORD
SCI
50.00
50.00
PC
50.00
BATI GAUTIER
SCI
100.00
100.00
CC
100.00
SAS
100.00
100.00
CC
100.00
PARC DU MILLNAIRE
SCI
100.00
100.00
CC
100.00
PDM 1
SCI
100.00
100.00
CC
100.00
PDM 2
SCI
100.00
100.00
CC
100.00
PDM 3
SCI
Absorbed
CC
100.00
SEVERINE
SCI
60.00
60.00
CC
60.00
ICADE CBI
SNC
100.00
100.00
CC
100.00
SCI
100.00
100.00
CC
100.00
MESSINE PARTICIPATIONS
SCI
100.00
100.00
CC
100.00
69 BLD HAUSSMANN
SCI
100.00
100.00
CC
100.00
MORIZET
SCI
100.00
100.00
CC
100.00
CAMILLE DESMOULINS
SCI
100.00
100.00
CC
100.00
1 TERRASSE BELLINI
SCI
33.33
33.33
PC
33.33
SCI
100.00
100.00
CC
100.00
SAS
100.00
100.00
CC
100.00
LES TOVETS
SCI
100.00
100.00
CC
100.00
SCI
100.00
100.00
CC
100.00
SCI
100.00
100.00
CC
100.00
SCI
100.00
100.00
CC
100.00
LE TOLBIAC
SCI
100.00
100.00
CC
100.00
CHAMBOLLE
SCI
100.00
100.00
CC
100.00
MOREY
SCI
100.00
100.00
CC
100.00
MONDOTTE
SCI
100.00
100.00
CC
100.00
SNC
100.00
100.00
CC
100.00
SCI
Liquidation
CC
100.00
SAS
Absorbed
CC
100.00
Company name
ICADE
ICADE FINANCES
PROPERTY INVESTMENT
Businesss
CFI
Offices France
MISTRAL
LOIRE
MILU INVESTISSEMENTS
138
Financial year
2012
2011
Legal form
% Direct
holding
% Interest
2012
Method of
consolidation
% Interest
2011
SCI
100.00
100.00
CC
100.00
SCI Gascogne
SCI
100.00
100.00
CC
100.00
EVRY MOZART
SCI
100.00
100.00
CC
100.00
EVRY EUROPEEN
SCI
100.00
100.00
CC
100.00
SAS ODYSSEUM
SAS
50.00
50.00
PC
50.00
ICADE BRICOLAGE
SAS
100.00
100.00
CC
100.00
SNC
100.00
100.00
CC
100.00
ICADE SANTE
SAS
62.79
62.79
CC
100.00
SAINT LAZARE
SCI
62.79
62.79
CC
0.00
SCI
62.79
62.79
CC
0.00
SCI
62.79
62.79
CC
0.00
SAS
100.00
100.00
CC
100.00
PAYS DE LOIRE
SCI
100.00
100.00
CC
100.00
BAS LONGCHAMPS
SCI
Liquidation
CC
100.00
SARCELLES
SCI
100.00
100.00
CC
100.00
SAS
100.00
99.99
CC
99.99
SCI ZEUGMA
SCI
100.00
100.00
CC
100.00
SCI
100.00
100.00
CC
100.00
SCI 21 (TRANSALLIANCE)
SCI
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
KG
100.00
100.00
CC
100.00
ICADE REIT
BV
100.00
100.00
CC
100.00
Company name
Businessse
es
Pub
blic and
d healthcare amenities
Hou
using
g
ICADE COMMERCES
SARVILEP
Ware
eho
ousses
Officces Germany
ICADE REIM GERMANY GMBH
GMBH
Disposal
CC
100.00
GMBH
Disposal
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
Disposal
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
Financial year
Company name
2012
Legal form
% Direct
holding
2011
% Interest
2012
Method of
consolidation
% Interest
2011
Disposal
CC
100.00
GMBH
GMBH
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
100.00
100.00
CC
100.00
GMBH
94.90
100.00
CC
100.00
SA
100.00
100.00
CC
100.00
Serv
vice
es Spain
IMMOBILIARIA de la CDC ESPANA
DEVELOPMENT
GRO
OUPE ICADE PROMO
OTION LOGE
EMEN
NT
Breakdown by consolidation mode
IPL (2012: 123 companies) / (2011: 133 companies)
CC
PC
EM
ICAD
DE PRO
OMOTION
ICADE PROMOTION
SASU
100.00
100.00
CC
100.00
PARIS BERTHELOT
SCI
50.00
50.00
PC
50.00
ODYSSEUM 2
SCI
77.00
77.00
CC
77.00
SNC
50.00
50.00
PC
50.00
SCI
100.00
100.00
CC
100.00
SNC
100.00
100.00
CC
100.00
SNC
100.00
100.00
CC
100.00
SARL
62.70
62.70
CC
62.70
SAS
30.00
30.00
PC
30.00
ICADLEO
SNC
66.67
66.67
CC
66.67
SNC
50.00
50.00
PC
50.00
SNC
100.00
100.00
CC
100.00
VILLEJUIF GUIPONS
SCI
100.00
100.00
CC
100.00
PORTES DE CLICHY
SCI
50.00
50.00
PC
50.00
SAS
50.00
50.00
PC
50.00
SCI
50.00
50.00
PC
50.00
SCCV
50.00
50.00
PC
50.00
SNC SAMICADE
SNC
50.00
50.00
PC
50.00
SAS
Liquidation
PC
50.00
SNC
100.00
100.00
CC
100.00
SNC GERLAND 1
SNC
50.00
50.00
PC
50.00
SNC GERLAND 2
SNC
50.00
50.00
PC
50.00
PB 31 PROMOTION
NERUDA FONTANOTS
TOULOUSE CANCEROPOLE
MONTROUGE CAP SUD
SCCV SAINT DENIS LANDY 3
140
Financial year
2012
2011
Legal form
% Direct
holding
% Interest
2012
Method of
consolidation
% Interest
2011
SNC
60.00
60.00
CC
60.00
SNC
100.00
100.00
CC
100.00
SCI
50.00
50.00
PC
50.00
SNC ROBINI
SNC
50.00
50.00
PC
50.00
ICAPROM
SNC
45.00
45.00
PC
45.00
SCCV
72.50
72.50
CC
72.50
ARKADEA
SAS
50.00
50.00
PC
50.00
SAMICADE GUADELOUPE
SNC
50.00
40.00
PC
40.00
CHRYSALIS DEVELOPPEMENT
SAS
35.00
35.00
PC
35.00
SCCV
50.00
50.00
PC
50.00
MACDONALD COMMERCES
SCI
100.00
99.99
CC
99.99
SCI
50.00
50.00
PC
50.00
SAS
25.00
25.00
EM
25.00
SAS
25.00
25.00
EM
25.00
SAS ICADE-FF-SANTE
SAS
65.00
65.00
CC
0.00
SAS
99.99
99.99
CC
0.00
ICADE ARCOBA
SAS
100.00
100.00
CC
100.00
ICADE GESTEC RS
SAS
100.00
100.00
CC
100.00
SAS
100.00
100.00
CC
100.00
Absorbed
CC
100.00
100.00
CC
100.00
Company name
MACDONALD BUREAUX
ICAD
DE ARC
COBA
ICAD
DE SET
THRI SETAE
ICADE SETHRI - SETAE
SERVICES
ICADE SERVICES
SAS
PRO
OPER
RTY
Y MANAGEMENT
ICADE PROPERTY MANAGEMENT
SASU
100.00
ICAD
DE ADMINISTRATIO
ON DE BIENS
S
ICADE RESIDENCES SERVICES
SASU
Disposal
CC
100.00
EURO CAMPUS
SARL
Disposal
CC
60.00
CON
NSEILS
S & SOLUTION
NS
ICADE SURETIS
SAS
100.00
100.00
CC
100.00
I PORTA
SAS
100.00
100.00
CC
100.00
SASU
100.00
100.00
CC
100.00
ICADE CONSEIL
SAS
100.00
100.00
CC
100.00
ICADE EXPERTISE
SAS
100.00
100.00
CC
100.00
SAS
100.00
100.00
CC
100.00
ICADE TRANSACTIONS
141
Date of mandatory
adoption(1)
5 June 2012
1 July 2012
5 June 2012
1 July 2012
11 December 2012
1 January 2014
11 December 2012
1 January 2014
11 December 2012
1 January 2014
11 December 2012
1 January 2014
11 December 2012
1 January 2014
Amendment to IAS 12: Income taxes Deferred tax: collection of underlying assets
11 December 2012
1 January 2013
11 December 2012
1 January 2013
11 December 2012
1 January 2013
11 December 2012
1 January 2013
13 December 2012
1 January 2013
13 December 2012
1 January 2014
142
that exist and are not yet recognised, which until then
could be amortised, will also be recognised immediately
in shareholders equity. The new cost of past services
(generated after adoption of the revised standard) will be
recognised immediately and totally in earnings.
CONSOLIDATED FINANCIAL STATEMENTS LIST OF STANDARDS AND INTERPRETATIONS NOT APPLIED EARLY
144
Chapter 4
Statutory Auditors report on the
This is a free translation into English of the statutory auditors report on the consolidated financial statements issued in French and is
provided solely for the convenience of English speaking users. The statutory auditors report includes information specifically required by
French law in such reports, whether modified or not. This information is presented below the audit opinion on the financial statements
and includes an explanatory paragraph discussing the auditors assessments of certain significant accounting and auditing matters.
These assessments were considered for the purpose of issuing an audit opinion on the financial statements taken as a whole and not
to provide separate assurance on individual account captions or on information taken outside of the financial statements.
This report also includes information relating to the specific verification of information presented in the Groups management report.
This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards
applicable in France.
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1. Financial statements .................................................................... 150
1.1. Balance Sheet ............................................................................................................ 150
1.2. Income Statement ..................................................................................................... 152
.......................................................................... 155
2.4. Legal reorganisation .................................................................................................. 155
2.5. Capital increases ........................................................................................................ 155
3.1.
3.2.
3.3.
3.4
3.5.
3.6.
3.7.
148
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8.4.
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1.1.
BALANCE SHEET
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Net amount
31/12/2012
Net amount
31/12/2011
18,427
5,587
316
24,330
17,171
743
17,914
1,256
4,844
316
6,416
1,130
8,173
257
9,560
778,850
1,199,768
10,043
38,365
77
2,027,103
123,663
382,731
7,334
51
13,728
655,187
817,037
2,709
38,365
77
1,513
3,375
690,428
835,158
3,623
60,659
7
1,589,875
2,255,336
969,225
291
22,474
3,247,326
5,298,759
278,780
5,986
28
84,766
816,408
1,976,556
969,225
291
16,488
2,962
2,560
4,482,351
2,045,348
618,857
415
13,838
2,678,458
4,277,893
1,976
9,112
171
-
1,805
9,112
1,859
1,271
30,662
35,738
1,273,738
-
3,862
22,873
-
26,800
12,865
1,273,738
-
28,770
28,455
1,428,451
-
141,407
28,113
77,189
141,407
28,113
77,189
92,809
26,332
20,064
942
1,598,877
12,096
6,909,732
26,906
843,314
942
1,571,971
12,096
6,066,418
1,550
1,629,561
3,111
5,910,565
Assets
(in thousands of euros)
\"J!;\$J?;?X@J?XX$
CAPITAL ASSETS
Intangible assets
Research and development expenses
Concessions, patents and similar rights
Goodwill
Other intangible assets
Advances and payments on account on intangible assets
Tota
al intan
ngible assetss
Tangible assets
Land
Buildings
Other property, plant and equipment
Assets under construction
Advances and payments on account on tangible assets
Tota
al ta
ang
gible assets
Financial assets
Participating interests
Investment-related receivables and other related parties
Other fixed investments
Loans
Other long-term investments
Advances and payments on account on long-term investments
@?
?XX@
@'
'!^;["^"
CURRENT ASSETS
[@!
Raw materials, supply
Land and property reserves
Advances and payments on account on orders
Receivables
Trade debtors and related accounts
Other receivables
Group and associates
Subscribed capital not called, not paid
Miscellaneous
Investment securities (of which treasury shares)
Cash instruments
Cash assets
JJ!?X"?$J#?!'"
Prepayments
#?!'"@\"!?$@[!"[!?X?!"
150
Liabilities
(in thousands of euros)
31/12/2012
31/12/2011
79,264
79,251
1,303,852
1,303,350
185,729
185,729
7,925
7,897
Regulated reserves
Other reserves
Balance brought forward
1,233,075
1,333,490
61,199
92,176
2,871,044
3,001,893
462
505
2,871,509
3,002,402
Conditional advances
5,533
8,192
TOTAL
Investment grants
Regulated provisions
OTHER SHAREHOLDERS EQUITY
PROVISIONS FOR LIABILITIES AND CHARGES
Provisions for risks
Provisions for charges
6,488
5,714
12,021
13,906
2,669,256
2,249,185
121,688
120,892
278,461
415,167
DEBTS
Financial debts
Loans and debts with credit institutions
!?;'$\"
Advances and part-payments received for orders in progress
1,481
1,755
18,613
18,423
23,225
19,525
17,112
21,754
Other debts
6,902
5,947
9,672
4,974
Miscellaneous
Cash instruments
JJ!?X"?$J#?!'"
Deferred income
36,478
36,635
3,182,888
2,894,257
6,066,418
5,910,565
1.2.
INCOME STATEMENT
31/12/2012
31/12/2011
180,946
182,224
Capitalized production
Operating subsidies
21,769
17,708
50,307
58,149
253,022
258,082
10,689
18,343
Outside services
65,923
58,834
20,193
20,245
25,105
25,292
11,329
10,781
75,501
73,796
3,536
2,870
4,268
1,011
Other expenses
4,686
5,015
221,230
216,187
31,792
41,895
167,666
112,498
6,630
1,916
31,562
83,103
1,553
3,402
207,411
200,919
109,006
19,765
99,450
118,802
805
2,291
209,261
140,858
Z
60,061
29,942
101,956
!?;';J@^
Revenues
@?
?X@
!!?;';J@^
!?;'""
@?
?X@
!!?;'"""
OPERATING PROFIT
@;[!"
Profit or loss borne
Financial income
Financial income from shareholdings
Income from other securities and receivables for capital assets
Other interest receivable and similar income
Reversals from provisions, depreciation and transfers of charges
Net income from sale of investment securities
Tota
al fin
nan
ncial income
;?J;?XJ#?!'"
Financial allocations to depreciation, impairment and provisions
Interest payable and similar expenses
Net charges on sale of investment securities
@?
?X];
?
J;?XJ#?!'""
152
31/12/2012
31/12/2011
22
1,640
86,913
77,884
4,238
768
91,173
80,292
62
46
55,850
89,480
@?
?X@
@!J!!;'
""
55,912
89,526
Z
35,261
4,004
546
TOTAL INCOME
551,606
539,293
TOTAL EXPENSES
490,407
447,113
61,199
92,176
@!J!!;';J@^
Non-recurring income on management transactions
Non-recurring income on capital transactions
Reversals from provisions, depreciation and transfers of charges
@?
?X@
@!J!!;';JJ@^
@!J!!;'""
Non-recurring expenses on management transactions
Non-recurring expenses on capital transactions
Non-recurring allocations to depreciation, impairment and provisions
NET PROFIT
154
for the purchase offer: the par value of the ORNANE to which
is added the coupon running to the date anticipated for the
settlement-delivery of the offer, i.e., 126 euros per ORNANE
on the basis of a settlement-delivery on 14 June 2012. It is
specified that the time difference of the settlement-delivery
of the offer will have no impact on the price per ORNANE.
2.2.
2.3.
During the 2012 financial year, Icade sold the shares of the
company Icade Rsidences Services for a total of 24,164 thousand
euros and miscellaneous property assets used for offices and
warehouses for 46,164 thousand euros. Moreover, Icade continued
its program to dispose of housing by the unit, generating proceeds
of 13,273 thousand euros.
2.4.
LEGAL REORGANISATION
2.5.
CAPITAL INCREASES
JJ@;'^#@$"?$!;J;X"
3.1.
STANDARDS APPLIED
3.2.
3.3.
Rental income
The rental revenue coming from rental contracts groups together
the rents from office buildings, business parks, housing and
warehouses.
!@[;";@@]"![;J"
Revenues from the provision of central services, administrative
and financial management of subsidiaries, property management
and asset management is recognized when the service is provided.
#!@!?;';J@^
Other operating income includes income that is not directly
related to the operations described in the paragraph entitled
Revenues. Other operating income is mainly composed of the
following three types of income:
3.4
INTANGIBLE ASSETS
Revenues
The Companys revenues are made up of two types of income:
Intangible assets
Concessions, transfer taxes, patents, software, etc.
3.5.
TANGIBLE ASSETS
156
Useful life
!J;?;@^#@$
1 to 3 years
Straight line
Cost of buildings
!J;?;@!@J$!"
Pursuant to regulation CRC no. 2002-10, the gross value is split
into separate components which have their own useful lives.
The properties are depreciated by the straight line method over
periods which correspond to their expected useful life. Land is
not depreciated. The depreciation periods used (in years) are
as follows:
Offices
Haussmann
building
#!
buildings
Housing units
?!#@""
and business
!^;""
100
40-60
50
15-40
100
60
50
30
30
30
25
20-30
20-25
10-25
25
10-15
Internal fittings
10-15
10-15
15-25
10-15
Specific equipment
10-30
10-30
15-25
10-15
Components
External structures
The useful lives are revised at the end of each year, particularly
with respect to properties which are the subject of a refurbishment
decision.
3.6.
Eviction compensation
When a lease contract is terminated, the Company may have
to pay eviction compensation to an ex-tenant. Three types of
situations may arise:
3.7.
INVESTMENT GRANTS
!@J$!"]@!$!J;?;@@]!@!;"
The current value of property corresponds to the highest value
between the market value reduced by sale costs and the in-use
value. The market value is the market value excluding transfer
taxes, determined by independent surveyors. The in-use value is
the present value of expected rental income from those assets.
If there is an indication of impairment, and where the estimated
recoverable amount is less than the net book value, the difference
between those two figures is accounted for as impairment.
Accounting for impairment entails a review of the basis of
depreciation and possibly the depreciation plans of the properties
concerned.
Impairments relating to properties may subsequently be reversed
if the recoverable value again becomes higher than the net book
value. The value of the asset after reversal of the impairment is
capped at the book value which would have been determined
net of depreciation if no impairment had been accounted for in
previous years.
!@J$!"]@!$!J;?;@@];?';\X?"""?$
@#!?';\X?"""
These assets are tested individually or combined with other
assets if they do not generate any cash flow independently of
other assets. Where appropriate, technical losses are taken into
account and applied pro rata to the unrealized capital gains on
property assets contributed in order to test for depreciation.
Impairment relating to intangible and other tangible assets may
subsequently be reversed if the recoverable value again becomes
higher than the net book value.
Intangible asset impairment tests are carried out per cashgenerating unit on the basis of future discounted cash flows
and terminal value realized stemming from medium term plans
(four-year forecasts following that of closure).
The discount rates used are determined before tax.
CONTRACTS
!@^#X"""@;@][;
Payments made for leasing and financial-leasing contracts are
booked as expenses on a straight-line basis over the period of
the contract.
158
!@^#X""@!"@;@][;
With leases from the lessors point of view, rental income is
recorded on a straight line basis over the firm terms of the leases.
Consequently, any particular provisions and benefits specified
in the leases (exemptions, payment holidays, key money) are
spread over the fixed term of the lease, without taking indexing
into account. The reference period used is the first firm term of
the lease.
Any expenses directly incurred and paid to third parties for setting
up a lease are recorded under the assets, under tangible assets
and amortized over the fixed term of the lease.
3.9.
BORROWING COSTS
?!;J;?;';!""
Subsequent to purchase, participating interests, whether listed or
not, are valued at their going-concern value. This value is mainly
["^!X?$!J;[?\X"?$@#!
!X?$ ?!;"
#!$;["^"
For securities in listed companies, the inventory value is the
current value, determined on the basis of the average price over
the last month of the financial year.
For securities in non-listed companies, the inventory value is the
current value, assessed through recognized evaluation techniques
(reference to recent transactions, discounted cash flow, quota
share of net assets, etc.). Exceptionally certain securities, which
do not have a price quoted on an active market and whose
current value cannot be assessed reliably, are valued at the cost
of acquisition.
3.11. INVENTORY
Inventory is booked at its acquisition or production cost. At each
close, it is valued at its production cost or net realization value,
whichever is lower.
The net realization value represents the estimated selling price in
the normal course of business, less expected costs to complete
or realize the sale.
3.15. PROVISIONS
A provision is accounted for as soon as there is a probable company
obligation, resulting from past events, the extinction of which
should result in an outflow of resources for the Company without
at least an equivalent counterpart, the value of which can be
estimated reliably.
All kinds of identified risks, particularly operational and financial
risks, are monitored on a regular basis, which enables the amount
of provisions considered necessary to be decided.
discount rate;
mortality tables;
^X@!@"#?!;'
The provisions for profit-sharing and share-incentive schemes are
determined according to the terms of Icade Group agreements
in force.
3.19. TAX
Icade is eligible for the SIIC system (specified by article 208 C of
the French General Tax Code).
In return for tax exemption, the application of the SIIC system
entails specific obligations with regard to the distribution of
dividends, and the immediate recognition as expenses of an
exit tax at a rate of 19% calculated on unrealized capital gains
at the date of adoption of the system relating to properties and
partnerships not subject to corporation tax. This tax is payable
in quarters.
The specific obligations concerning the distribution of dividends
are as follows:
Financial debts
Loans and other financial liabilities bearing interest are recorded
at their nominal repayment value. Issue premiums and expenses
are generally recorded to assets and spread over the lifetime of
the loan according to the straight-line method.
!;[?;["?$#$'?JJ@;'
The Company uses financial derivatives (swaps, rates options and
swaptions) to hedge its exposure to the market risk stemming
from interest rate fluctuations. Derivatives are used within the
framework of a Group rates risk management policy.
The fair value of the derivatives shown in the appendix is calculated
by commonly accepted models (future discounted cash flow
method, Black and Scholes method, etc.), and based on market data.
Unrealized gains and losses resulting from the difference between
the market value of the contracts estimated on the date of the
closing of the year and their book value are not recognized.
The bonuses paid when the rate options are set up are linearly
depreciated over the lifetime of these instruments.
160
;$?"""
(in thousands of euros)
INTANGIBLES
!@""
!'!"
value at
and
31/12/2011 J@!;\;@"
J!?""
acquisition
J!?;@"@!
J@!;\$
assets
J!?""
"?X"@!$
@]"![;J
#!
movements
!@""
value at
31/12/2012
27,731
1,226
1,052
24,330
801,820
(22,963)
(8)
778,850
1,170,148
1,292
(2,500)
(19,326)
50,153
1,199,768
43
(21)
22
707
707
8,975
411
(298)
182
9,269
44
44
60,666
299
30,517
38,442
663
(10)
(583)
77
Sub
btota
al
2,042,404
2,002
28,017
28
2,027,103
GENERAL TOTAL
2,070,135
3,228
29,069
2,051,388
TANGIBLES
Land
Buildings
OTHER TANGIBLE ASSETS
Transport equipment
In the 2012 financial year, the sum of loan costs integrated with
the gross value of fixed assets was 19 thousand euros, all of which
is accounted for under assets under construction. The rate used
for capitalizing these financial expenses stood at 4.14%.
161
4.2.
31/12/2011
!'!"
and
J@!;\;@"
XX@J?;@"]@!
?^@!;?;@
and
;^?;!^
!;\?J"
^"
;;'#
?"""
#!
movements
31/12/2012
18,171
1,092
17,914
Land
111,392
21,091
(8,821)
123,663
Buildings
334,991
256
54,756
(7,570)
298
382,731
43
(21)
22
621
20
641
5,482
201
1,287
(298)
6,672
Sub
btota
al
452,529
457
77,154
298
513,728
GENERAL TOTAL
470,700
457
78,246
531,642
!'!"
and
31/12/2011 J@!;\;@"
J!?""
Acquisitions
J!?;@"
J!?""
disposals
Point to
@;J!$;
!?"]!
31/12/2012
^@!;?;@?$$!J;?;@
(in thousands of euros)
INTANGIBLES
TANGIBLES
4.3.
FINANCIAL ASSETS
;$?"""
(in thousands of euros)
Participating interests
2,239,168
(42,824)
65,159
(6,167)
2,255,336
618,857
390,537
(40,169)
969,225
415
(124)
291
21,976
21,976
621
(123)
498
2,881,037
455,696
3,247,326
202,579
1,829
109,004
284,766
2,678,458
346,692
2,962,560
162
?!;J;?;';!""
The change in participating interests is due to the following transactions:
(in thousands of euros)
?!;J;?;';!""
J
^\!
2,239,168
(41,198)
(27,967)
(356)
26,697
45,000
20,159
(2,139)
(4,000)
Company liquidations
(28)
J
^\!
2,255,336
["^!X?$!J;[?\X"?$@#!!X?$?!;"
Details of receivables associated with accounts receivable are as follows:
Receivables associated
(in thousands of euros)
Gross amounts
Interest accrued
Tota
al
^
?;!^
^
NET
31/12/2012
31/12/2011
966,489
615,891
2,736
2,966
969,225
618,857
969,225
618,857
Changes in receivables associated with investment-related receivables during the financial year are detailed as follows:
JJ@"!J;[?\X
JX$;'
J
^\!
615,891
350,000
39,929
608
(13,082)
(10,218)
(7,776)
(8,863)
J
^\!
966,489
^?;!^
The main impairment changes are as follows:
J
^\!
!J;?;@
of
?!;J;?;'
;!""
!J;?;@
of accounts
!J;[?\X
!J;?;@@]
@#!];?J;?X
assets
Total
193,820
8,759
202,579
1,829
1,829
109,004
109,004
(25,873)
(25,873)
(2,773)
(2,773)
278,780
5,986
284,766
?!"@!
instalment
not set
(1)
Depreciation write-backs
Reversal of depreciation of own shares
J
^\!
(1) Mainly concerning the companies Icade Tour EQHO, Sarvilep and the SCI Gascogne.
4.4.
!@""?^@
31/12/2012
?!
?$
?!"
969,225
324,742
506,209
138,274
Loans
291
69
106
116
498
17
137
344
21,976
21,976
9,112
9,112
30,662
30,662
46
46
107
107
4,768
4,768
1,273,738
1,273,738
30,815
30,242
573
942
942
12,096
3,599
8,277
220
2,354,278
1,700,022
515,302
138,954
CAPITAL ASSETS
Receivables associated with equity ownership
Treasury shares
CURRENT ASSETS
Advances and downpayments paid and to be received
Trade receivables
Personnel and related accounts
Social security and other social bodies
Corporate tax
Corporate tax on added value
Other corporate taxes other than on income
Group and associates
Miscellaneous debtors
PREPAYMENTS
CHARGES TO BE SPREAD
TOTAL
Accrued income totalled 34,748 thousand euros.
164
4.5.
SECURITIES AVAILABLE
!@""[?X?
31/12/2012
^@!;?;@
?$$!J;?;@
31/12/2012
!@""[?X?
31/12/2012
!@""[?X?
31/12/2011
141,001
141,001
92,563
406
406
246
77,189
77,189
20,064
218,596
218,596
112,873
The investment securities (excluding ICNE) are broken down as follows (in thousands of euros):
Money-market UCITS:
69,852
71,149
31/12/2012
31/12/2011
218,190
114,728
(1,915)
(1,870)
216,275
112,858
Securities available (gross assets) excluding accrued interest not yet due
Investment securities (excluding accrued interest not yet due)
Net cassh available
4.6.
CAPITAL
Capital
31/12/2012
31/12/2011
^\!
Capital
;#@"?$"@]!@"
^\!
Capital
;#@"?$"@]!@"
52,000,517
79,264
51,992,262
79,251
52,000,517
79,264
51,992,262
79,251
#?!";""$
Fully paid
TOTAL
#?'";^\!@]"#?!";J;!JX?;@
J
^\!
^\!@]
"#?!"
Capital
in thousands
@]!@"
51,992,26
62
79,251
8,255
13
52
2,000,517
79,264
Capital Holding
Capital
^\!@]
"#?!"
% of voting
!;'#"
HoldCo SIIC
28,895,228
55.82%
Other holders
22,869,060
44.18%
236,229
52,000,517
100.00%
@X$!"
Treasury shares
TOTAL
4.7.
"!["
Dividends
#!
movements
31/12/2012
Capital
79,251
13
79,264
Premium issues
68,633
502
69,135
1,028,215
1,028,215
65,466
65,466
143,359
143,359
63,143
63,143
12,734
12,734
172,995
172,995
7,897
28
7,925
1,333,490
(100,415)
1,233,075
92,176
100,387
(192,563)
61,199
61,199
3,00
01,893
61
1,714
2,871,044
505
(43)
462
(1)
3,002,402
61,670
2,871,509
Merger premiums
Including merger proceeds
Premium contributions
166
4.8.
31/12/2012
?!
31/12/2011
!'!"
Allocations
!;
\?J"]@!
use
33
985
1,000
20
Tax risks
non-recurring
35
35
extraordinary/
operations
8,125
24
4,463
6,109
24
5,478
8,192
1,00
09
3,465
7,109
9
24
5,533
!@[;";@"]@!!;""
Subsidiary risks
\
\@?X
!@[;";@"]@!J#?!'"
Retirement benefits
operational
4,060
341
60
364
4,097
operational
292
17
275
Long-service medals
operational
166
10
744
920
operational
1,196
1,196
5,714
35
51
804
381
1
6,488
13,906
1,360
4,269
7,490
24
12,021
\
\@?X
TOTAL
Provisions for tax risks cover the accepted checks for which
reassessment notices were received as of 31 December 2012.
4.9.
COMMITMENTS TO PERSONNEL
?!;?;@;J@"@]"![;J"!$!$?$]?;![?X@]#$';'
31/12/2012
(in thousands of euros)
@#$'$
commitment
Total
Hedged
commitment
@#$'$
commitment
Total
J?!;?X$\"?JX@";'
3,146
3,146
3,528
3,528
System change
364
364
^?J@]^!'!"?$
@#!^@[^"
341
341
(a)
252
252
188
188
(a)
167
167
96
96
(a)
(193)
(193)
?
419
419
91
91
(4)
610
(610)
(737)
(737)
(5)
63
63
71
71
(6)
193
193
?
3,723
3,723
3,1
146
3,146
@""]@
@!#!;@$
X@"";'
'?JJ?!;?XX;?\;X;
ue of hedging assetts
Valu
Opening fair value of
hedging assets
(6)
(7)
Amount of charges to be
repaid recorded separately
under assets
(b)
Contributions
(b)
Benefits provided
(b)
(b)
\
\
X@"";'
']?
?;![?X@]
hedging
g assets
168
31/12/2011
Hedged
commitment
^@"!J@';$@#\?X?J"#?$;J@^"?^
31/12/2012
31/12/2011
Total
Hedged
commitment
@#$'$
commitment
Total
3,723
3,146
3,146
649
649
1,206
1,206
4,372
4,372
4,35
52
4,352
252
252
188
188
167
167
96
96
63
63
71
71
(193)
(193)
(193)
(193)
289
289
16
62
162
@#$'$
commitment
Total
Return on assets
Actuarial (gains) losses for the year
Past service costs recognized
Hedged
commitment
@#$'$
commitment
3,723
?!;?;@;X;?\;X;;"!J@';$@#\?X?J"#
31/12/2012
31/12/2011
Hedged
commitment
@#$'$
commitment
Total
Hedged
commitment
4,352
4,352
4,927
4,927
^?J@]^!'!"?$@#!^@[^"
341
341
289
289
162
162
(610)
(610)
(737)
(737)
4,372
4,372
4,35
52
4,352
male/female mortality tables: TH 2008-2010 and TF 20082010 as of 31 December 2012 and 31 December 2011;
31/12/2012
31/12/2011
920
166
920
166
The impact of the unique agreement on the assessment of long-service medals is recognized in revenue the same as the change of
the reference rate of the iBoxx Corporates AA 7-10.
@"";\XJ@^"?;@]@!!^;?;@@]^X@^J@!?J"?$@#!@"@$!^!?;@]@!";@!
J;["
(in thousands of euros)
3,606
1,477
5,077
In light of current decisions taken by management, employmentrelated benefits affecting Icade employees are not covered by
any provision.
170
31/12/2012
@J@;@"\"J!;;@?$\@""#?!
X?" ?$
X?"]X];XX$
Allocation date
Date of amendment of performance
conditions not related to the market
Acquisition period (in years)
Life of the plans (in years)
X?"]X];XX$
X?"]X];XX$
2011 Plan
?
\
?
\
?
?
?
6/29/06
6/29/06
01/08/07
01/08/07
01/03/08
07/24/08
03/03/11
12/14/06
3.8
Total
plans
[!?'
!;J@]
!J;"
!"#?!
()
430,240
816,650
456,000
188,000
54,500
145,000
!J;"!;J(in euros)
31.72
31.72
47.31
47.31
103.01
66.61
80.86
^\!@]@;@"?"@]
??!
23,284
277,052
344,034
142,614
55,045
138,500
146,500
1,127,029
80.83
1,500
1,500
66.61
Adjustments
4,346
12,164
16,510
63.44
410
7,640
12,386
29,200
1,500
51,136
78.89
18,938
264,478
283,416
63.44
^\!@]@;@";J;!JX?;@
?"@]
J^\!
344,034
134,974
42,659
110,800
145,000
777,467
85.81
43,318
42,659
85,000
95,000
265,977
344,034
134,974
42,659
110,800
acquired:
22.5%
NA
acquired:
22.5%
NA
acquired:
15%
0.0%
0.0%
acquired:
30.0%
acquired:
30.0%
NA
acquired:
22.5%
NA
0.0%
^\!@]@;@"'!?$
8
147,500 2,237,890
Fulfilment of performance
conditions
@;@"#?!
?!;
@;?X^\!@]"#?!"
!J;"!;J!"#?!(in euros)
@;@
"#?!
172,017
67,487
42,659
110,800
145,000
63.44
63.44
94.62
94.62
103.01
66.61
80.86
[!!?'"#??!!;J@#$?
@]!J;"";'@;@"(in eurros)
537,963
85.81
63.32
(1) Consecutive adjustments to capital increases and to distributions of issue premiums subsequent to the granting of stock options, following the distribution of
part of the 2006 and 2007 dividends by drawing on reserves (Boards of Directors of 31 August 2007 and 16 April 2008).
(a) Stock option plans with performance conditions related and not related to the market:
Plans 1-2006, 1-2007 and 1-2008: the performance condition is based on the achievement of an annual NPGS rate and the development of the price of Icade
shares compared to a reference price.
Plan 1-2-2008: the performance condition is based on the development of the price of Icade shares compared to the development of the IEIF index.
[# Y7=| " \
& " "$& "
" # " } " $#\& " \
Z "
compared to the development of the IEIF index.
(b) Stock option plans without performance conditions.
The exercise period of Plans 1-2006 and 2-2006 matured on 29 June 2012.
As of 31 December 2012, 632,467 share subscription options representing 392,852 shares were exercisable for Plans 1-2007, 2-2007,
1-2008, and 1.2-2008.
#@$@][?X?;@]?;![?X@]"@J@;@"\"J!;;@X?"
X?"]X];XX$
X?"]X];XX$
Plan 1
Plan 2
Plan 1
Plan 2
X?
Plan 1
12.81
12.81
35.75
13.92
19.00
Probability of service
100.00%
100.00%
94.81%
94.00%
85.49%
3.95%
3.95%
4.00%
4.75%
3.38%
20%
20%
40%
32%
33%
1.32%
1.32%
3.19%
4.73%
4.00%
49.61
49.61
105.00
71.90
82.43
Exercise price
47.31
47.31
103.01
66.61
80.86
!;@^;?
?X
!;@^;?X
!!;@^;?
?X
!;;@^;?X
!;@^
^;?X
Expected volatility
Mod
del use
ed
@""#?!X?"
The 1-2012 and 2-2012 bonus share allocation plans provide
for the allocation of 15 free shares per employee or director.
The following table shows the characteristics of the bonus share plans current on 31 December 2012:
^\!@]?$"$
"#?!"
!;';?XJ#?!?J!;";J"@]#X?"
^\!
@]"#?!"
allocated
Life
at the
Allocation Acquisition of the @!;';@]
date
!;@$ plans the Plan
Plans
2009(1)
2011
1 - 2012
(4)
2 - 2012
including including
^\! ^\!
Adjustment @]"#?!" @]"#?!"
?!;
?J;!$ allocated
^\!@]"#?!"?"@]
??!
@[^"@[!#
!;@$
^\!@]"#?!"?"@]
J^\!
including including
including including
^\! ^\! including
^\! ^\! including
J#?' @]"#?!" @]"#?!" subject to "#?!"@ cancelled @]"#?!" @]"#?!" subject to
?!; ?J;!$ allocated conditions
standing "#?!" ?J;!$ allocated conditions
19/01/09
2 years 4 years
78,876
1.53
113,011
5/39
14,489
6,139
14,489
01/07/09
2 years 4 years
37,500
1.13
42,219
5/39
5,412
5,412
5,412
5,412
29/09/09
2 years 4 years
46,500
1.13
52,351
5/39
6,713
6,713
03/03/11
2 years 4 years
17,660
10
15,890
910
10
14,980
02/03/12
2 years 4 years
26,190
1,305
24,885
02/03/12
2 years 4 years
28,290
184
28,106
28,106
26,623
15,890
11,551
2,399 26,624
67,971
33,518
TOTAL
207,581
172
31/12/2011
2,660,737
2,234,051
6,604
13,254
1,915
1,870
10
2,669,256
2,249,185
93,911
94,205
557
586
27,220
26,101
121,688
120,892
266,798
401,498
11,663
13,669
278,461
415,167
3,069,404
2,785,243
@?"?$$\";#J!$;;";;@"
Loans with credit institutions(1)
Sub
btota
al
Miscellaneous financial loans and debts
Interest accrued on other loans
Other loans
Interest accrued on other loans
Deposits and sureties received
Debts associated with equity interests
Sub
btota
al
!@?$?""@J;?"
Group current accounts
Other Group debts
Sub
btota
al
TOTAL
(1) These loans are hedged (see 8.2) are further guaranteed through:
- privileges of lenders at the level of 255,000 thousand euros;
- security of shares at the level of 41,712 thousand euros.
?!
?$
?!"
?!"
2,660,737
383,645
2,172,818
104,274
6,604
6,604
1,915
1,915
2,669,256
39
92,164
2,1
172,818
104,274
93,911
91
17,089
76,731
557
557
27,219
738
334
26,147
121,687
1,386
17,423
102,878
266,798
266,798
11,663
11,663
278,461
27
78,461
3,069,404
672,011
2,190,241
207,152
@?"?$$\";#J!$;;";;@"
Loans with credit institutions
\
\@?X
Miscellaneous financial loans and debts
Interest accrued on other loans
Other loans
Interest accrued on other loans
Deposits and sureties received
Debts associated with equity interests
\
\@?X
!@?$?""@J;?"
Group current accounts
Other Group debts
\
\@?X
TOTAL
?!
?$
?!"
?!"
1,481
1,481
18,613
18,613
8,216
8,216
5,166
5,166
34
34
Corporation tax
3,890
2,897
993
5,917
5,917
17,113
17,113
Other debts
6,902
6,902
36,478
1,150
1,512
33,816
103,811
67,490
2,505
33,816
Deferred income
(1)
TOTALS
(1) Including the building lease for the Bassin Nord transaction in the amount of 36,083 thousand euros.
174
";"""#;J##J@^?
#?"??!;J;??""@J;?;@
2,095,860
159,476
969,225
45
4,567
374
1,082,217
192,615
329,442
269,389
9,124
441
2,131
153
1,525
35,705
155,315
11,566
14,176
3,911
ASSETS
Advances and deductions on assets
Investments
Investment-related receivables and other related parties
Loans
Advances and payments on account on orders
Trade accounts and notes receivable
Other receivables
LIABILITIES
The amount of the proceeds from sales of assets and property reserves made with affiliated companies and equity interests was 1,982
thousand euros.
Transactions with related parties are executed under normal market conditions.
?"#_@?\X
31/12/2012
31/12/2011
61,199
92,176
144,758
5,893
1,967
(39,713)
13,799
(112,484)
(41,504)
55,727
70,364
91,128
91,787
Tax expense
4,004
547
?"#]X@]!@^@!?;'?J;[;;"\]@!J@"@]];?J;?X$\?$?
150,859
162,698
!"?;$
2,354
10,403
#?';@!;'J?;?X!;!^!X?$@@!?;'?J;[;;"
13,980
NET
T CA
ASH
H FLOW FROM
M OPERATIN
NG AC
CTIVITIES
50,266
95,219
(34,446)
(46,935)
67,622
60,207
1,240
486
34,416
13,758
acquisitions
(309)
disposals
1,645
5,287
(65,288)
(215,589)
25,465
13,463
103,660
32,691
Financial investments
65,173
CAS
SH FLO
OW RELATED TO INVESTM
MENT TRANSACTION
NS
99,589
I] OPERATING ACTIVITIES
!@];
Allocations calculated for amortization, depreciation and other charges
Other accruals
Capital gains or losses on disposal of assets
Dividends received
?"#]X@]!@^@!?;'?J;[;;"?]!J@"@]];?J;?X$\?$?
??;$
Consolidated securities
acquisitions
disposals
movements on related accounts receivable
Dividends received
176
31/12/2012
31/12/2011
664
11,752
(192,563)
(170,621)
8,978
Merger costs
14,164
(215,016)
795,000
525,604
(368,609)
(287,781)
(60,884)
142,898
(6,187)
(233,600)
(271,954)
158,015
(2,400)
(9,093)
#?';J?"#]X@]!@^];?J;'?J;[;;"
84,966
296,043
NET
T CA
ASH
H FLOW FROM
M FINANCIN
NG AC
CTIVITIES
57,086
NET
T CA
ASH
H POSITION AT THE STAR
RT OF
F THE YEAR
18,184
142,042
177
75,274
18,184
["^"J!;;"JX$;'?JJ!$;!"@$
141,001
94,674
216,275
112,858
IMPACT OF MERGERS
NET
T CA
ASH
H POSITION AT THE END OF THE YEAR
OPERATING PROFIT
Revenues
31/12/2012
31/12/2011
142,137
149,832
1,283
379
37,526
32,013
26,538
27,358
10,988
4,656
180,946
182,224
31/12/2012
31/12/2011
35,830
42,546
2,197
2,245
10,978
12,105
1,302
1,253
50,307
58,149
31/12/2012
31/12/2011
10,689
18,342
Outside services
65,923
58,834
20,193
20,245
25,105
25,292
11,329
10,781
75,501
73,797
3,536
2,870
4,268
1,011
Other expenses
4,686
5,015
221,230
216,187
Rental income
Sale of goods
Provision of services
TOTAL
All revenues are earned in France.
#!@!?;';J@^
(in thousands of euros)
!?;'""
(in thousands of euros)
TOTAL
178
6.2.
FINANCIAL PROFIT/LOSS
31/12/2012
31/12/2011
Dividends
90,098
32,466
28,178
25,466
49,390
54,567
8,184
5,318
31,542
81,990
19
1,113
(1,336)
(43,037)
(45,526)
(5,793)
(16,429)
(3,840)
(5,786)
(47,586)
(52,017)
(109,006)
(19,765)
60,061
(1)
Z
Income
""
Net impact
83,601
46,175
37,426
4,237
4,452
(215)
1,226
(1,226)
457
457
2,878
4,059
(1,181)
91,173
55,912
35,261
6.4.
INCOME TAX
Tax liability on the results for the year was 4,004 thousand euros
and breaks down mainly as follows:
tax determined for the year 2012 for 2,022 thousand euros;
exit tax charge related to the PDM 4 building for 1,987 euros.
~\?X?J"#J@^^;^"
Commitments made
?!;
31/12/2012
?!
@?!"
?!"
145,028
20,844
74,789
49,395
27,349
8,036
10,312
9,000
9,377
5,777
1,521
2,079
38
38
25,502
23,034
2,468
80,311
80,311
350,000
350,000
41,593
41,593
184,639
3,139
181,500
2,000
2,000
865,837
143,179
270,590
452,067
31/12/2012
?!
@?!"
?!"
8,388
5,604
961
1,823
235,632
14,751
62,014
158,867
4,284
751
806
2,727
3,785
3,297
488
895,000
895,000
484,929
105,150
254,206
125,573
1,632,018
126,256
1,216,284
289,478
@^^;^"!J;[$
?!;
(in thousands of euros)
TOTAL
180
#!;]@!^?;@
On 21 January 2013, a sale promise under suspensive conditions concerning nine warehouses was signed. The related financial
consequences have been accounted for in the accounts for the year 2012.
On 29 January 2013, the funds related to the mortgage financing of 180,000 thousand euros backed by the Parc du Pont de Flandres
were raised.
8.2.
Total
Less than
@?!
@!#?@?!
and less than five
?!"
@!#?
];[?!"
3.54%
1,784,603
287,882
1,345,323
151,398
4.09%
205,920
105,920
100,000
1,990,523
393,802
1,445,323
151,398
(in K)
[!?'
!?
Swaps
Rates options(1)
TOTAL SWAPS AND RATE OPTIONS
(1) CAP and CAP graded.
The fair value of all derivative instruments at 31 December 2012 (excluding ICNE) is as follows:
Swaps:
Rates options:
576 euros.
The variable-rate debt was hedged to 89.4% by swaps and rate options.
8.3.
CONSOLIDATION
Icades consolidated accounts are consolidated into those of the Caisse des Dpts according to the full-consolidation method.
8.4.
(in K thousand)
Compensation paid
2,788
221
TOTAL
8.5.
3,009
HEADCOUNT
?'@!;"
Managerial/executive staff (and similar)
Employees
TOTAL
Employees made
available
Total
238
242
58
58
296
300
8.6.
#?!#@X$!" #?!@]
equity capital
J$;'
held
Capital
capital
in %
!@""
Income
Obs.
]!@^#
$?
Loans ?!?"
![;@"
of last
and
given to
?!$ Dividends balance
Net Advances "\";$;?!;" Revenues
@! !J;[$ "#
#X$?@[!
182
SAS
250,037
1,102
236,148
(62,154)
2012
SAS
Sarvilep
1,000
116,064
7,243
49,608
2012
SASU
Icade Promotion
Logement
29,683
203,279
38,696
564,393
19,052
2012
SCI
Icade-Leo Lagrange
121,911
3,176
137,857
16,803
3,176
2012
SCI
99,177
(28,207)
100
99,177
70,971
5,670
4,551
2012
SCI
Morey
76,027
(27,208)
100
76,028
46,798
49,020
2,372
2,020
2012
SCI
Chambolle
72,353
(17,252)
100
72,354
47,220
7,881
6,067
7,881
2012
SAS
Icade Bricolage
38,347
26,821
100
67,845
67,845
10,200
8,752
3,525
2,684
2012
SCI
Mondotte
58,368
(5,632)
100
58,369
58,369
47,052
6,126
1,052
2012
SA
Icade Finances
56,000
(35,172)
100
56,000
20,828
(3,166)
2012
SCI
PDM 2
42,702
20,160
100
42,702
42,702
42,205
11,233
2,705
2012
SAS
C.F.I.
26,977
15,608
100
40,788
40,788
44,547
6,916
(241)
6,698
2012
SCI
PDM 1
39,652
28,051
100
39,652
39,652
47,416
13,356
4,416
2012
SCI
Messine Participations
24,967
10,748
100
34,388
34,388
35,865
5,270
1,992
2012
SCI
Gascogne
25,871
(15,438)
100
25,871
10,755
11,304
2,825
697
2012
SCI
Icade 69 Bd Haussman
28,984
2,054
100
24,834
24,834
29,958
4,238
2,054
2012
SCI
Le Tolbiac
22,938
249
100
22,938
22,938
41,129
2,115
249
2012
SCI
15,862
3,876
100
17,869
17,869
20,161
3,450
1,879
2012
SCI
10,790
1,133
100
16,441
11,923
12,880
1,512
1,046
2012
SAS
Icade Conseil
270
1,259
100
12,829
12,700
608
7,184
643
1,566
2012
SCI
Evry Europen
3,492
4,531
100
12,217
8,765
8,894
1,574
(184)
2012
SCI
Bati Gautier
1,530
2,773
100
11,474
11,474
2,346
3,818
2,331
2012
SCI
Evry Mozart
5,665
374
100
10,676
6,361
6,976
1,377
289
2012
SCI
Icade Morizet
9,100
996
100
10,234
10,234
12,646
2,104
996
2012
SCI
7,822
1,835
100
7,822
7,822
10,369
1,923
1,872
2012
SCI
21
2,850
100
6,594
2,850
6,807
785
(2,925)
395
2012
SAS
Icade Arcoba
3,230
128
100
4,637
3,358
17,453
745
2012
SAS
Icade Suretis
801
(251)
100
4,300
550
7,667
(728)
2012
SCI
Marignane La Palun
(908)
100
3,686
414
2,974
402
(380)
2012
SAS
Iporta
500
401
100
2,700
2,700
2,959
193
80
2012
@@[?X@]
"#?!"#X$
#?!#@X$!" #?!@]
equity capital
J$;'
held
Capital
capital
in %
!@""
Income
Obs.
]!@^#
$?
Loans ?!?"
![;@"
of last
and
given to
?!$ Dividends balance
Net Advances "\";$;?!;" Revenues
@! !J;[$ "#
SAS
Icade Property
Management
3,450
1,938
100
2,406
2,406
34,134
1,582
2,243
2012
SASU
Icade Commerces
2,000
1,460
100
2,000
2,000
398
1,259
14,214
2012
SCI
1,400
(4,062)
100
1,400
1,400
1,650
5,426
(1,587)
2012
SCI
Zeugma
1,151
100
1,383
1,151
1,204
2012
SCI
637
(517)
100
576
120
(62)
2012
SCI
2C Marseille
480
(88)
100
479
479
770
583
(4)
2012
SCI
Residence de Sarcelles
201
(304)
100
214
98
47
94
(70)
2012
SCI
PCM
145
580
100
145
145
231
2,924
(154)
2012
SAS
Icade Transactions
524
733
100
131
131
219
3,617
(73)
2012
SA
Inmobiliaria de la Caisse
des Dpts Espana(*)
60
642
100
68
68
452
255
4,526
2012
GMBH
Icade Reim
Deutschland(*)
25
519
100
25
25
314
2012
SCI
Les Tovets
10
181
100
10
10
327
113
85
2012
BV
Icade Reit(*)
18
285,785
100
288,917
(3,132)
824
2012
SNC
Mistral
530
100
678
60,000
(383)
2012
SNC
Capri Danton
100
2012
SCI
BSP
10
(333)
99
10
10
1,312
(406)
2012
SCI
La Sucriere
45
99
40
(2)
2012
SNC
Icade CBI
111,328
(679)
80
88,868
88,741
13,668
10,476
6,939
2012
SAS
Icade Asset
Management
225
24
75
169
169
1,316
24
2012
SAS
Icade Sant
297,580
528,502
63 450,259 450,259
385,484
92,297
21,359
7,175
2012
SCI
Severine
100
104
60
60
60
401
135
104
2012
SCI
FAM de Lomme
900
412
51
459
459
322
788
106
2012
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SCI
du Bassin du Nord
103,889
23,628
50
72,762
72,762
119,802
27,325
(7,822)
2012
SCI
ODYSSEUM PD FRANCE
97,712
4,740
50
49,220
49,220
55,621
19,953
4,739
2012
SCI
CNM
420
793
50
210
210
102
1,033
(67)
2012
SAS
37
(77)
49
18
(3)
2012
SCI
SCIA
(2)
49
47,228
1,285
(4,777)
2012
SNC
PB 3I PROMOTION
(1)
38
2012
SCI
Terrasse Bellini
91,469
8,819
33
37,179
37,179
14,105
3,887
8,798
2,261
2012
SCI
SCI De La Vision
1,500
1,512
22
330
330
3,403
109
2012
SCI
1,440
1,384
22
317
317
146
3,509
109
2012
SCI
Htel de Police
Strasbourg
76
2,177
19
14
14
4,116
2,098
333
2012
SAS
Guyane Lyces
1,650
38,004
16
264
264
183
3,407
355
80
2011
SAS
La Cite
1,618
(3)
16
259
259
2,329
2011
SAS
Chrysalis
40
5,398
16
26
2011
SAS
UMAG
898
9,885
10
90
90
(94)
2011
Statutory Auditors
report on the annual
Chapter 6
Statutory Auditors report on the
This is a free translation into English of the statutory auditors report on the financial statements issued in French and is provided solely
for the convenience of English speaking users. The statutory auditors report includes information specifically required by French law in
such reports, whether modified or not. This information is presented below the audit opinion on the financial statements and includes an
explanatory paragraph discussing the auditors assessments of certain significant accounting and auditing matters. These assessments
were considered for the purpose of issuing an audit opinion on the financial statements taken as a whole and not to provide separate
assurance on individual account captions or on information taken outside of the financial statements.
This report also includes information relative to the specific verification of information given in the management report and in the
document addressed to the shareholders.
This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards
applicable in France.
To the Shareholders,
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188
.......... 201
2.1.
2.2.
2.3.
2.4.
2.5.
Chapter 7
Report of the Chairman
of the Board of Directors
drafted pursuant to Article L. 225-37 of the French Commercial Code
Pursuant to Article L. 225-37 of the Commercial Code, the Chairman
of Icades Board of Directors reported on the composition of the
board and application of the principle of balanced representation
of men and women within its membership, conditions for preparing
and organizing the Board of Directors activities, and internal
control and risk management procedures implemented by Icade
(Icade or the Company).
This report covers the period from 1 January to 31 December
2012. It was drafted following work carried out by the Chairman
with the support of management. To develop this report, of the
1. Corporate governance
1.1
Icade refers to the Corporate Governance Code of Listed Companies published by the Association Franaise des Entreprises Prives
(AFEP) and the Mouvement des Entreprises de France (MEDEF ) of December 2008, and updated in April 2010 (the Reference Code),
available at http://www.medef.fr.
To date, Icade applies all of the recommendations of the Reference Code except the recommendations below for the following reasons:
190
Protection measure
Justification
Protection measure
Justification
All of the options and bonus shares assigned to the senior executive
corporate officer are subject to performance conditions
(Article 20.2.3, paragraph 3 of the Reference Code: exercise by the
senior corporate officers of all of the options and share purchases
must be related to performance conditions)
The great majority, but not all, of the options or bonus shares
assigned to the Chairman and CEO are subject to performance
conditions.
However, the Chairman and CEO undertook, during the Board of
Directors meeting on 20 December 2012, to propose to the board
that all options and bonus shares that are assigned to him in the
future be subject to performance conditions, as needed.
Compared to the previous fiscal year, it is noted that the Company now complies with the recommendations of the Reference Code
relating to:
(i) the absence of the Chairman and CEO on the Appointments and Remuneration Committee;
(ii) the presence of a majority of independent directors on the Appointments and Remuneration Committee; and
(iii) the organisation of meetings of directors outside the company (neither senior executive corporate officers nor employees) outside
the presence of internal directors.
Indeed, the Board of Directors, on 20 December 2012, noted the resignation of the Chairman and CEO from his term as member of the
Appointments and Remuneration Committee and named as a replacement a second independent director from the three members
forming the said committee.
This same Board of Directors, on 20 December 2012, also decided to hold a meeting of outside directors without the presence of the
internal directors during the 1st half of 2013.
Consequently, the Companys compliance with the provisions of the Reference Code may be summarised as follows:
No
Recommendation
1.
Yes
2.
Yes
3.
Yes
4.
Yes
5.
Yes
o
6.
Yes
7.
Yes
8.
Yes
9.
Yes
With the exception of the staggered
reappointment of directors
(explanations supplied in point 1.1 above)
10.
Yes
11.
Yes
12.
Yes
13.
Yes
14.
Yes
15.
Yes
No
Recommendation
16.
Yes
17.1
Yes
17.2
17.
Yes
17.3
No
17.4
Yes
17.5
N/A
Yes
18.
18.1
Yes
18.2
Yes
1.2.
1.2.1.
192
Yes
o
the director appointments of Christian Bouvier, MarieChristine Lambert and Alain Quinet ended on 22 June 2012;
1.2.4.
The Icade Board of Directors met eight times during the financial
year 2012. The members of the Committee were present at a
rate of 76.6%.
The table below shows each directors 2012 Board of Directors meeting attendance rate:
Directors
194
Presence at
meeting
Total number
at meeting
Individual
attendance
rate
50%
Christian Bouvier
75%
Ccile Daubignard
(starting 22 June 2012)
100%
Jean-Paul Faugre
(starting 20 December 2012)
100%
Benot Faure-Jarrosson
100%
Nathalie Gilly
62.5%
100%
Marie-Christine Lambert
75%
Serge Grzybowski
100%
Benot Maes
(starting 22 June 2012)
75%
Olivier Mareuse
50%
Olivier de Poulpiquet
(starting 22 June 2012)
75%
Alain Quinet
62.5%
Cline Scemama
75%
Sabine Schimel
100%
Alfonso Munk
(until 31 May 2012)
75%
Edward Arkwright
(until 11 December 2012)
57.14%
1.2.6.
the functioning of the Board of Directors and the selfassessment of the work of the Board of Directors;
1.2.7.
1.3.
1.3.1.
Assignments
The duty of the Strategy and Investment Committee is to examine
any investment or disinvestment project by the Company greater
than 50 million and any external growth operation greater than
30 million. It examines the development policy through internal
growth and the strategic policies of the Group.
Composition
The five members of the Strategy and Investments Committee
are Serge Grzybowski (Chairman), Olivier de Poulpiquet
(independent director) since 22 June 2012, Jean-Paul Faugre
196
promotion;
tax overview;
financing;
1.4.
The CEO has the most extensive powers to act in the name of the
Company in all circumstances. He exercises his powers within
the limits of the corporate purpose and subject to those that
the law expressly assigns to shareholder meetings and the Board
of Directors.
He represents the Company in its relationships with third parties.
The Company is bound even by the acts of the Chief Executive
Officer that are not within the scope of the corporate purpose,
unless the Company can prove that the third party knew that the
act was beyond the scope of said purpose or could not have failed
to know it, bearing in mind the circumstances; although bearing
in mind that merely the publication of its Articles of Association
does not suffice as such proof.
The clauses of the Articles of Association or the decisions of the
Board of Directors limiting the powers of the Chief Executive
Officer may not be invoked in relation to third parties.
Neither the Articles of Association of the Company nor the Board
of Directors have set a limitation on the powers of commitment of
the Managing Director with the exception of the implementation
of the share repurchase program approved by the shareholders
meeting on 22 June 2012. Thus, the meeting of the Board of
Directors on 22 June 2012 gave all powers to the Chief Executive
Officer, up to a maximum of 2.5% of the share capital of the
Company and a maximum purchase price per share of 100,
excluding acquisition expenses, for the purposes of negotiating
and signing a new liquidity contract, where appropriate, making
all stock market or off-market orders and allocating the acquired
shares to the various goals of this program.
1.5.
1.6.
1.6.1.
General provisions
198
1.6.2.
Directors fees
1.6.3.
1.6.4.
The only other term of office held by Serge Grzybowski within the
Group, other than that of Chairman and CEO, is that of Chairman
of the France Green Building Council, a national association, for
which he receives no remuneration. Also, the information supplied
on his remuneration is based on all the amounts paid associated
with all the terms that he fulfils in the Group.
At the recommendation of the Appointments and Remuneration
Committee, on 16 February 2012 the Board of Directors set the
variable portion for the Chairman and CEO for 2011 at 329,200,
broken down into 209,200 for the 2011 variable portion and
120,000 as an extraordinary bonus related to the Silic transaction.
Further to this, on 7 April 2011, at the recommendation of the
Appointments and Remuneration Committee and after having
renewed Serge Grzybowskis term as Chairman of the Board
of Directors and Chief Executive Officer of Icade, the Board of
Directors also resolved to maintain the fixed annual remuneration
of Serge Grzybowski for 2012 at 400,000 for these duties.
Performance condition
In the event of Forced Departure, Icade will pay the Chairman and
CEO the Severance Payment if the most recent GSNI is greater
than or equal to GSNI during the Benchmark Period.
For purposes of assessing the performance conditions:
1.6.5.
1.6.6.
#!\"
In his capacity as Chairman and Chief Executive Officer of Icade,
Serge Grzybowski also has the benefit of:
(i) a company vehicle, assigned under the rules defined within
Icade; and
1.7.
PUBLICATION OF INFORMATION
SPECIFIED BY ARTICLE L. 224-100-3
OF THE FRENCH COMMERCIAL CODE
" #$# "$& " $ " #" \ & & \# #]
For the sake of continuity with previous years, in 2012 Icade used
the reference framework proposed by the French Financial Market
Authority (AMF) in its document entitled The mechanisms of
risk management and internal control: reference framework
dated 22 July 2010. The latter was implemented in its entirety:
general principles and accounting and financial internal control
framework, analysis and control of operating risks, including in
the area of information systems.
Reference frameworks have been developed for Icades main
operations and activities as well as for the principal crossdisciplinary cycles.
2.2.
The main risks to which Icade and its subsidiaries are exposed are
listed in the management report. The risks are primarily as follows:
Legal and fiscal risks
Risks resulting from control by the majority shareholder; risks
associated with changes in sustainable development; changes to
regulations which apply to property investment and the provision
of property-related services; changes to rules relating to property
development or public-private partnerships; risks associated with
the failure to obtain government permits and possible appeals
permits granted; risks associated with a change to the SIIC fiscal
regime; risks associated with a change to fiscal systems to the
benefit of Icades clients; risks associated with a change to French
fiscal rules.
Financial risks
Credit and counterparty risks; liquidity risks; market risks (interest
rate risk and risk on equities and other financial instruments).
2.3.
2.3.1.
Risks analysis
2.4.
2.4.1.
'@;'"J;J^@;@!;'@]J@!@X
elements
In addition to the half-yearly census of the operational risk
categories and corresponding securities, a certain number of
key processes or significant operations are the subject of control
procedures through instances of specific decisions: for example,
risks associated with certain promotion operations may justify the
constitution of provisions examined at Commitments Committees
within the Property Development division.
been examined every month by the Risk, Rates, Cash and Finance
Committee. This defines the strategy in these areas, which is
implemented by the financial department.
Processes related to human resources
The Human Resources Committee meets every fortnight. It
is responsible for examining the human resources divisions
major spheres of responsibility and their progress as regards
mobility, training, recruitment, payroll policy labour relations,
collective bargaining, compliance with labour legislation and legal
regulations, the implementation and monitoring of procedures.
The detailed elements of this process are described in the
annual report, which serves as a reference document. All of
these responsibilities are grouped in the same department for
all of Icades structures.
Legal disputes
Icades legal department periodically, and at least half-yearly, lists
all disputes in which Icade and its subsidiaries are involved, on
the basis of which provisions are determined for each significant
dispute in liaison with the main financial managers.
Insurance policies
2.5.
2.5.1.
2.6.
!;'#
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Within Icade, internal control is carried out under the responsibility:
The risks function has been provided by the Audit, Risk Management,
and Sustainable Development Department:
Finally, with regard to risk control, the Group has updated its activity
continuity plan, which covers key aspects such as information
technology.
@!]!?J;?X?!"
In 2013, the half-yearly execution of risks will be continued, as
well as the permanent adaptation of control measures of risks
and control points. Furthermore, the recommendations issued
at the end of the first internal control audit will be implemented
in order to continue the improvement of the processes for risk
and internal control, especially to strengthen the second level
controls on certain processes and to improve the monitoring of
action plans decided on in the event of defective controls.
Statutory Auditors
report pursuant to
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convenience of English speaking readers. This report should be read in conjunction with, and construed in accordance with, French
law and professional auditing standards applicable in France.
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Corporate social
and environmental
responsibility (CSER)
1. Icades Sustainable Development Challenges
and Responsibilities ...................................................................... 213
1.1.
1.2.
1.3.
1.4.
211
Chapter 9
Corporate social
and environmental
responsibility (CSER)
SUMMARY
The new sustainable building regulations are changing the
ecosystem of the sector: the thermal regulations have been
followed by environmental annexes to leases, transparent
Corporate Social Responsibility (CSR) disclosures, biosourced
buildings, and the upcoming improved performance requirements
for existing buildings. At the same time, customer expectations
for sustainable buildings have not lessened.
Launched in 2008, Icades Sustainable Development Programme
was organized into four specific areas and twelve commitments
in 2011. It integrates the new regulatory and market requirements
in order to strengthen our short-term efficiency and anticipate
future medium-term changes in needs and regulations.
The high level of Sustainable Development performance achieved
in 2011 by the Property Development Division, which earned a
number of professional distinctions, was consolidated in 2012 and
allows us to respond to changes in the housing and commercial
markets with confidence.
Icade Foncire has focused its attention on the most significant
segment of the commercial office and business park holdings
with an initial series of indicators that will enable it to guide
improvement projects. Lessor/tenant cooperative programmes are
212
1.1.1.
1.1.2.
1.1.3.
1.1.4.
support for change: the implementation of the real estatedeveloper strategy results in reorganization and changes
of scope, acquisitions and sales. This continually-evolving
backdrop requires particular attention to the quality of the
social dialogue, to assistance for the employees affected,
and to the managerial relationship.
1.2.
1.2.1.
Fostering transparency
For leased areas greater than 2,000 m2, all existing leases must
be covered by an amendment with an environmental annex no
later than 13 July 2013. The result is institutionalized collaboration
that will be fully operational over the medium term.
Certain lessors, including Icade, had anticipated this regulation
by signing green leases with a proportion of tenants with terms
and conditions based on the preparatory work for the decree.
The first regulatory green leases will have been signed in 2012.
1.2.4.
214
1.2.7.
1.3.
1.3.1.
1.2.6.
1.3.4.
1.4.
1.4.1.
216
1.4.2.
CSER: Icades four themed initiatives to meet the seven responsibilities of sustainable building and the four
internal social challenges
Icades 4 themed initiatives
Energy
and
carbon
7 responsibility
of sustainable
buildings
Sustainable
Building and
City
Mobilized
Enterprise
Stakeholders
4 internal social
challenges
1.4.3.
The operational action programmes, directed by the teams in the Real Estate, Promotion and Services divisions and support functions
are continually evolving with the completion of initiatives and a commitment to new ones. Special attention is paid to disseminating
and putting the results obtained into practice.
Commitments
Energy-Carbon
In 2012, propose a building equipped with energy and water meters by type of use and space
Conduct a proactive energy policy for the buildings managed as ASSETS by the consulting
division
Monitor energy meters for a minimum of three buildings between 2012 and 2013
Complete the Environmental Performance Diagnostic (DPE) for the 60 main commercial
assets
In 2012, equip two buildings with energy and water meter by type of use and space
1
Energy
Take measures with orders givers to establish the use of an Energy Performance Contract
(CPE) in 2012
Identify the energy and water consumption in commercial buildings with the share of
renewable energies
Conduct at least one air seal test on a commercial property operation in 2012
Know the energy consumption on our entire production at the SO stage (commercial and
housing) for TR uses
Map the energy labels of the operations
In 2012, complete the replacement of computers with other more energy efficient machines
(-30%)
In 2012, study the installation of a remote cut-off system for IT equipment
In the context of the carbon footprint assessment, reduce emissions related to the operation
of commercial buildings
Improve knowledge on Live Cycle Assessment (LCA) and Air Quality (QAI)
2
Carbon
Property Investment
218
Property Development
Services
Support Functions
Commitments
Sustainable
Buildings and
City
Seek HQE operations certifications on the main new and renovated assets in Property
Investment
Produce 50% of the commercial production with double certification
Include HQE certification in all proposals for commercial production and PPS
3
Certifications
Define a model profile for the Certiva Sustainable Development Passport in the first half of
2012
Initiate at least one HQE development certification in 2012
Identify by region the performance profile of the housing operations under NF and NF HQE
process
4
Holdings
5
Green
neighbourhoods
6
Mobility
Improve the building-transport connection through an Impetus search with the support of the
DARDD
Establish the distances to public transport for the locations of the commercial property assets
Identify relevant air quality indicators and study the possibility of installing the corresponding
measurement tools
7
Air quality
Test the air quality indicators on at least one commercial operation and one housing operation
Site inspection of aeraulic operation on at least 1 operation per region beginning in 2012
Define Interior Air Quality (QAI) measurement criteria to increase awareness of owners
Check the aeraulic operation for all housing operations
Property Investment
Property Development
Services
Support Functions
Commitments
A mobilised
enterprise
8
Economy
9
RH
10
Daily enterprise
life
Stakeholders
12
Client
awareness
Property Investment
Property Development
Services
Support Functions
2.1.
Services division
Icade
Icade Promotion
Icade Setrhi-Setae
Icade Transactions
Icade Arcoba
Icade Suretis
Sarvilep
Icade Gestec
I Porta
Icade Conseil
Icade Expertise
2.1.1.
Employment
1. Total work force and employee distribution by gender, age and geographic region
1.1.
The definition of employees means all registered employees (excluding trainees), both compensated and uncompensated as at
31 December 2012.
1.1.1.
Work force by category, gender, division and geographic region (France and International) at 31 December 2012
Employees registered as at 31 December 2012: 1,712 employees.
Non-managerial personnel
Men
Women
Total
Men
Women
Total
Total
Total
employees
registered at
31/12/2011
Property investment
34
60
94
131
109
240
334
19.5%
334
Property
development
59
305
364
407
191
598
962
56.2%
954
Services
53
121
174
147
95
242
416
24.3%
545
146
486
632
685
395
1,080
1,712
100%
1,833
8.5%
28.4%
36.9%
40.0%
23.1%
63.1%
100.0%
Total
Breakdown of staff (%)
Outside France
Managerial personnel
11
As at 31 December 2012, employees with a permanent contract (CDI) in France represented 95.4% of the staff while fixed-term
employees (CDD) represented 4.6%.
CDI
CDD
Property investment
321
13
Property development
931
31
Services
382
34
Total
1,634
78
Distribution as a %
95.4%
4.6%
Non-managerial personnel
le-de-France
Regions
Total
Managerial personnel
Total
Men
Women
Total
Men
Women
Total
Total
109
262
371
445
306
751
1,122
65.5%
37
224
261
240
89
329
590
34.5%
146
486
632
685
395
1,080
1,712
100%
Outside France
222
Total
1.1.2.
Monthly average work force in France by category, gender and division (excluding trainees and summer student
short-term contracts)
Non-managerial personnel
Managerial personnel
Total
Men
Women
Total
Men
Women
Total
Total
Property investment
31.8
66.2
98.0
133.1
113.3
246.4
344.4
19.8%
Property development
63.3
304.8
368.1
402.9
188.6
591.5
959.6
55.2%
Services
65.9
123.2
189.1
150.3
95.2
245.5
434.6
25.0%
161.0
494.2
655.2
686.3
397.1
1,083.4
1,738.6
100%
9.3%
28.4%
37.7%
39.5%
22.8%
62.3%
100.0%
Total
Breakdown of staff (%)
1.1.3.
Men
Women
60 to 65
47
30
55 to 59
106
81
50 to 54
108
117
45 to 49
109
138
40 to 44
111
142
35 to 39
121
132
30 to 34
118
132
25 to 29
83
89
Under 25
23
20
831
881
Older than 65
Total
The barrel shape of the age pyramid reflects the balanced management policy for Icades employees. This policy guarantees an
appropriate balance between the new generations and the transfer of skills.
In the last three years, the average age has remained stable. It is 43.5 for managers and 42 for non-managers.
Average seniority at Icade is 10.8 years in 2012 and was 9.8 years in 2011.
82
32
54
Internships/professional training
23
Total
191
Personnel changes over 2012 reflect 16 transfers between Group companies and 14 conversions of contracts into permanent contracts.
2.2.
2012 departures
Voluntary departures
60
Lay-offs
33
Contract terminations
16
Retirements
12
Deaths
13
115
End of temporary contracts/internships and professional training, and transition to permanent contracts
Total
86
342
(*) Departures from the Icade Group area represent the departure of employees from the subsidiary Icade Rsidence Service (IRS).
224
3.2.
3.2.1.
Basic salary
Employee average monthly basic salary by status
and gender
1,587
Employees
2,129
Supervisors
2,390
Managerial personnel
4,244
Total
3.2.2.
3,548
Men
1,565
Women
1,598
Men
2,183
Women
2,119
Men
2,322
Women
2,435
Men
4,485
Women
3,822
Men
4,176
Women
2,941
Property investment
2.88%
Property development
3.27%
Services
2.75%
Total
3.05%
3.4.
3.3.
Employee profit-sharing
Net amount
paid
Number of
beneficiaries
Average
amount
Minimum
amount
Maximum
amount
3,825,125
2,015
1,898
3,910
Incentives
An incentive agreement was signed for the years 2011-20122013. This agreement concerns all Icade employees. As the
performance indicator, it uses net current cash flow, recorded in
Icades consolidated accounts (according to a specific calculation
set forth in the agreement).
Incentives
Net amount
paid
Number of
beneficiaries
Average
amount
Minimum
amount
Maximum
amount
7,157,859
2,015
3,552
5,894
PERCOG
Employee shareholding
Group Savings Plan (Plan dpargne groupe-PEG)
226
3.5.2.
2.1.2.
Work organization
Men
Women
Total
Property investment
14
16
Property development
78
87
Services
23
24
12
115
127
Total
2.1.3.
Employee relations
5. Absenteeism
Absenteeism includes all days absent because of illness
(occupational illness, other illness, permanent disability),
absences for work/commuting accidents, absences for family
events (special holidays, moving) and absences for other reasons
(unpaid authorized absences, unexcused absences, short-term
leaves without pay).
In 2012, absenteeism represented 21,927 calendar days, (based
on the definition used) or 3.58% of the theoretical work days,
as follows:
Illness
87.11%
10.07%
Family events
0.96%
Other reasons
1.86%
Total
100%
1.
2.
4.
5.
6.
7.
8.
9.
3.
228
2.1.4.
(**)
Local
employees
(custodians)
Employees
Supervisors
Managerial
personnel
Total
11
55,782
858,147
163,957
1,781,946
2,859,833
71.71
3.50
0.00
2.24
3.85
(*) Calculation of the number of theoretical hours: 5 days X 52 weeks 25 theoretical leave or holiday days X 7 hours X annual average number of employees in
the category. Average number of employees represents the sum of monthly employees for the year divided by 12.
(**) The frequency rate is equal to the number of accidents with work stoppage multiplied by 1,000,000 and divided by theoretical number of hours worked.
Severity rate of work accidents in 2012 : (work accidents with work stoppage and relapses over 2012)
Local
employees
(custodians)
Employees
Supervisors
Managerial
personnel
Total
254
129
39
422
55,782
858,147
163,957
1,781,946
2,859,833
4.55
0.15
0.00
0.02
0.15
(*)
Severity rate(**)
(*) Calculation of the number of theoretical hours: 5 days X 52 weeks 25 theoretical leave/holiday days X 7 hours X annual average number of employees in the
category. Average number of employees represents the sum of monthly employees for the year divided by 12.
(**) The severity rate is equal to the number of days lost multiplied by 1,000 and divided by the theoretical number of hours worked.
Local
employees
(custodians)
Employees
Supervisors
Managerial
personnel
Total
10
16
2.1.5.
Training
Training areas
Percentage of total
number of hours
Office IT
26%
Property construction
22%
Safety
14%
Personnel development,
communication
13%
7%
7%
Human Resources
6%
Sustainable development
4%
Management
1%
Total
100%
2.1.6.
Equal opportunity
2.1.7.
2.2.
ENVIRONMENTAL DATA
2.2.1.
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from each area of expertise
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to develop.
20.1. Strategy
Sustainable development is part of Icades genetic heritage.
Caisse des Dpts, its majority shareholder, has made this issue
one of its growth vectors, reaffirmed in the brochure entitled
Contribution to the Sustainable City in 2012, in which Icade is
one of the major contributors.
Thanks to its numerous businesses, Icade moves beyond a
focus on building alone, to encompass most components of
a sustainable city. This approach has always been part of the
Companys culture and has formed the core of its urban policy for
150 years. Committed to regional development in France, Icade
designs its projects to serve its customers needs and collaborates
closely with local authorities and all of its stakeholders.
MANAGEMENT OF
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6867$,1$%/('(9(/230(17
Leads and coordinates the SD
policy and helps operational
departments.
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information and oversees the
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This strategy is deployed within an active policy organized around four major themes and 12 commitments, which was developed at the end of 2011:
1
Energy and Carbon:
Control energy consumption.
Reduce the carbon footprint.
2
Sustainable Buildings and Cities:
Standardize certifications.
Improve performance in the existing commercial assets.
Develop Green Neighbourhoods.
Encourage mobility.
Improve management of air quality.
3
Mobilised enterprise:
Structure green value.
Live better at work.
4
Stakeholders:
Value environmental annexes.
Mobilise owners and tenants.
2012 Report
1
Control energy
consumption
2
Reduce the carbon
footprint
3
Standardize
certifications
4
Improve the
performance
of the existing
commercial
property assets
5
Develop green
neighbourhoods
2011 Report
2012 Report
6
Encourage
mobility
7
Improve air quality
management
8
Structure green
value
9
Live better at work
10
Increase green
gestures
A major effort was made in 2012 to reduce brochurerelated printing. There is now a single contract for all
printing related to Icades communications and the
number of business brochures was reduced from
25to 7.
11
Expand
environmental
annexes
12
Mobilise buyers
and tenants
Rating
Action completed
completion of actions:
March 2012
September 2012
4
(6%)
1
(2%)
20
(29%)
15
(24%)
14
(21%)
8
(13%)
27
(43%)
15
(22%)
2
(3%)
5
(7%)
1
(2%)
4
(6%)
6
(9%)
0
9
(14%)
10
15
Level 1
Level 2
Level 3
Level 5
Level 6
Level 7
20
Level 4
10
15
20
Level 1
Level 2
Level 3
Level 5
Level 6
Level 7
25
30
Level 4
DI
4.42
0.79
3.48
0.53
Company mobilized
3.60
1.00
Stakeholders
3.60
0.80
MI : 4.42
DI : 0.79
This is also the theme with the strongest maturity index, and a
very strong dynamic index (80% of the actions have increased
one level).
Several significant actions to achieve a greater understanding of
energy and carbon mapping and of the concrete measures with
regard to energy metering, both for Property Investment and
Property Development, illustrate this result: this initial assessment
will now allow us to set up controlled action plans.
In addition, the progress of several actionswhich are, however,
currently under active study with Servicesis still barely visible
at rating level; the rate of progress depends on the aims of the
principals.
MI : 3.48
DI : 0.53
MI : 3.60
DI : 0.80
This theme cover actions related to clients and partners and show
mixed results. The first commitment, relating to green leases
(environmental annexes) shows a very good general rating, which is
essentially due to a rating closely connected to the drafting of the
actions (this is the best dynamic indicator of all the commitments).
But a detailed analysis can be summarized as follows:
Since the good behaviour of users is one of the keys to the results
of the performance measured for buildings in operation, this client
awareness component deserves to make progress.
MI : 3.60
DI : 1.00
20.5. Highlights in 2012
This theme has the lowest maturity indicators; the original actions
were primarily in the start-up phase. On the other hand, it has the
strongest dynamic indicator, a sign of strong progress.
More than 80% of the actions of this theme are related to support
functions, with only one action for each of the other BUs.
The actions that have made the most progress cover social and/
or societal measures, such as measures for seniors or dealing
with sheltered employment.
The relative weakness of the maturity indicator can essentially be
explained by the recent start-up of two actions; the very strong
dynamic indicator for this same commitment demonstrates a
rapid change in results.
The actions that merit greater attention during the next half are
essentially related to the economy:
Aesthetic Award
Aix-en-Provence Anahita
20.6. Certifications
20.6.1. Certifications of Icade property holdings
Status
Certified
Number
Assets
Location
Leasable
useful area
Certification
(Reference)
Aubervilliers
8,853 m2
HQE (Offices)
RT 2000
HQE (Offices)
RT 2000
Label
Regulation
2005
Building 270
2006
Millnaire 1
Paris 19th
29,708 m2
2008
Millnaire 2
Paris 19
th
28,412 m
HQE (Offices)
RT 2000
2009
Link
Paris 15th
10,651 m2
HQE (Offices)
RT 2005
2009
Building 521
Aubervilliers
18,115 m2
HQE (Offices)
RT 2000
Boulogne
13,856 m
HQE (Offices)
RT 2005
2010
La Factory
2010
Villejuif
19,717 m2
HQE (Offices)
THPE
RT 2005
2010
Villejuif
8,007 m2
HQE (Offices)
THPE
RT 2005
Villejuif
20,652 m
HQE (Offices)
THPE
RT 2005
Aubervilliers
17,404 m2
HQE (Offices)
THPE
RT 2005
Rueil-Malmaison
21,730 m2
BREEAM
RT 2005
Aubervilliers
55,268 m2
HQE (Stores)
RT 2005
Villejuif
9,968 m
HQE (Bureaux)
THPE
RT 2005
Paris 19th
12,003 m2
HQE (Offices)
BBC Renov
RT 2005
2011
2011
Millnaire 5&6(*)
2010
H2O
2011
Le Millnaire
Shopping Centre
2012
2012
Building 028
274,344 m2
Subttotal certified
In progress
2015
Millnaire 3
Paris 19th
30,680 m2
HQE /BREEAM
BBC
RT2005
2013
Tour EQHO
La Dfense
79,214 m2
HQE (Offices)
BBC Renov
RT 2005
Sub--total in progress
Projects
2015
lot E
2016
Millnaire 4
2016
Veolia
Proje
ect su
ubtotal
109,894 m
Saint-Denis
30,000 m2
HQE (Bureaux)
BBC2005
RT2012
Paris 19th
24,775 m2
HQE (Bureaux)
BBC2005
RT2012
Aubervilliers
45,065 m
99,840 m2
(*) Millnaire 5&6 and Le Millnaire retail centre: Icades ownership of these buildings is 50%.
240
HQE /BREEAM
RT2012
Construction
Eco-management
Assets
1 Environment
2 Materials
3 Project
4 Energy
5 Water
6 Waste
7 Maintenance
8 Hygrotherm.
9 Acoustics
10 Visual
11 Odor
12 Spaces
13 Air
14 Water
Comfort
Health
Total points/
Min requred
Building 270
32/24
Millnaire 1
26/24
Millnaire 2
26/24
Link
27/24
Building 521
30/24
La Factory
26/24
30/24
27/24
33/24
Millnaire 5&6(*)
31/24
Le Millnaire
Shopping Centre
29/24
28/24
Building 028
37/24
H2O
381/312
Millnaire 3
34/24
Tour EQHO
29/24
63/48
+22%
%
+31%
%
lot E
Millnaire 4
Veolia
Average 1
Good 2
Very good 3
Below are the projects for office building areas (excluding stores)
certified over the period 2012-2016, identified as at 31 December 2012:
in m2
500,000
428,810
358,970
400,000
300,000
298,290
298,290
2013
2014
219,076
200,000
100,000
0
2012
2015
2016
Mapping of product certications for the housing business (Service Orders 2011/2012)
2011
Type
242
OS
2012
%
Number of
housing units
Qualitel
236
47
H&E
852
19
1,158
28
1,378
33
NF HQE Housing
164
353
No certification
3,178
72
1,182
29
Total launcched
4,430
100%
%
4,118
100%
NF Housing
Housing units
Number of
housing units
H&E
Qualitel
H&E
Qualitel
19%
5%
28%
1%
No
FHUWLFDWLRQ
1)+4(+RXVLQJ
29%
4%
NF +RXVLQJ
NF HQE Housing
0%
9%
1RFHUWLFDWLRQ
NF Housing
72%
33%
In 2012, the number of housing operations that received certification increased by more than 250% compared with 2011. This is proof
of Icades commitment to the certification of its products.
2012
m net
floor area
m net
floor area
39,539
50
89,968
58
28,942
36
48,950
32
No certification
11,410
14
15,364
10
To
otal launched
79,891
100%
%
154,282
10
00%
No certification
34,923
100
40,535
100
To
otal launched
34,923
100%
%
40,535
10
00%
Type
Offices
Other
(nursing homes, hospitals)
SO
SO
NF Commercial
Property HQE
+ BREEAM
NF Commercial
Property HQE
+ BREEAM
36%
NF HQE
Commercial
Property
32%
50%
NF HQE
Commercial
Property
58%
1RFHUWLFDWLRQ
1RFHUWLFDWLRQ
14%
10%
In 2012, with the doubling of areas under Service Orders, Icade Development confirmed its commitment to the certification of its offices.
Below is a summary of the certification profiles of all operations combined in Development, for the Service Orders launched in 2012:
Green construction
Green management
Comfort
Health
Very good
17%
22%
100%
22%
17%
17%
28%
6%
0%
6%
6%
56%
11%
17%
Good
83%
33%
0%
78%
72%
78%
0%
72%
17%
39%
0%
22%
33%
61%
0%
45%
0%
0%
11%
5%
72%
22%
83%
55%
94%
22%
56%
22%
Fair
Target Target Target Target Target Target Target Target Target Target Target Target Target Target
1
2
3
4
5
6
7
8
9
10
11
12
13
14
C4. Energy management
C1. the relationship of
C5. Water management
the building with its
environment; C6. management of waste from
the activity
C2. Integrated choice
of construction C7. Management of service and
maintenance
products, systems and
processes
C3. Low nuisance
projects
These eight operations will be awarded a Passport from Certiva (the certifying agency), which is a summary document that simply
expresses the green value of the building.
This represents five HQE Excellent passports and three HQE Very Good passports.
Green-construction
Green management
Comfort
Health
Very good
88%
13%
100%
88%
50%
38%
88%
50%
0%
0%
0%
0%
25%
0%
Good
12%
12%
0%
12%
50%
50%
12%
50%
37%
50%
88%
25%
75%
25%
0%
75%
0%
0%
0%
12%
0%
0%
63%
50%
12%
75%
0%
75%
Fair
Target Target Target Target Target Target Target Target Target Target Target Target Target Target
1
2
3
4
5
6
7
8
9
10
11
12
13
14
C4. Energy management
C1. the relationship of
C5. Water management
the building with its
environment; C6. management of waste from
the activity
C2. Integrated choice
of construction C7. Management of service and
maintenance
products, systems and
processes
C3. Low nuisance
projects
244
Mapping of the housing production energy labels (deliveries and Service Orders 2011/2012)
2011
Number of
housing units
Number of
housing units
BBC Effinergie
315
1,046
20
THPE 2005
154
949
19
HPE 2005
765
22
835
16
RT 2005
2,317
65
2,292
45
Total deliverred
3,551
100%
5,122
10
00%
BBC Effinergie
3,088
70
4,047
98
THPE 2005
532
12
HPE 2005
343
RT 2005
467
11
71
4,430
100%
4,118
10
00%
Type
Delivered
Housing units
SO
Total launch
hed
2012
HPE 2005
8%
RT 2005
RT 2005
2%
10%
%%&(QHUJLH
70%
%%&(QHUJLH
98%
2,971
THPE 2005
39,790
37
10,839
62
RT 2005
31,782
60
6,619
38
106,774
100%
%
17,458
10
00%
63 399
100
136,332
88
THPE 2005
8,249
RT 2005
9,701
63,399
100%
%
15
54,282
10
00%
THPE 2005
39,790
37
21,818
14
RT 2005
32,231
60
130,369
86
106,774
100%
%
15
52,457
10
00%
2,602
5,812
14
THPE 2005
23,339
45
14,782
37
RT 2005
25,474
50
19,941
49
Total laun
nched
51,415
100%
%
19
94,817
10
00%
BBC Effinergie
Delivered
Total deliv
vered
BBC Effinergie
Offices
SO
Total laun
nched
BBC Effinergie
Delivered
Total deliv
vered
BBC Effinergie
Other
(nursing homes, hospitals, etc.)
SO
2012
m2 net floor
area
Type
m2 net floor
area
Representing 12 operations
THPE 2005
5%
RT 2005
6%
%%&(QHUJLH
%%&(QHUJLH
100%
89%
246
21.1. Strategy
The implementation of a new Sustainable Development strategy,
initiated in late 2011, included studies, then training initiatives,
which is one of the keys to the success of projects during this
new energy transition period which came about in 2012.
In 2012, the Icade Training Department continued its plan
prepared the previous year, with the assistance of the Sustainable
Development department in order to supplement this training
based on changing needs, which will be assessed by means of
an annual internal survey entitled the Sustainable Development
Barometer.
This conference, led by five strategic speakers, was held in 2 April 2012:
Introduction
Serge Grzybowski
Chairman and Chief Executive Officer of Icade and President of FGBC
CSR Reporting
Conclusion
Denis Burckel
Director of Audit, Risk Management and Sustainable Development
248
Env.07
2012
Env.08
2011
PAT601
2012
2011
(as % of non-recyclable)
127.0
132.8
53%
45.0%
PAT265-266-267-268-269
83.1
88.0
41%
38.9%
Totals
210
221
49.3%
43.2%
Comments:
The portions of these buildings occupied by Icade and its subsidiary Icade
ARCOBA, have decreased the tonnage of waste produced between 2011
and 2012 by 5%, despite an unchanged occupancy rate.
The average percentage of non-recyclable waste increased 14.1%.
This increase is the result of the internal restructuring work at
Icade in PAT601 in 2012, which produced more all waste. For
PAT 265 to 269, the increase in the share of non-recyclable waste
is due to the fact that several tenants moved in 2012 and the
moves implied an exceptional waste production.
25.3. Operational businesses, Icade Property Investment
declarations
25.3.1. Activity levels and Stakeholders declaration
In order to establish a relevant waste control policy, Icade Property
Investment keeps a waste assessment on a significant portion of
25.3.1.1. Scope
Icades real estate assets at 31 December 2012 were as follows:
Appraisal
values
rights
included at
31/12/2012
(in m2 )
Area
% of the
total area
(in thousands
of euros)
% of total
value
Diverse Offices
401,381
15.38%
1,993,371
32.12%
Business Parks
532,396
20.40%
1,534,618
24.73%
Shopping centres
213,519
8.18%
462,433
7.45%
Health
780,327
29.91%
1,812,249
29.20%
Warehouses
561,987
21.54%
200,214
3.23%
Offices Germany
119,750
4.59%
202,796
3.27%
2,609,359
100%
6,205,680
100%
Total
The environmental mapping carried out by Icade Property Investment in 2012 covered the communal and private portions of the
significant buildings in the Diverse Offices and Business Parks categories.
This perimeter of significant buildings represents a total of 433,801 m2 (useful area), representing 46% in area of the Diverse Offices
and Business Parks classes and 57% of the appraisal value.
BUR001
PAT010/PAT011/PAT012
Pont de Flandre
BUR002
69 Boulevard Haussmann
PAT014
Pont de Flandre
BUR003
Morizet
PAT025
Pont de Flandre
BUR004
Camille Desmoulins
PAT026
Pont de Flandre
BUR006
Rueil-Malmaison
PAT028
Pont de Flandre
BUR009
PAT029
Pont de Flandre
BUR010
PAT032/PAT033
Pont de Flandre
BUR011
PAT034
Pont de Flandre
BUR012
PAT601
Parc du Millnaire
BUR013
PAT602
Parc du Millnaire
BUR015
Crystal Park
PAT521
Pilier CFI
BUR017
Messine
PAT557
Pilier CFI
BUR020
PAT112
Saint-Denis
BUR021
Evry Europen
PAT113
Saint-Denis
BUR022
Link Grenelle
PAT123
Saint-Denis
BUR024
La Factory Boulogne
PAT134
Saint-Denis
BUR514
PAT264
Gardinoux
BUR515
Neuilly Dulud
PAT265/266/267/268/269
Gardinoux
PAT270
Gardinoux
PAT134 (6)
Saint-Denis
Env.07
2012
Env.08
2011
PAT subtotal
1,462.4
1,419.6
BUR subtotal
1,904.1
1,532.9
3,367
2,953
General total
2012
2011
(as % of non-recyclables)
60.3%
64.8%
Icade worked for and obtained very good ratings for Target 3,
both on housing and on commercial property (see Section 20.6.2
Performance profiles above).
Crushing
6%
Specialised treatment
chains (treated woods,
soiled plaster,
electrical and
electronic
equipment)
Incineration
49%
5%
Reuse
Mass (kg)
for one floor
Category
Hazardous waste (DD) including brown
waste
9,100
7,690
5,147
845
Metals
15,456
Clean plaster
18,944
STAFF plaster
37,227
STAFF plaster
20%
39%
Hazardous
waste (DD)
including
brown waste
10%
Metals
16%
Recycling
40%
1%
Recovery possible
Recycling
Reuse
6%
Mass (kg)
for one floor
37,676
216
5,093
Crushing
5,186
0%
46,237
Icade has targeted and earned Very Good ratings for Target 3,
both on housing and commercial properties (see performance
profiles for the operations in Section 20.6.2.).
(1) Emergence is dened by the Order of 23 January 1997 as the dierence between the A weighted equivalent continuous pressure levels of the ambient noise
(work site in operation) and the residual noise (in the absence of noise generated by the project site).
Env.06
2012
Env.11
2011
2012
PAT601
PAT265-266-267-268-269
Totals
2012
2011
(litres/person.day)
6,920
0.2
0.3
17
20
15,517
18,176
1.8
2.1
123
144
21,449
25,096
0.9
1.0
61
72
IFT-Env.06
2012
IFT-Env.11
2011
121,050
149,063
BUR subtotal
95,009
64,479
216,059
213,542
27.3.4. Comments
The 2012 declaration integrates the data from six buildings within
the scope of the report for which data was not available in 2011.
However, consumption fell by around 15% on a constant basis.
At the Parc Pont de Flandre (PAT010 to 034), the 31.4% decrease
is the result of measures implemented in 2012:
2011
3
PAT subtotal
IFT-Env.12
2012
254
2011
(m3 /m2 .an)
5,932
Totals
Env.12
(in m /m .yr)
0.5
0.6
2012
2011
(in litres/person/day)
34.7
38.9
Buildings located in
the regions
PAT265/266/267/268/269:
this leased building holds the teams of Icade Consulting, Icade Asset
Management and I Porta.
La Dfense site
Outside le-de-France, Icade is established as a tenant in six regional departments, thus covering all of
metropolitan France with a total of 24 regional sites (see map below).
Icades 7 territories
North Normandy (Lille)
IIe-de-France Champagne and French overseas Territories (Paris)
Greater West (Nantes)
Greater East (Strasbourg)
Rhne-Alpes Auvergne (Lyon)
Southwest (Toulouse)
Mediterranean (Marseille)
RUNION
Saint-Denis
256
GUADELOUPE MARTINIQUE
Pointe--Pitre
GUYANE
TAHITI
Energy
Networks
Env.02
Electric energy
Env.01
2012
2011
2012
(in MWhpe)
PAT601
2012
2011
2012
2011
(in MWhpe)
Energy intensity
Env.10
2012
2011
9,993
745
909
453
445
6,794
6,680
6,136
4,953
539
442
767
620
11,509
9,301
142
ND
NS
NS
NS
NS
ND
56
ND
NS
NS
NS
NS
2,700
ND
565
741
221
ND
5,534
ND
19,323
NS
801
NS
1,104
1,183
NP
NP
NP
NP
Auber
La Dfense
Regions
NS Not Signicant
2011
(in MWhpe)
Energy intensity
Env.09
10,342
PAT265-266-267-268-269
Totals
Fuel energy
Env.03
Comment:
The weather conditions led to an assessment of the Unified
Degree Days (DJU) (see Section 29.3.3), which rose 17% between
2011 and 2012.
29.3. Operational businesses, Icade Property Investment
declarations
29.3.1. Activity level declaration
Icade has made energy efficiency and carbon control the core of
its sustainable development strategy, and has made a commitment
to reduce the consumption of its commercial buildings by 2% per
year between 2011 and 2014.
29.3.1.2. 2012 data and 2011 comparison
For the scope defined in Section 29.3.1.1., the calculated data
were the following:
29.3.1.1. Scope
The reporting scope used was the significant buildings specified
in 25.3.1.1 above.
Env 01
Elec. Energy
2012
Env 02
Network Energy
2011
2012
(in MWhpe)
Activities
66,904
6,344
Improvement in consumption
In the new buildings, Icade ensures that the new buildings are
energy performing:
2011
2012
(in MWhpe)
52,010
Env 03
Fuel Energy
4,614
2011
(in MWhpe)
9,138
7,463
leased useful area. Tools that set specific and detailed objectives
for the green lease have been developed: a technical sheet,
power, water and waste schematics by building, assessment
sheet and action plan.
Use of renewable energies
For new buildings, obtaining HQE and BREEAM certifications
and high-performance energy labels (BBC/HPE/THPE) may
require the use of renewable energy sources.
Some of the existing buildings are supplied by a heat network
that uses renewable energy:
The correspondence between references and building names
with addresses is provided in Annex 1.
The acronym PAT means that the building is in a Business Park;
the acronym BUR means that the building is classified as diverse.
Final energy
consumption
Building code
Building name
Supplier
Primary energy
consumption
2011
(in MWH)
2012
2011
2012
(in MWH)
(in MWH)
(in MWH)
PAT029
Pont de Flandre
CPCU
718
629
718
629
PAT032/PAT033
Pont de Flandre
CPCU
870
762
870
762
PAT034
Pont de Flandre
CPCU
316
277
316
277
PAT601
Parc du Millnaire
CPCU
1,298
1,064
1,298
1,064
PAT602
Parc du Millnaire
CPCU
1,510
1,321
1,510
1,321
BUR001
31 - 33 Champs-lyses
CPCU
1,047
1,690
1,047
1,690
BUR002
69 Bd Hausmann
CPCU
885
913
885
913
BUR017
Messine
CPCU
587
740
587
740
BUR020
toile Park
ENERTHERM
1,088
1,610
1,088
1,610
BUR022
Grenelle Link
CPCU
126
99
126
99
8,445
9,106
8,445
9,106
84,975
96,632
198,737
217,541
9.9%
9.4%
4.2%
4.2%
258
Env 01
Electric Energy
Stakeholders
Env 02
Network Energy
Env 03
Fuel Energy
2011
2011
2011
(in MWhpe)
(in MWhpe)
(in MWhpe)
112,597
2,923
1,418
IFT-Env.01
2012
2011
IFT-Env.02
2012
(in MWhpe)
2011
IFT-Env.03
2012
(in MWhpe)
2011
(in MWhpe)
PAT subtotal
81,839
9,652
3,308
3,803
6,416
6,316
BUR subtotal
97,661
84,957
5,958
3,733
3,139
2,566
179,500
164,609
9,266
7,536
9,555
8,882
Totals
IFT-Env.09
2012
2011
494
IFT-Env.10
469
2012
2011
(en kWhpe/person/year)
7,412
7,042
Comments:
The Unified Degree Days (UDD) increased 17% between 2011 and 2012, which means that the temperatures observed below
the reference temperature (generating heating needs) led to sharply higher energy consumption in 2012.
Change
2012
2011
(as a%)
Paris-Orly
2,411
2,075
+16%
Paris-Montsouris
2,185
1,831
+19%
Paris-Le-Bourget
2,365
2,013
+17%
Cep
(en kWhpe / m2 net oor
area / year)
260
OS 2011
OS 2012
78,75
65,39
51 to 90
180
78.75
91 to 150
kWhpe/m2 (net
floor area)/year
151 to 230
140
155
80
60
331 to 450
-50%
120
100
231 to 330
160
20
> 450
79
40
51 to 90
91 to 150
151 to 230
231 to 330
331 to 450
65.39
kWhpe/m2 (net
floor area)/year
180
160
140
120
100
-57%
152
80
60
> 450
65
40
20
0
Average Max. PEC
In 2012, Icade produced energy-saving buildings; the level of consumption by the five conventional uses of the Thermal Regulation is
57% below the reference consumption, which represents an 18% improvement over 2011.
29.4.1.5. Use of renewable energies (SO 2011/2012)
For the 34 operations (out of 79) that were studied in detail, representing nearly 300,000 m2 out of the 500,000 m2 which Icade Property
Development launched in 2012, the final energy consumption for the five traditional uses represented 15,467,171 kWh/year. Of this
consumption, 1,297,255 kWh/year were produced by thermal solar panels installed on 16 operations, representing 8% of needs.
The trend recorded in in 2011 continued in 2012 in all the regions studied.
TR 2012
Average value
Climate zones
Electric heating
(inc. heat pumps)
H1
130
250
60
H2
110
190
50
H3
80
130
40
51 to 90
91 to 150
151 to 230
231 to 330
331 to 450
= 50
51 to 90
93.24
kWhpe/m (net
floor area)/year
D
E
91 to 150
151 to 230
231 to 330
> 450
331 to 450
262
65.01
kWhpe/m (net
floor area)/year
C
D
E
F
> 450
= 50
51 to 90
65.01
27.59
0.53
24.29
36.77
20
40
60
kWhpe/m2 (net
floor area)/year
D
E
231 to 330
331 to 450
7.49 3.98
80
76.18
151 to 230
1.12
93.24
91 to 150
7.00 4.41
43.88
100
> 450
Hot water
Aux. elec.
Cooling
Lighting
Aux. vent.
23.03
18.27
18.19
2FHVVHUYLFHRUGHUV=RQH+
3.37
3.85
9.43 5.05
51 to 90
91 to 150
151 to 230
231 to 330
331 to 450
25.02
100.0
kWhpe/m2 (net
floor area)/year
D
E
F
> 450
8.20
20
25.68
40
33.87
60
80
Heating
Hot water
Aux. elec.
Cooling
Lighting
Aux. vent.
100
kWhpePtQHWRRUDrea)/year
kWhpePtQHWRRUDrea)/year
1.15
2ces, Zone H2
1.79
50.26
62.04
14.99
23.04
7.11
3.98
10.50
0
10
20
30
40
50
0
Heating
Hot water
Aux. elec.
Cooling
Lighting
Aux. vent.
= 50
51 to 90
91 to 150
151 to 230
231 to 330
331 to 450
> 450
10
50
60
Aux. vent.
= 50
331 to 450
> 450
264
40
Lighting
231 to 330
30
Cooling
151 to 230
20
Aux. elec.
91 to 150
17.64
Hot water
51 to 90
20.89
Heating
50.26
kWhpe/m (net
RRUDUHD/yHDU
11.22
60
62.04
kWhpe/m (net
RRUDUHD/yHDU
C
D
E
F
G
70
0.48
39.56
10.14
18.93
10
7.34
20
2.69
30
40
Heating
Hot water
Aux. elec.
Cooling
Lighting
Aux. vent.
39.56
51 to 90
kWhpe/m (net
RRUDUHD/yHDU
91 to 150
151 to 230
231 to 330
331 to 450
> 450
C
D
E
F
G
in quantity and structure, the head office in Paris (19) and the
adjoining offices in Parcs des portes de Paris in Aubervilliers:
Env.04
Direct emissions
2012
Env.05
Indirect emissions
2011
2012
(tonnes of CO2)
PAT601
2011
Env.13
Energy intensity
2012
Env.14
Carbon intensity
2011
(tonnes of CO2)
2012
2011
(Kg CO2/person/yr)
483
504
20
21
296
309
PAT265-266-267-268-269
126
103
200
161
37
30
562
456
Totals
126
103
683
666
27
25
407
370
Comments:
31.3.2. Scope
IFT-Env.04
2012
IFT-Env.05
2011
2011
PAT subtotal
1,501
1,478
3,316
3,319
BUR subtotal
735
600
4,471
3,581
2,236
2,078
7,787
6,900
Totals
266
2012
IFT-Env.13
2012
IFT-Env.14
2011
25
23
2012
2011
(in Kg CO2/person/yr)
373
349
electric mini-bus;
Total
Offices
CT grade
Connectivity
(in m )
Note TC
(as a%)
75,000
3.3/4
82.4
78,000
3.7/3
92.5
40,000
3.6/4
89.3
Total (m ) at 31/12/2012
Fair
Average
Good
Very good
193,000
transport lines less than 500 metres from three parks in northeast
Paris: a new terminal for line 12 (Place de Front Populaire stop)
and extension of the T3 tramway, with the station closest to our
assets in question located by Porte dAubervilliers.
Highlights of 2012:
traffic record set for the 100% electric river shuttles, with
1,116,711 passengers carried in 2012. As a comparison, the
GHG avoided in comparison with identical bus transport
equates to approximately 66 tonnes of CO2 per year.
268
Based on these studies, ratios in kgeqCO2 /m2 net floor area were
established for each item in the construction and operation of
a building (materials, transport, energy, waste), then applied to
all programmes in the Development Business for which the SOs
were launched over a year.
The main factors having significant impact on the ratios are:
construction:
Number of buildings
217 buildings
2
Footprint in 2011
based on CECOBA/
Ademe ratios
Footprint in 2009
based on CECOBA/
Ademe ratios
160 buildings
67 buildings
2
79 buildings
Total emissions
330,555 teqCO2
23,8,696 teqCO2
249,473 teqCO2
296,139 teqCO2
317,498 teqCO2
224,136 teqCO2
227,138 teqCO2
13,058 teqCO2
14,560 teqCO2
22,335 teqCO2
96%
94%
91%
4%
6%
9%
661 kgeqCO2/m2
660 kgeqCO2/m2
680 kgeqCO2/m2
7800 kgeqqCO2/m2
197 buildings
140 buildings
56 buildings
71 buildings
Total emissions
179,148 teqCO2
173,044 teqCO2
159,083 teqCO2
199,212 teqCO2
171,184 teqCO2
161,896 teqCO2
142,732 teqCO2
550 teqCO2/m2
583 teqCO2/m2
556
7,964 teqCO2
11,148 teqCO2
16,351 teqCO2
26 teqCO2/m2
40 teqCO2/m2
64
576 kgeqCO2/m2
624 kgeqCO2/m2
620 kgeqCO2/m2
6800 kgeqqCO2/m2
20 buildings
20 buildings
11 buildings
5 buildings
Commercial area
Total emissions
151,407 teqCO2
65,652 teqCO2
90,391 teqCO2
96,927 teqCO2
146,314 teqCO2
62,240 teqCO2
84,406 teqCO2
774
738
766
5,094 teqCO2
3,412 teqCO2
5,984 teqCO2
27
40
54
801 kgeqCO2/m2
778 kgeqCO2/m2
821 kgeqCO2/m2
Total area
Footprint in 2007
based on Ademe ratios 2012/2011 2012/2007
Total
0.17%
-155%
-5.73%
-36.31%
Housing
-7.70%
-155%
4.95%
-33.35%
1,117 kgeeqCO2/m
m2
2.96%
-288%
Total emissions
2
(Kg-CO2e/m )
800
780
760
740
720
700
680
660
640
620
600
780
660
680
2007
2009
2011
2012
A
B
6 to 10
(9 years)
11 to 20
100
96
94
92
91
88
86
2011
2009
Grey energy
2012
Operating energy
6 to 10
11 to 20
21 to 35
36 to 55
270
56 to 80
> 80
94
36 to 55
96
90
21 to 35
98
17.37
kg eq CO2 /m2 (net
oor area)/year
56 to 80
> 80
B
12.28
D
E
F
G
6 to 10
6 to 10
11 to 20
16.49
kg eq CO2 /m2 (net
oor area)/year
21 to 35
36 to 55
21 to 35
36 to 55
56 to 80
56 to 80
9.09
11 to 20
> 80
> 80
6 to 10
11 to 20
21 to 35
36 to 55
56 to 80
> 80
6.29
kg eq CO2 /m (net
oor area)/year
C
D
6 to 10
11 to 20
21 to 35
36 to 55
56 to 80
> 80
1.33
kg eq CO2 /m2 (net
oor area)/year
B
C
D
E
F
G
6 to 10
11 to 20
21 to 35
36 to 55
56 to 80
> 80
4.30
D
Distance
E
F
G
In zones H2 and H3, the results are remarkable and confirm our
commitments to the production of BBC buildings.
The low GHG emissions in the zone in comparison with the other
zones for housing production is due to the use of electric heating.
Percentage of operations
(in m)
2011
2012
31%
30%
100 to 200
20%
20%
200 to 300
28%
24%
300 to 400
8%
11%
400 to 500
3%
8%
500 to 600
5%
1%
600 to 700
5%
3%
700 to 900
1%
900 to 1,000
1%
En 2012, 85% of Icades building production was located less than five minutes by foot from public transport (less than 400 m).
272
2.3.
INFORMATIONS ON SOCIETAL
COMMITMENTS TO SUSTAINABLE
DEVELOPMENT
2.3.1.
274
150,000
29,309
4,500
(*) AFBE: French Electric Boat Association, AVERE France: French Association
to promote electric and hybrid vehicles.
Service commitments
Services
Corporate commitment
Quality
Sheltered of life /
Environmental
employment/ Health/ Certification/
product
ISO
ISO
insertion comfort
label
or service Compensation Recycling 26000 14001
Office supplies
Cleaning/
maintenance, Head
oce building
Management/
maintenance green
spaces
Communication
media for the
disability mission
Mailing routing
Response to
spontaneous
applications
Management of
the reports of the
support vehicle fleet
Supply, tableware,
meals
Reprography
Custodians
Adaptation of species
X to climate change
rational farming
monpanier.fr
Shared cars
River shuttles
Car pooling
fitness centres;
Hives Pont de
Flandre
Energy supply
Biodiversity in city
X
Energy supply
RIE
Notes
Leasing and
maintenance for
green plants
Charter
Green energy
AB Rational Farming
offer and responsible
fishing process
276
Health:
Sanitary quality of the spaces
Sanitary quality of the air
Sanitary quality of the water
In addition, when the keys are given, the housing buyer is provided
with an apartment guide. It offers advice to the user and suggests
best practices for the maintenance and cleaning of the apartment.
ANNEX 1
BUR = Diverse Offices
Rf.
Site name
Addresses
BUR001
75008
Paris
BUR002
69 Boulevard Haussmann
69 bd Haussmann
75008
Paris
BUR003
Morizet
11-15 av Morizet
92100
Boulogne
BUR004
Camille Desmoulins
92130
Issy-les-Moulineaux
BUR006
92500
Rueil-Malmaison
BUR009
10-12 av de Paris
94800
Villejuif
BUR010
32-36 av de Paris
94800
Villejuif
BUR011
14-20 av de Paris
94800
Villejuif
BUR012
6-8 av de Paris
94800
Villejuif
BUR013
35-47 av de Paris
94800
Villejuif
BUR015
Crystal Park
92200
Neuilly
BUR017
Messine
7-9 av de Messine
75008
Paris
BUR020
92000
Nanterre
BUR021
Evry Europen
91080
Courcouronnes
BUR022
Link Grenelle
28-32 bd de Grenelle
75015
Paris
BUR024
La Factory Boulogne
53 av mile Zola
92100
Boulogne
BUR514
93 av Charles de Gaulle
92200
Neuilly
BUR515
Neuilly Dulud
92200
Neuilly
Site name
Adresses
75019 Paris
PAT014
75019 Paris
PAT025
75019 Paris
PAT026
75019 Paris
PAT028
75019 Paris
PAT029
75019 Paris
75019 Paris
PAT034
75019 Paris
PAT601
Millnaire 1
75019 Paris
PAT602
Millnaire 2
75019 Paris
PAT521
93300 Aubervilliers
PAT557
93300 Aubervilliers
PAT010/PAT011/PAT012
PAT032/PAT033
278
Rf.
Site name
Adresses
PAT112
93200 St-Denis
PAT113
93200 St-Denis
PAT123
93200 St-Denis
PAT134
93200 St-Denis
PAT264
93300 Aubervilliers
93300 Aubervilliers
93000 Aubervilliers
PAT265/266/267/268/269
PAT270
ANNEX 2
METHODOLOGY NOTE ON EPRA - GRI INDICATOR SHEETS
Env 01 Total consumption of electric energy
Verify contracts
using the electricity
distribution diagrams for
the asset
Verify completeness of
the data collected
Collect
consumption data
based on the
invoices issued by
the supplier(s) for
an entire financial
year
Estimate missing
data
Note 1
Convert
consumption data
Indicator: Total
electricity
consumption in
kWhpe
Note 2
Verify contracts
using the heating and
cooling distribution
diagrams for the asset
Verify completeness
of the data collected
Collect
consumption data
based on the
invoices issued by
the supplier(s) for
an entire financial
year
Estimate missing
data
Note 1
Convert
consumption data
Note 2
Indicator: Total
consumption of
energy from urban
networks,
in kWhpe
Verify contracts
using the natural gas
distribution diagrams
for the asset
Verify completeness
of the data collected
Collect
consumption data
based on the
invoices issued by
the supplier(s) for
an entire financial
year
Estimate missing
data
Note 1
Convert
consumption data
Note 2
Indicator: Total
consumption of
energy from fuel,
in kWhpe
Note 3
methane (CH 4 );
Verify the
data collected
Note 1
Convert
consumption data
Indicator: Direct
greenhouse gas
emissions in metric
tonnes of CO2e
Note 2
Source data
The source data are the total energy consumption supplied by
the fuels: Indicator IFT-Env.03 expressed in kWhfe .
282
methane (CH 4 );
Collect total
consumption of
energy provided by
the urban networks
Verify the
data collected
Indicator: Indirect
greenhouse gas
emissions in metric
tonnes of CO2e
Convert
consumption data
Note 2
Note 1
Note 3
Source data
Urban networks
Heat
Cold
0.197
0.271
0.011
S.U.C Issy-les-Moulineaux
0.014
IDEX Boulogne
0.025
water table;
Verify completeness
of the data collected
Collect
consumption data
based on the
invoices issued by
the supplier for an
entire financial year
284
Indicator: Water
consumption by
source in m3
Note 1
Estimate missing
data
Source data
The source data is the total consumption of water supplied by
water distribution utility providers.
Verify completeness
of the data collected
Estimate missing
data
Indicator:
Total mass of waste
by type and
method of
treatment in
tonnes of waste
generated
Note 1
Source data
The source data are the bills or collection sheets issued by the
provider of waste treatment services.
Standard: SO
Collect the
indicator values for
IFT-Env.07
Calculate
percentages for
waste types and
treatment method
Indicator:
Percentage of the
total mass of waste
generated each
year
Source data
The source data are the values of the indicator Env.07.
286
Collect the
indicator values for
IFT-Env.01 to
IFT-Env.03 inclusive
Add up the
indicator values
Indicator: Energy
intensity of the
asset expressed in
kWhpe /m2/year
Calculate the
indicator
Note 1
Source data
The source data are:
Collect the
indicator values for
IFT-Env.01 to
IFT-Env.03 inclusive
Add up the
indicator values
Estimate the
number of
occupants
Calculate the
indicator
Note 1
Indicator: Energy
intensity of the
asset expressed in
kWhpe
/person/year
Note 2
Source data
The source data are the:
Calculate the
indicator
Indicator: Water
intensity of the
asset expressed in
m3/m2/year
Note 1
Source data
The source data is:
The indicator is established from the values of the indicator IFTEnv.06. Therefore, the indicator is established for full occupancy
of the asset in question; it is, therefore, the intrinsic water density
of the asset.
Estimate the
number of
occupants
Research the
number of days
worked per year
Note 1
Note 2
Calculate the
indicator
Indicator: Water
intensity of the
asset expressed in
litre/person/day
Note 3
Note 2: Search for the number of days worked per year. This
number of days is calculated according to the following rules:
Source data
Collect the
indicator values for
IFT-Env.04 and
IFT-Env.05
Add up the
indicator values
Calculate the
indicator
Indicator: Carbon
intensity of the
asset expressed in
Kg CO2e/m2/year
Note 1
Source data
The source data are:
290
Collect the
indicator values
for IFT-Env.04 and
IFT-Env.05
Add up the
indicator values
Estimate the
number of
occupants
Note 1
Calculate the
indicator
Indicator: Carbon
intensity of the
asset, expressed in
Kg CO2e/person/
year
Note 2
Source data
The source data are:
292
Declaration of
completeness and
limited assurance report
from the independent
auditor regarding
labour-related,
environmental and
social information
Chapter 10
Declaration of completeness
and limited assurance report
from the independent auditor
regarding labour-related,
environmental and social
information
FOR THE FINANCIAL YEAR ENDED ON 31 DECEMBER 2012
To the management,
As per the request submitted to us and in our capacity as Icades statutory auditors, we present our report on the consolidated labour,
environmental and social information presented in Chapter V Social and environmental responsibility of the management report
drawn up for the year ended 31 December 2012 pursuant to the provisions of Article L. 225-102-1 of the Commercial Code.
Managements responsibility
It is the Board of Directors responsibility to draw up a management report consisting of the consolidated labour, environmental and
social information required under Article R. 225-105-1 of the Commercial Code (hereinafter referred to as the Information), presented
in accordance with the framework used by Icade (the Framework) and available from the Audit, Risk Management and Sustainable
Development Department.
294
to confirm that the required information has been included in the management report or, if it is missing, that such absence be
explained pursuant to the third paragraph of Article R. 225-105 of the Commercial Code and Decree no. 2012-557 of 24 April 2012
(declaration of completeness);
to draw a conclusion expressing limited assurance regarding the fact that the information is present, in all significant aspects,
and that it has been presented truthfully in accordance with the Framework used (limited assurance report).
As part of this engagement, we called on our expertise in corporate social responsibility and sustainable development.
1.
DECLARATION OF COMPLETENESS
We carried out the following tasks in accordance with the professional standards applicable in France:
we compared the Information presented in the management report to the list required under Article R. 225-105-1 of the French
Commercial Code;
we verified that the Information covers the entire scope of consolidation, i.e., the company, its subsidiaries as defined under
Article L. 233-1 and the companies that it controls as defined under Article L. 233-3 of the Commercial Code, the limits of this
scope being specified in Chapter V of the management report and its appendices;
if certain consolidated information was missing, we verified that explanations were provided in accordance with the provisions
of Decree no. 2012-557 of 24 April 2012.
On the basis of this work, we certify that the required Information is present in the management report.
2.
we confirmed that the Framework is appropriate as regards its relevance, comprehensiveness, impartiality, clarify and reliability,
taking into consideration any best practices used in the sector;
we verified that the Group has a process in place for the gathering, compilation, processing and auditing of information to ensure
comprehensiveness and consistency. We examined the internal control and risk management procedures relative to the preparation
of the Information. We met with personnel responsible for the reporting of labour-related, environmental and social information;
we selected the consolidated information to be tested (1) and determined the type and scope of the tests considering their
significance given the social and environmental consequences related to the Groups business activities and characteristics as
well as its social commitments.
we met with personnel in the Audit, Risks and Sustainable Development Department, the Human Resources Department , the
Property Investment Division and the Property Development Division to verify that procedures were being applied correctly
and to obtain the information we needed to proceed with our verifications;
(1) Employees at 31 December 2012, employees at 31 December 2012 by geographical zone, breakdown of employees by age and gender, overview of collective
bargaining agreements, number and frequency of occupational accidents, severity rate of occupational accidents, occupational diseases, number of employees
# # }
;
" &\] # }" $
&# $
&#
; &
}
}" "$
received sustainable development training, total electricity consumption (Property Investment), total energy consumption of the heating or cooling systems
(Property Investment), total fuel consumption (Property Investment), nationwide energy consumption (Property Development), number of kWh/year
generated by solar thermal panels (Property Development), direct greenhouse gas emissions (Property Investment), indirect greenhouse gas emissions
(Property Investment), total greenhouse gas emissions (Property Development), number of people trained on anti-money laundering issues, measures
taken to promote consumer health and safety.
we carried out tests of details based on samplings to verify the calculations performed and to reconcile the data with
supporting documentation;
the sampling used represented 100% of employees and 100% of the quantitative environmental information tested;
as for the qualitative information that we deemed most significant, we met with personnel and reviewed the corresponding
documentary sources to corroborate this information and assess its truthfulness.
For the other published consolidated information, we assessed its truthfulness and consistence based on our knowledge of the
company and, where applicable, by meeting with personnel and consulting documentary sources.
Lastly, we did not assess the accuracy of the statements relative to the absence of certain information, where applicable.
CONCLUSION
Our verifications found no material misstatements suggesting that the Information was not reported, in all significant aspects, truthfully
and in accordance with the Framework.
296
Jrme de Pastors
Emmanuelle Rigaudias
Partner
Additional
information
1. Information on the issuer and its capital ................................ 300
1.1.
1.2.
1.3.
1.4.
1.5.
1.6.
1.7.
298
Chapter 11
Additional
information
1. Information on the issuer and its capital
1.1.
1.2.
1.1.1.
Company name
1.1.2.
1.1.3.
1.2.1.
1.1.4.
ARTICLES OF ASSOCIATION
1.3.
INFORMATION ON CAPITAL
1.3.1.
General information
Statement of authorizations granted by the General Meetings of 15 April 2009, 7 April 2011, 26 March 2012 and
22 June 2012
Period of authorization
and expiry
Use of authorizations
in 2012
Term: 38 months
from the General
Shareholders Meeting of
15 April 2009
Expiry: 14 June 2012
Authorization used of
4,027 share subscription
options each granting
the right to subscribe to
1 share
Term: 38 months
from the General
Shareholders Meeting of
15 April 2009
Expiry: 14 June 2012
Authorization used up to
54,480 bonus shares to
date.
Term: 26 months
from the General
Shareholders Meeting of
7 April 2011
Expiry: 6 June 2013
Unused to date
Term: 26 months
from the General
Shareholders Meeting of
26 March 2012
Expiry: 25 May 2014
Unused to date
Term: 26 months
from the General
Shareholders Meeting of
26 March 2012
Expiry: 25 May 2014
Unused to date
Term: 12 months
from the General
Shareholders Meeting of
26 March 2012
Expiry: 25 March 2013
Unused to date
Term: 26 months
from the General
Shareholders Meeting of
26 March 2012
Expiry: 25 May 2014
Unused to date
Term: 38 months
from the General
Shareholders Meeting of
22 June 2012
Expiry: 21 August 2015
Unused to date
Securities concerned
(*)
Where appropriate, the additional amount of the nominal value of the shares to be issued to protect the rights of shareholders or the holders of other rights
providing access to the Companys capital.
(**)
The maximum for this authorisation is separate from the 15 million euro maximum in resolution 15 of the General Shareholders Meeting of 15 April 2009.
(***) The nominal value of increases in capital likely to be carried out under the delegations set forth in resolutions 1, 2, 3 and 4 of the General Shareholders
Meeting of 26 March 2012 will be deducted from the maximum of 38 million euros established under resolution 1 of the General Shareholders Meeting of
26 March 2012.
(****) Where appropriate, the additional amount of the nominal value of the shares to be issued to protect the rights of bonus share recipients.
(*****) The maximum for this authorisation is separate from the 15 million euro maximum in resolution 1 of the General Shareholders Meeting of 26 March 2012.
Statement of authorizations voted on by the Combined Ordinary and Extraordinary General Meeting to be held
on 12 April 2013
Securities concerned
Period of authorization
and expiry
Issue of shares without pre-emptive rights in the event that the Company
offers a takeover bid, with an exchange component, to Silics shareholders
(resolution 13 of the General Shareholders Meeting of 12 April 2013)
Renewal of resolution 3 of the General Shareholders Meeting of
26March 2012
(1) Where appropriate, the additional amount of the nominal value of the shares to be issued to protect the rights of shareholders or the holders of other rights
providing access to the Companys capital.
(2) Every increase in capital that may be carried out pursuant to this resolution will be deducted from the overall amount of 38 million euros scheduled in
resolution 1 of the General Shareholders Meeting of 26 March 2012.
Securities
% of capital
Companys total issued shares at the start of the programme (1 January 2011)
51,802,133
100.00%
705,205
0.89%
236,229
0.45%
522,301
1.00%
742,301
1.43%
63.21
63.77
75,000
15,990,122
360,081
1.3.1.7. Table of changes in Icades capital over the last three years
The table below shows the evolution of Icades capital since 1 January 2010.
Number
of shares
issued/
cancelled
Nominal
value of the
variation in
capital
(in )
Issue, merger
or contribution
premium
(in )
Total capital
(in )
Total
number of
shares
Date
Transaction
16 and 17 February
2010
584,971
889,155.92
48,640,338.65
76,036,049.83
49,878,102
1,759,289
2,674,119
146,289,966
78,710,168.83
51,637,391
22,176
33,802.57
1,592,141.75
78,743,971.40
51,659,567
6,934
10,569.40
212,367.15
78,754,540.80
51,666,501
27,866
42,475.76
1,694,412.02
78,797,016.56
51,694,367
7,482
11,404.71
683,333.16
78,808,421.27
51,701,849
60
91.46
2,652.64
78,808,512.73
51,701,909
Between 2 November
Increases in capital due to
and 31 December 2010 exercise of stock options (noted
by the Board of Directors on
16 February 2011)
100,224
152,770.06
6,094,191.86
78,961,282.79
51,802,133
75
114.32
3,239.58
78,961,397.11
51,802,208
16 February 2010
6 May 2010
30 June 2010
16 September 2010
29 October 2010
24 November 2010
13 January 2011
Date
Transaction
24 March 2011
7 April 2011
7 April 2011
4 April 2011
22 April 2011
Between 1 April
and 30 June 2011
15 July 2011
15 July 2011
15 December 2011
Number
of shares
issued/
cancelled
Nominal
value of the
variation in
capital
(in )
Issue, merger
or contribution
premium
(in )
Total capital
(in )
Total
number of
shares
9,514
14,502.06
578,505.56
78,975,899.17
51,811,722
2,469,845
3,764,750.95
122,290,081.30
82,740,650.12
54,281,567
(3,764,750.95) (212,766,560.20)
78,975,899.17
51,811,722
Reduction in capital by
cancellation of shares acquired
in connection with the share
repurchase program (Board of
Directors)
(2,469,845)
Increase in capital following
exercise of Icade stock options
(Board of Directors)
101,019
153,971.31
6,142,542.96
79,129,870.48
51,912,741
16
24.38
737.87
79,129,894.86
51,912,757
26
39.63
1,332.42
79,129,934.49
51,912,783
78,103
119,051.32
4,749,108.67
79,248,985.81
51,990,886
141
214.92
7,255.13
79,249,200.73
51,991,027
1,225
1,867.25
53,929.45
79,251,067.98
51,992,252
10
15.24
(15.24)
79,251,083.22
51,992,262
Number
of shares
issued/
cancelled
Nominal
value of the
variation in
capital
(in )
Issue, merger
or contribution
premium
(in )
Total capital
(in )
Total
number of
shares
Date
Transaction
4,027
6,138.30
244,864.61
79,257,221.52
51,996,289
655
998.41
39,827.74
79,258,219.93
51,996,944
3,573
5,446.27
217,258.82
79,263,666.20
52,000,517
8,255
12,582.98
50
01,951.17 79,263
3,666.20
52,000,517
Situ
uatio
on as of
31 Dece
ember 2012
1.3.1.8. Table of changes in the distribution of Icades capital over the last three years
The following table shows changes in the capital of Icade over the last three years.
Change in the distribution of Icades capital between 31 December 2009 and 31 December 2012
Situation as of
31 December 2009
Situation as of
31 December 2010
Situation as of
31 December 2011
Situation as of
31 December 2012
Number
of shares
% of
capital
Number
of shares
% of
capital
Number
of shares
% of
capital
Number
of shares
% of
capital
Public
19,544,238
39.65
22,046,640
42.56
22,435,505
43.15
22,682,175
43.62
28,895,227
58.62
28,895,226
55.78
28,895,228
55.57
28,895,228
55.57
397,823
0.81
397,621
0.77
205,300
0.39
186,885
0.36
Treasury
455,843
0.92
462,646
0.89
456,229
0.88
236,229
0.45
49,293,131
100
51,802,133
100
51,992,262
100
52,000,517
100
Shareholders
HoldCo SIIC(*)
Total
(*) Company in which a 95.32% stake is held by Caisse des Dpts on 31 December 2011. Since 16 February 2012, the capital of HoldCo SIIC has been held by the
Caisse des Dpts and Groupama, with stakes of 75.07% and 24.93% respectively.
More than 10% of the capital was paid for using assets other than cash during the period covered by the historical financial information.
For the purposes of this article, the holding of the person concerned
shall be calculated in the same way as for legal thresholds. In the
respect of crossing the threshold as a result of a purchase or sale
on the stock market, the time limit mentioned in Article L. 233-7
of the Commercial Code shall begin to run from the date on which
the securities are traded and not the date of their delivery.
1.4.
DISTRIBUTION OF CAPITAL
1.4.1.
Majority shareholder
The following table shows the number of shares, percentage of capital and corresponding percentage of voting rights held by the
Companys shareholders as of 31 December 2012.
Shareholders
(at 31/12/2012)
Number of
shares
Percentage of
capital
Number of
voting rights
Percentage of
voting rights
HoldCo SIIC(*)
28,895,228
55.57
28,895,228
55.82
Public
22,682,175
43.62
22,682,175
43.82
186,885
0.36
186,885
0.36
Treasury
236,229
0.45
0.00
52,000,517
100.00
51,536,033
100.00
TOTAL
(*) Company with an investment stake of 75.07% held by Caisse des Dpts and 24.93% by Groupama.
In accordance with Icades Articles of Association, no shareholder holds any individual voting rights.
310
Declaring party
Transaction
date
% compared
to the number
of shares
% compared
to the number
of votes
04/01/2012
1.8784%
1.2455%
Down
09/01/2012
2.0375%
1.4958%
Up
10/01/2012
1.8942%
1.3525%
Down
02/03/2012
2.0263%
1.4537%
Up
09/03/2012
0.54%
0.36%
Up
19/03/2012
1.53%
0.77%
Up
30/05/2012
2.2142%
1.5782%
Up
03/07/2012
1.01%
Up
29/06/2012
1.45%
0.62%
Down
23/07/2012
2.5206%
1.7031%
Up
17/07/2012
0.96%
0.29%
Down
30/08/2012
3.1430%
1.9004%
Up
10/09/2012
1.01%
0.33%
Up
26/09/2012
1.65%
0.75%
Up
06/11/2012
1.493%
0.60%
Down
07/12/2012
0.96%
0.31%
Down
1.4.2.
1.4.3.
311
1.5.
1.5.1.
Subsidiaries
Share
Shareholders
of
equity capital
excluding
held
Capital
capital
in %
Book value of
shares held
Gross
Guarantees
Loans and
given to
Net Advances subsidiaries Revenues
Income
from the
previous
year end Dividends
(+ or ) received
Obs.
(date
of last
balance
sheet)
312
SAS
SAS
Sarvilep
SASU
1,102
100 350,037
251,139
236,148
(62,154)
2012
1,000
116,064
7,243
49,608
2012
Icade Promotion
Logement
29,683
203,279
38,696
564,393
19,052
2012
SCI
Icade-Lo
Lagrange
121,911
3,176
100
121,911
121,911
137,857
16,803
3,176
2012
SCI
Icade-Rue des
Martinets
99,177
(28,207)
100
99,177
70,971
5,670
4,551
2012
SCI
Morey
76,027
(27,208)
100
76,028
46,798
49,020
2,372
2,020
2012
SCI
Chambolle
72,353
(17,252)
100
72,354
47,220
7,881
6,067
7,881
2012
SAS
Icade Bricolage
38,347
26,821
100
67,845
67,845
10,200
8,752
3,525
2,684
2012
SCI
Mondotte
58,368
(5,632)
100
58,369
58,369
47,052
6,126
1,052
2012
SA
Icade Finances
56,000
(35,172)
100
56,000
20,828
(3,166)
2012
SCI
PDM 2
42,702
20,160
100
42,702
42,702
42,205
11,233
2,705
2012
SAS
C.F.I.
26,977
15,608
100
40,788
40,788
44,547
6,916
(241)
6,698
2012
SCI
PDM 1
39,652
28,051
100
39,652
39,652
47,416
13,356
4,416
2012
SCI
Messine
Participations
24,967
10,748
100
34,388
34,388
35,865
5,270
1,992
2012
SCI
Gascogne
25,871
(15,438)
100
25,871
10,755
11,304
2,825
697
2012
SCI
Icade 69 Bd
Haussman
28,984
2,054
100
24,834
24,834
29,958
4,238
2,054
2012
SCI
Le Tolbiac
22,938
249
100
22,938
22,938
41,129
2,115
249
2012
SCI
Icade Camille
Desmoulins
15,862
3,876
100
17,869
17,869
20,161
3,450
1,879
2012
SCI
Nanterre toile
Park
10,790
1,133
100
16,441
11,923
12,880
1,512
1,046
2012
SAS
Icade Conseil
270
1,259
100
12,829
12,700
608
7,184
643
1,566
2012
SCI
vry Europen
3,492
4,531
100
12,217
8,765
8,894
1,574
(184)
2012
SCI
Bati Gautier
1,530
2,773
100
11,474
11,474
2,346
3,818
2,331
2012
SCI
vry Mozart
5,665
374
100
10,676
6,361
6,976
1,377
289
2012
SCI
Icade Morizet
9,100
996
100
10,234
10,234
12,646
2,104
996
2012
SCI
68 avenue Victor
Hugo
7,822
1,835
100
7,822
7,822
10,369
1,923
1,872
2012
SCI
21
2,850
100
6,594
2,850
6,807
785
(2,925)
395
2012
SAS
Icade Arcoba
3,230
128
100
4,637
3,358
17,453
745
2012
SAS
Icade Suretis
SCI
Marignane L A
Palun
SAS
Iporta
SAS
Share
Shareholders
of
equity capital
excluding
held
Capital
capital
in %
Book value of
shares held
Gross
Guarantees
Loans and
given to
Net Advances subsidiaries Revenues
Income
from the
previous
year end Dividends
(+ or ) received
Obs.
(date
of last
balance
sheet)
801
(251)
100
4,300
550
7,667
(728)
2012
(908)
100
3,686
414
2,974
402
(380)
2012
500
401
100
2,700
2,700
2,959
193
80
2012
Icade Property
Management
3,450
1,938
100
2,406
2,406
34,134
1,582
2,243
2012
SASU
Icade
Commerces
2,000
1,460
100
2,000
2,000
398
1,259
14,214
2012
SCI
BSM du CHU de
Nancy
1,400
(4,062)
100
1,400
1,400
1,650
5,426
(1,587)
2012
SCI
Zeugma
1,151
100
1,383
1,151
1,204
2012
SCI
637
(517)
100
576
120
(62)
2012
SCI
2C Marseille
480
(88)
100
479
479
770
583
(4)
2012
SCI
Residence de
Sarcelles
201
(304)
100
214
98
47
94
(70)
2012
SCI
PCM
145
580
100
145
145
231
2,924
(154)
2012
SAS
Icade
Transactions
524
733
100
131
131
219
3,617
(73)
2012
SA
Inmobiliaria de
la Caisse des
Dpts Espana(*)
60
642
100
68
68
452
255
4,526
2012
Icade Reim
GMBH Deutschland(*)
25
519
100
25
25
314
2012
SCI
Les Tovets
10
181
100
10
10
327
113
85
2012
BV
Icade Reit(*)
18
285,785
100
288,917
(3,132)
824
2012
SNC
Mistral
530
100
678
60,000
(383)
2012
SNC
Capri Danton
100
2012
SCI
BSP
10
(333)
99
10
10
1,312
(406)
2012
SCI
La Sucriere
45
99
40
(2)
2012
SNC
Icade CBI
111,328
(679)
80
88,868
88,741
13,668
10,476
6,939
2012
SAS
Icade Asset
Management
225
24
75
169
169
1,316
24
2012
SAS
Icade Sant
297,580
528,502
63 450,259 450,259
385,484
92,297
21,359
7,175
2012
SCI
Severine
100
104
60
60
60
401
135
104
2012
SCI
Fam de Lomme
900
412
51
459
459
322
788
106
2012
(*) Shareholders' equity, revenues and prot/loss are established according to IFRS standards.
1.6.
1.7.
Shareholder structure
None.
None.
314
None.
Treasury shares
SBF 250, SBF 120, SBF 80, Euronext 100 Index, Dow Jones Stoxx
Global 600, Dow Jones euro Stoxx, DJSEEP Stoxx, DJSEP Stoxx, CAC
Mid&Small 190 Index, CAC AllShare Index, CAC Mid100 Index, CAC
Financials Index, CAC Real Estate Financial Index and Indice SIIC
des Foncires in France.
Price (in )
Trading volumes
High
Low
Number of
securities
January
63.15
54.01
1,682,380
98.36
February
64.50
59.62
1,147,274
72.18
March
70.49
60.15
2,397,812
162.10
April
67.45
60.21
1,757,407
112.16
May
64.95
57.70
1,775,203
109.83
June
65.48
58.06
1,978,144
121.35
July
63.89
56.00
2,000,058
119.86
August
65.54
60.47
1,114,448
70.18
September
65.39
59.16
1,199,759
75.45
October
70.20
63.01
808,941
53.85
November
71.16
65.82
757,918
51.67
December
70.00
66.90
863,090
59.34
17,482,434
1,106.33
2012
Capital
(in millions of euros)
(Sources: Euronext/Reuters.)
72
70
68
66
64
62
60
58
56
54
52
31 December 2011
31 March 2012
30 June 2012
30 September 2012
31 December 2012
3. Exceptional events
Extraordinary events are described in Chapter 1, Paragraph 2, Highlights and key figures in 2012.
Icade
Dividend distributed (in millions of euros) for the year
2010
375,729
7.30
51,802,133
2011
192.6
3.72(2)
51,992,262
316
2012
189.3(1)
3.64
52,000,517
4.2.
2008
2009
2010
2011
2012
Share capital
74,995,908
75,146,894
78,961,283
79,251,083
79,263,666
49,194,091
49,293,131
51,802,133
51,992,262
52,000,517
164,759
164,712
164,016
303,113,691
290,253,513
254,997,762
182,223,915
180,946,050
479,799,437
584,775,769
1,280,192,556
91,025,893
211,966,065
15,143,029
22,830,722
2,636,413
546,667
4,003,466
61,199,462
367,431,907
449,017,397
1,219,149,641
92,175,923
159,881,000
166,557,780
375,729,032
192,563,151
189,282(1)
B
C
Profit/loss after tax and employee profitsharing, but before depreciation and
provisions
9.297
11.333
24.537
1.740
3.999
7.469
9.109
23.535
1.773
1.177
(2)
3.25
3.25
7.30
3.72
3.64(1)
811
696
346
308
309
4 - Employees
A
39,458,190
38,846,485
37,708,820
25,292,235
25,104,852
11,526,098
13,128,941
15,855,224
10,780,857
11,329,377
(1) Subject to the approval of the annual OGM. This sum will be adjusted to the number of shares in existence on the day of the annual OGM.
(2) Including 0.37 euros in exceptional dividends.
Payables
with no
term
Trade
payables with
terms under
30 days
Trade
payables
with terms
between
30 and 60 days
Trade
payables
with terms
between
60 and 90 days
Trade
payables with
terms over
90 days
TOTAL
Trade payables
1.5
1.5
Retention funds
0.1
0.1
17.0
17.0
TOTAL
17.0
1.5
0.1
18.6
Payables
with no
term
Trade
payables with
terms under
30 days
Trade
payables
with terms
between
30 and 60 days
Trade
payables
with terms
between
60 and 90 days
Trade
payables with
terms over
90 days
TOTAL
Trade payables
0.8
0.8
Retention funds
0.2
0.2
17.4
17.4
TOTAL
17.4
0.8
0.2
18.4
31 December 2012
(in millions of euros)
31 December 2011
(in millions of euros)
The payment schedule agreed with suppliers is generally between thirty and sixty days. Overall, these terms are respected, with any
disputes handled on a case-by-case basis.
318
INSURANCE
6.1.1.
6.1.2.
6.1.3.
Icade has also taken out various other insurance policies covering
property and liability of various kinds.
Property investment
In particular:
Icade then has to take out damage to works and CNR policies when
carrying out new building operations and damage to works policies
known as works to existing property (Travaux sur Existants)
(including CNR) when carrying out major refurbishment works
on its properties.
Provision of services
Cover
The main cover taken out by Icade under these insurance policies
currently in force can be summarized as follows:
Excesses
The main excesses relating to the insurance policies taken out by
Icade which are currently in force can be summarized as follows:
with regard to public liability, the Group policy for Icade and
some of its subsidiaries carries a general excess of 45,734
euros, except for Icade Property Development where the
excess is 15% of the value of the claim with a minimum of
100,000 euros and a maximum of 200,000 euros;
6.2.
DISPUTES
7.1.1.
7.1.2.
7.1.3.
322
7.1.4.
7.1.5.
7.1.6.
SIIC regime
In 2007, Icade opted for status as a French REIT (SIIC), exonerating it
from French corporate tax for certain types of income. The benefit
of this regime is subject to compliance with various conditions,
which have been modified several times under the finance laws
and annual amendments to finance laws, particularly under the
amended Finance Law for 2006 and the Finance Law for 2009
concerning the capital composition of SIICs. They may also be
subject to the interpretation of the tax administration. If Icade
fails to meet the conditions within 10 years after the option, it
would be required to pay additional taxes which would reduce
its profits and impair its financial position.
The Company complies with all the conditions of the SIIC regime.
However, these conditions may continue to change. Also, the SIIC
regime imposes compliance with a minimum ratio of 80% assets
invested in property, assessed by comparing the gross value of
assets assigned to achieving the companys main objectives
(property, securities in property investment companies and
associated receivables, etc.) with total gross assets. Given the
wide range of Icades business, this rule represents a major
restriction on the Company. It will continuously monitor this ratio.
At 31 December 2011, Icades ratio was 88.28%.
Tax arrangements benefiting clients of Icade
Changes to tax laws, especially the abolition or limitation of
certain tax advantages in favour of rental investment (such as the
Duflot law, which replaces the Scellier law), the introduction
of requirements for such advantages (such as maximum rent
or maximum tenant income), the introduction or amendment
(via a series of finance laws) of measures to cap total tax advantages
and to concentrate certain tax advantages on energy-saving
homes, or the change to VAT rates applicable to certain activities,
may have a significant influence on the property market and
7.2.
7.2.1.
7.2.2.
7.3.
7.3.1.
7.4.
OPERATIONAL RISKS
7.4.1.
7.3.2.
Competition
324
7.4.2.
Acquisition risks
7.4.3.
7.4.4.
7.4.7.
7.4.5.
7.4.6.
The insurance premiums that Icade currently pays for its mandatory
and optional insurance policies make up only a minor portion of
its operating costs.
However, in view of the current difficulties on the market, these
premiums could rise in the future, which would have a negative
impact on Icades financial position and profits. In addition,
some of Icades operating risks may no longer be covered by
insurance companies. Lastly, Icade may be confronted with the
risk of bankruptcy of one of its insurers, thus preventing it from
paying compensation which might be due.
7.4.8.
326
7.4.9.
7.5.
7.6.
LIQUIDITY RISKS
7.7.
MARKET RISKS
7.7.1.
328
7.7.2.
Exchange risk
Icade carries out almost all of its business in the European singlecurrency zone and all of its assets and liabilities are denominated in
euros. Icade is therefore not exposed to any significant exchangerate risk.
7.7.3.
8. Employee shareholding
8.1.
EMPLOYEE SHAREHOLDING
8.1.1.
8.1.2.
Plan 1-2007
Plan 2-2007
Total
753,110
456,000
188,000
644,000
3,600
1,448
5,048
4,098
1,768
5,866
19
53
72
9 January 2011
9 January 2011
Expiry Date
8 January 2013
8 January 2013
Subscription price
46.48 euros
46.48 euros
Exercise procedure
119,664
56,242
175,906
(1) The Board of Directors of Icade, decided on 31 August 2007, following the distribution of reserves and premiums:
- to reduce the exercise price of the Plans 1-2007 and 2-2007, originally set at 47.70 euros, by 0.39 euros so as to stand at 47.31 euros;
- to adjust the number of shares under options that can be subscribed for within the framework of Plans 1-2007 and 2-2007 and to increase them by 3,710 and 1,493 new options
respectively, i.e., 0.008 of a new subscription option for one subscription option initially granted within the framework of the Plan 2007, the balance corresponding to the calculation of
fractions.
(1bis) The Board of Directors of Icade decided, on 16 April 2008, following the distribution of reserves and premiums:
- to reduce the exercise price of the Plans 1-2007 and 2-2007, set at 47.31 euros, by 0.83 euros so as to stand at 46.48 euros;
- to adjust the number of shares under options that can be subscribed for within the framework of Plans 1-2007 and 2-2007 and to increase them by 7,272 and 2,988 new options
respectively, i.e., 0.01 of a new subscription option for one subscription option initially granted within the framework of the Plan 2007, the balance corresponding to the calculation of
fractions.
(2) Thus, these objectives will be achieved if the annual reference price (dened as the weighted average by daily dealing volumes of the closing price of Icade shares on each stock market day
of the nancial year in question) is equal to or higher than a coecient, depending on the reference years, of between 1.115 and 1.375 applied to the otation price of the absorbed Icade, i.e.,
27.90 euros.
(3) Thus, these objectives will be achieved if the annual NPGS rate (dened as the ratio expressed as a percentage between the Group share of net prot and consolidated earnings as shown by
the certied consolidated accounts for the year in question) is equal to or higher than a rate, depending on the reference years, of between 6.60% and 7.50%.
Plan 1-2008
In accordance with the authorization given to it by the Ordinary
and Extraordinary General Meeting of Icade Emgp (renamed
Icade) of 30 November 2007, the Icade Board of Directors
meeting of 30 November 2007 finalised a Plan 1-2008 in favour
of the corporate officers (Article L. 225-185 of the Commercial
Code) including the Chairman of a simplified joint stock company
in the Group and/or a salaried individual of a company in the
Plan 1-2008
54,500
545
4 January 2012
Expiry Date
3 January 2014
Subscription price
101.20 euros
Exercise procedure
42,659
(1) Resolution 23 of the Ordinary and Extraordinary General Meeting of Shareholders of 30 November 2007 states that: the General Meeting decided that the
number of options granted cannot provide entitlement to a total number of shares representing a nominal increase in capital exceeding 1.5% of the diluted
capital on the day of this meeting during the period of this authorization (i.e., 38 months) and 1% of the diluted capital on the day of this meeting per nancial
year.
(1bis) The Board of Directors of Icade decided, on 16 April 2008, following the distribution of reserves and premiums:
- to reduce the exercise price of the Plan 1-2008, initially set at 103.01 euros, by 1.81 euros to 101.20 euros;
- to adjust the number of shares under options that could be subscribed for within the framework of the Plan 1-2008 and to increase it by 974 new options,
i.e., 0.01 of a new subscription option for one subscription option originally granted within the framework of 2008 Plan, the balance corresponding to the
calculation of fractions.
(2) Thus, these objectives will be achieved if the annual reference price (dened as the weighted average by daily dealing volumes of the closing price of Icade
shares on each stock market day of the nancial year in question) is equal to or higher than a coecient, depending on the reference years, of between 1.125
and 1.45 applied to the otation price of the absorbed Icade, i.e., 27.90 euros.
(3) Thus, these objectives will be achieved if the annual NPGS rate (dened as the ratio expressed as a percentage between the Group share of net prot and
consolidated earnings as shown by the certied consolidated accounts for the year in question) is equal to or higher than a rate, depending on the reference
years, of between 6.90% and 7.80%.
The coecients applied, (2) and (3), are determined in the Regulations of the Plan. These are examined by the Remunerations Committee then nalised by
the Board of Directors, in accordance with the powers granted to it by the Ordinary and Extraordinary General Meeting of Shareholders.
Plan 1.2-2008
In accordance with the authorization given to it by the Ordinary and
Extraordinary General Meeting of Icade Emgp (renamed Icade)
of 30 November 2007, the Icade Board of Directors meeting of
24July 2008 finalised a Plan 1.2-2008 in favour of the corporate
officers (Article L. 225-185 of the Commercial Code) including the
Chairman of a simplified joint stock company in the Group and/
or a salaried individual of a company in the Group and member
of the Executive Committee or Coordination Committee of the
Plan 1.2-2008
145,000
24
9 August 2012
Expiry Date
8 August 2015
Subscription price
66.61 euros
Exercise procedure
34,200 (including 28,000 for failing to meet objectives set under the
performance conditions)
110,800
(1) Resolution 23 of the Ordinary and Extraordinary General Meeting of Shareholders of 30 November 2007 states that: the General Meeting decided that the
number of options granted cannot provide entitlement to a total number of shares representing a nominal increase in capital exceeding 1.5% of the diluted
capital on the day of this meeting during the period of this authorization (i.e., 38 months) and 1% of the diluted capital on the day of this meeting per nancial
year.
(2) Thus these objectives will be achieved if, over the reference periods, the change in Icades share price (average of the twenty opening prices prior to 2 January
of each period) is more than 4% greater than 16% of the variation in the IEIF index over the same periods. However, if the variation in Icades share price
between 2 January 2008 and 2 January 2012 is sixteen per cent (16%) greater than the variation in the IEIF index over the same period, all of the conditional
options may be exercised by the beneciary.
Plan 1-2011
Plan 1.2011
147,500
32
4 March 2015
Expiry Date
3 March 2019
Subscription price
80.86 euros
Exercise procedure
2,500
145,000
(1) Resolution 18 of the Ordinary and Extraordinary General Meeting of Shareholders of 15 April 2009 states that: the General Meeting decided that the number
of options granted cannot provide entitlement to a total number of shares representing a nominal increase in capital exceeding 1.5% of the diluted capital on
the day of this meeting during the period of this authorization (i.e., 38 months) and 1% of the diluted capital on the day of this meeting per nancial year.
(2) Thus, these objectives will be achieved for half of the conditional options if, over the reference periods, the movement in Icades share price (average of the
20 opening prices prior to 2 January of each period) is 4% to 16% greater than the movement in the IEIF index over the same periods. However, if the Icade
share price movement between 2 January 2011 and 2 January 2015 is more than sixteen per cent (16%) of the movement in the IEIF Index over the same
period, and the independently determined conditions for each of the periods have not been achieved, 80% of the conditional options may be exercised by
the beneciaries.
Similarly, the objectives will be achieved for half the conditional options if, in the rst four scal years, the 2011 cash ow reaches 240 million euros, the 2012
cash ow reaches 284 million euros, the 2013 cash ow reaches 291 million euros, the 2014 cash ow reaches 337 million euros. However, if in year 4 the
objective is 100% achieved, 80% of the options conditional on cash ow can be exercised by the beneciaries.
8.1.3.
Plan 2011
498,377(1)
17,660
1,766
Acquisition date
4 March 2013
Disposal date
3 March 2015
Assignment price
80.86 euros(3)
Acquisition procedure
Cancelled shares
2,670
Acquired shares
10
14,980
(1) Resolution 19 of the Ordinary and Extraordinary General Meeting of Shareholders of 15 April 2009 states that: the General Meeting decides that the total
number of shares thus consented may not represent a nominal amount of increase in capital exceeding 1% of diluted capital on the day of the general
meeting over the period of this authorization (i.e., thirty-eight months).
(2) The members of the Executive Committee and the Coordination Committee, who already benet from a stock option subscription plan, declined the bonus
shares that were awarded to them under this democratic plan.
(3) Average of the 20 most recent prices, prior to 3 March 2011.
498,377(1)
26,190
1,746
Acquisition date
3 March 2014
Disposal date
2 March 2016
Assignment price
62.84 euros(2)
Acquisition procedure
Cancelled shares
1,305
Acquired shares
24,885
(1) Resolution 19 of the Ordinary and Extraordinary General Meeting of Shareholders of 15 April 2009 states that: the General Meeting decides that the total
number of shares thus consented may not represent a nominal amount of increase in capital exceeding 1% of diluted capital on the day of the general
meeting over the period of this authorization (i.e., thirty-eight months).
(2) Average of the 20 most recent prices, prior to 3 March 2012.
Plan-2-2012
498,377(1)
28,290
35
Acquisition date
3 March 2014
Disposal date
2 March 2016
Assignment price
62.84 euros(2)
Exercise procedure
Cancelled` shares
184
Acquired shares
28,106
(1) Resolution 19 of the Ordinary and Extraordinary General Meeting of Shareholders of 15 April 2009 states that: the General Meeting decides that the total
number of shares thus consented may not represent a nominal amount of increase in capital exceeding 1% of diluted capital on the day of the general
meeting over the period of this authorization (i.e., thirty-eight months).
(2) Average of the 20 most recent prices, prior to 3 March 2011.
8.1.4.
Information on share subscription options issued by the Company granted and exercised by employees
who are not corporate o}cers during the year
None
Total number of
options allocated/
shares subscribed or
purchased
Weighted average
price
Plan 1
Plan 2
336
BODIES
9.1.1.
Christian Bouvier;
Jean-Paul Faugre;
Nathalie Gilly;
Olivier Mareuse;
Alain Quinet;
Sabine Schimel.
The following table gives the names, appointment and term expiration dates, and other corporate offices held by Icades Board Members
over the past five years:
First name,
last name and
business address
Caisse des Dpts
(CDC)
56, rue de Lille
75007 Paris
Shares held: 1
Permanent
representative:
Antoine GossetGrainville
46 years old
Date of
appointment
Date of expiry
of office
Appointed by
the Combined
General Meeting
of 30/11/2007
Re-elected by
the Combined
General Meeting
of 07/04/2011
General Meeting
ruling on the
accounts for
the year ending
31/12/2014
Other offices and positions held over the last five years
Current
Expired
Chairman of the
Appointments and
Remuneration
Director
Committee
Compagnie des Alpes SA
Veolia Transdev
Schneider Electric
Permanent
representative of CDC:
On the board of directors
of CNP Assurances;
Icade; Fonds Stratgique
dInvestissement.
Functions:
Chairman of the Audit
and Risk Committee of
Compagnie des Alpes;
Chairman of Icades
Appointments and
Remuneration
Committee;
Member of the Audit
Committee of Schneider
Electric.
Bouvier Christian
64, rue Madame
75006 Paris
75 years old
Shares held: 80
Re-elected by
the General
Meeting of
16/04/2008
Daubignard Ccile
48 route de
Montesson
78110 Le Vsinet
48 years old
Shares held: 1
Appointed by
the General
Meeting of
22June 2012
First appointed
on 23 June 1999
at Icade
(ex-EMGP)
Re-elected by
the General
Meeting of
22June 2012
General Meeting
ruling on the
accounts for
the year ending
31/12/2015
Director
Member of the
Strategy and
Investment
Committee
Director
Socit dAutoroute ASF
Socit dAutoroute Escota
HLM Pax Progres Pallas
HLM Domaxis
Director
tablissement Public
du Palais de Justice de Paris
Member of the Appointments and
Remuneration Committee
Icade
Director
Amaline Assurance
Member of the
Supervisory Board
Runima
Director
of STAR
First name,
last name and
business address
De Poulpiquet de
Brescanvel Olivier
11 Ardmore Park
29-01 259957
Singapore
47 years old
Shares held: 1
Date of
appointment
Date of expiry
of office
Co-opted by
the Board of
Directors on
22June 2012
General Meeting
ruling on the
accounts for
the year ending
31/12/2013
Other offices and positions held over the last five years
Current
Expired
Co-Chairman
Morgan Stanley Real Estate
Investing (MSREI)
Director
Pirelli RE SPA
Investment Co-Director
Morgan Stanley Real Estate
Investing (MSREI)
Director
Japan Core Property Fund
Ltd
MBA Real Estate de
Columbia University
Member of the
Investment Committee
Japan Core Property Fund
Ltd
Faugre Jean-Paul
4, place Raoul Dautry
75716 Paris cedex 15
56 years old
Shares held: 20
Co-opted by
the Board of
Directors on
20December
2012
General Meeting
ruling on the
accounts for
the year ending
31/12/2014
Director
Faure-Jarrosson
Benot
20, rue de Seine
75006 Paris
49 years old
Shares held: 1
Appointed by
the Combined
General Meeting
of 30/11/2007
Re-elected by
the Combined
General Meeting
of 07/04/2011
General Meeting
ruling on the
accounts for
the year ending
31/12/2014
Director
(independent)
Member of the
Strategy and
Investment
Committee
Chairman of
the Audit, Risk
and Sustainable
Development
Committee
First name,
last name and
business address
Gilly Nathalie
15, quai Anatole
France
75007 Paris
48 years old
Shares held: 1
Date of
appointment
Date of expiry
of office
Appointed by
the Combined
General Meeting
of 07/04/2011
Other offices and positions held over the last five years
Current
Expired
Director of Banking
Services
Caisse des Dpts
Director
AEW Europe
SAGACARBON
Permanent representative
CDC Trimestriel
At the office of the APCC
Director
CDC Climat
Informatique CDC
GIP ADAJ
Permanent
representative of CDC
At the General Assembly of
the Fondation pour le Droit
Continental
On the board of Elan CDC
On the board of Caisse
Nationale des Autoroutes
On the board of ASINCA
Other positions
Representative of Elan CDC
on the board of DINAMIC
Gleeson Thomas
Francis
12, avenue des
Peupliers
75016 Paris
59 years old
Shares held: 15
Re-elected by
the Combined
General Meeting
of 15 April 2009
First appointed
at the former
Icade Emgp by
the Board of
Directors on
15February
2005 (ratified
by the Ordinary
General Meeting
of 19 April 2005)
Chairman
Glibro Investments Ltd (Irl)
Chairman
Eirn Consultancy Ltd
Director
Glibro Chemol Ltd (Irl)
Consultancy Ltd (Irl)
Eirn
Director
Eirn Consultancy Ltd
Water Development & Energy Co Ltd (Irl)
City North Developments Ltd
Director
Icade, absorbed by Icade (ex-Icade Emgp)
Re-elected
by the Annual
General Meeting
of 22 March
2006 at Icade
(ex-EMGP)
First name,
last name and
business address
Grzybowski Serge
35, rue de la Gare
75019 Paris
54 years old
Shares held: 1
Date of
appointment
Date of expiry
of office
Appointed by
the Combined
General Meeting
of 30/11/2007
Re-elected by
the Combined
General Meeting
of 07/04/2011
General Meeting
ruling on the
accounts for
the year ending
31/12/2014
Other offices and positions held over the last five years
Current
Expired
Director
SILIC SA
Chairman of
the Strategy
and Investment
Committee
Lambert
Marie-Christine
208, rue Raymond
Losserand
75014 Paris
59 years old
Shares held: 10
Co-opted by
the Board of
Directors on
6December
2011
Re-elected by
the General
Meeting of
22June 2012
General Meeting
ruling on the
accounts for
the year ending
31/12/2015
Director
(independent)
Member of the
Audit, Sustainable
Development and
Risk Committee
Group Financial
Controller
France Tlcom/Orange
Director
Orange France
Co-entreprise Buy in
(France Tlcom/Deutsche
Telekom)
Member of the
Supervisory Board and
Audit Committee
Telekomunikacja Polskan
(Poland)
342
First name,
last name and
business address
Maes Benoit
26 rue de lUniversit
75007 Paris
55 years old
Shares held: 1
Date of
appointment
Date of expiry
of office
Appointed by
the General
Meeting of
22June 2012
General Meeting
ruling on the
accounts for
the year ending
31/12/2015
Other offices and positions held over the last five years
Current
Expired
First name,
last name and
business address
Mareuse Olivier
56, rue de Lille
75007 Paris
49 years old
Shares held: 1
Date of
appointment
Date of expiry
of office
Co-opted by
the Board of
Directors on
31May 2011
Other offices and positions held over the last five years
Current
Expired
Investment Director
CNP Assurances
(1999-2010)
Director
Director
AEW Europe
Socit Forestire de la CDC Fonds Stratgique dInvestissement
CDC Infrastructure
CDC Entreprise
DEXIA Groupe SA
Permanent
representative of CDC
Qualium Investissement
(Director)
Veolia Environnement
(Director)
First name,
last name and
business address
Quinet Alain
92, avenue de France
75013 Paris
51 years old
Shares held: 1
Date of
appointment
Date of expiry
of office
Co-opted by
the Board of
Directors on
24 July 2008
and ratified by
the Combined
General Meeting
of 15 April 2009
Re-elected by
the General
Meeting of
22June 2012
Other offices and positions held over the last five years
Current
Expired
Observer
CNP Assurances SA
Director
Lyon Turin Ferroviaire SAS
First name,
last name and
business address
Scemama Cline
56, rue de Lille
75007 Paris
41 years old
Shares held: 1
Date of
appointment
Date of expiry
of office
Appointed by
the Combined
General Meeting
of 07/04/2011
General Meeting
ruling on the
accounts for
the year ending
31/12/2014
Other offices and positions held over the last five years
Current
Expired
Director in charge
of the real estate
portfolio, forests, capital
expenditure and financial
holdings
Caisse des Dpts
Director
Verdun Participations 1
Verdun Participations 2
346
First name,
last name and
business address
Schimel Sabine
98, rue dAssas
75006 Paris
49 years old
Shares held: 1
Date of
appointment
Date of expiry
of office
Appointed by
the Combined
General Meeting
of 16/02/2010
General Meeting
ruling on the
accounts for
the year ending
31/12/2013
Other offices and positions held over the last five years
Current
Expired
Director of the
Department for
the Development
of Subsidiaries and
Affiliates
at Caisse des Dpts
Permanent
representative of CDC
La Poste (Director)
Chairman of the Audit
Committee
La Poste
Member of the Strategy
and Investment
Committee
La Poste
Olivier de Poulpiquet
Holding an MBA from Columbia University, Olivier de Poulpiquet
began his career in the Banking and Investment division of Morgan
Stanley in 1994 and two years later joined Morgan Stanley Real
Estate Investing (MSREI). He served as Head of Acquisitions in
Italy and, a few years later, Co-Head of European Real Estate
Investing, where he was in charge of all of MSREIs European funds
(Core, Special Situations and MSREF). In 2004, de Poulpiquet left
Morgan Stanley to join Pirelli RE and in June 2008 was named
Executive Board Member of Pirelli RE and Chief Investment Officer,
responsible for raising funds, allocation of real estate assets,
investment decisions and asset management for the group.
In May 2010, he joined Morgan Stanley. Based in London until
mid-2011, he currently serves as Co-Chief Executive Officer
and Co-Chief Investment Officer at Morgan Stanley Real Estate
Investing in Singapore.
Jean Paul Faugre
A former student of the cole Polytechnique and the cole
Nationale dAdministration, Jean Paul Faugre, 56 years old,
served as Director of the Office of the Prime Minister from 2007 to
2012. Prior to this, he worked as Director of the Office of Franois
Fillon (in charge of Social Affairs, then of National Education)
from 20022005 and Prefect of the Alsace-Bas Rhin region from
20052007. Faugre has been Chairman of the Board of Directors
of CNP Assurances since 29 June 2012.
Previously, he has held the following positions and offices:
Insurance Commissioner (1980-1981), Auditor to the Conseil
dtat (1983), Deputy Secretary General of the Conseil dtat
(19861987), Technical Adviser of the Ministry of Infrastructure,
Housing, Territorial Development and Transport (19871988),
Government Commissioner to the Combined Court of the Conseil
dtat (19881990), Financial Director (19911994) of the French
Atomic Energy Commission (CEA), Director of Civil Liberties and
Legal Affairs for the Ministry of the Interior and Spatial Planning
(19941997), Prefect of Loir-et-Cher (19972001), Prefect of the
Vende (20012002), and member of the Conseil dtat (1998).
Ccile Daubignard
Benot Faure-Jarrosson
Nathalie Gilly
Nathalie Gilly is a graduate of the Paris Institute of Political Science
(IEP de Paris) and holder of a DESCF postgraduate degree
in Accounting and Finance. She began her career in 1987 at
Price Waterhouse and joined Caisse des Dpts in 1994 in the
Sabine Schimel
(II) ensures that no person has the power to commit the Company
without control;
(III) oversees the smooth running of the internal control bodies
and the satisfactory performance of their duties by the
auditors. The Board monitors the quality of the information
supplied to shareholders and the financial markets through
the accounts and annual report it produces.
350
9.1.2.
Management bodies
352
9.2.
9.2.1.
9.1.3.
9.1.4.
Variable
portion
gross
2011
2012
Variable
portion
gross Directors Directors
(B)
fees
fees
Variable
portion
gross Directors Directors
(B)
fees
fees
Variable
portion
gross
Total
gross
(A) + (B)
Fixed
portion
gross
(A)
Amounts
due
Amounts
paid
Amounts
due
5.6
675.0
400.0
184,4(2)
329.2(6)
0.0(1)
0.0(1)
6.0
729.2
64.5(2)
0.0
0.0
0.0
0.0
0.0
78.8(4)
90.8(3)
0.0
0.0
6.4
25.0
0.0
0.0
0.0
0.0
0.0
0.0
6.4
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
3.0
18.0
0.0
0.0
0.0
0.0
0.0
0.0
3.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
BERTHEZENE MICHEL/Director
0.0
0.0
0.0
3.0
22.5
0.0
0.0
0.0
0.0
0.0
0.0
3.0
0.0
0.0
BOUVIER CHRISTIAN/Director
0.0
0.0
0.0
24.0
24.0
0.0
0.0
0.0
0.0
0.0
19.5
24.0
0.0
0.0
BRAIDY PHILIPPE/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
CALVET JACQUES/Director
0.0
0.0
0.0
3.2
21.8
0.0
0.0
0.0
0.0
0.0
0.0
3.2
0.0
0.0
DAUBIGNARD CECILE/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
6.0
0.0
0.0
0.0
FAUGERE JEAN-PAUL/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
1.5
0.0
0.0
0.0
0.0
0.0
0.0
21.4
19.5
0.0
0.0
0.0
0.0
0.0
20.5
21.4
0.0
0.0
GALLOT JROME/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
GAUBERT THIERRY/Director
0.0
0.0
0.0
12.0
15.0
0.0
0.0
0.0
0.0
0.0
0.0
12.0
0.0
0.0
GILLY NATHALIE/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
16.5
16.5
0.0
0.0
0.0
0.0
0.0
12.0
16.5
0.0
0.0
LAMBERT MARIE-CHRISTINE/
Director
0.0
0.0
0.0
4.5
0.0
0.0
0.0
0.0
0.0
0.0
16.5
4.5
0.0
0.0
MAES BENOIT/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
4.5
0.0
0.0
0.0
MAREUSE OLIVIER/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
MUNK ALFONSO/Director
0.0
0.0
0.0
16.5
13.5
0.0
0.0
0.0
0.0
0.0
7.5
16.5
0.0
0.0
PEENE CHRISTIAN/Director
0.0
0.0
0.0
4.5
24.2
0.0
0.0
0.0
0.0
0.0
0.0
4.5
0.0
0.0
DE POULPIQUET OLIVIER/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
7.5
0.0
0.0
0.0
QUINET ALAIN/Director
0.0
0.0
0.0
15.0
0.0
0.0
0.0
0.0
0.0
0.0
7.5
15.0
0.0
0.0
SCEMAMA CELINE/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
SCHIMEL SABINE/Director
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
0.0
400.0
329.2
275.0
220.8
264.5
5.6
675.0
400.0
184,4
329.2
181.8
220.8
6.0
729.2
Fixed
portion
gross
(A)
Amounts
due
Amounts
paid
Amounts
due
400.0
329.2(6)
275.0(5)
0.0(1)
0.0(1)
0.0
0.0
0.0
90.8(3)
ALPHANDERY EDMOND/Director
0.0
0.0
0.0
ARKWRIGHT EDWARD/Director
0.0
0.0
0.0
BAILLY OLIVIER/Director
Members of the
Board of Directors
Surname/First name/Function
(in thousands of euros)
Amounts Benefits in
paid kind (car)
Amounts Benefits in
paid kind (car)
Total
gross
(A) + (B)
Icade
GRZYBOWSKI SERGE/Chairman
and CEO
TOTAL
(1)
(2)
(3)
(4)
(5)
(6)
(7)
354
Each Board member owned at least one Icade share at 31 December 2012, in accordance with legal requirements.
Table summarizing remuneration, options and shares awarded to each senior executive corporate o}cer
2011
2012
734.8
590,4
671.4
N/A
N/A
290,1
(**)
(*) Including a one-o bonus for the Silic operation in 2011 for 120 thousand euros .
(**) This value corresponds to the value of options and nancial instruments during their allocation as held within the scope of application of IFRS 2, having taken
in account, in particular, any discount associated with performance criteria and with the probability of service in the Company at the start of the acquisition
period, but prior to the eect of spreading of the charge under IFRS 2 over the acquisition period.
Table summarizing benets (concept of employment contract, pension scheme, compensation or benets owed or
which may be owed due to termination or change of functions or compensation relating to non-competition clause)
Employment
Contract
Yes
Serge GRZYBOWSKI
Chairman and Chief Executive Officer
Date of start of office: 30/11/2007
Date of end of office: 31/12/2014(*)
Compensation or
benefits owing or
likely to be owing
due to termination
or change of
functions
Additional
pension scheme
No
Yes
No
Yes
No
Compensation
relating to
non-competition
clause
Yes
No
(*) At the end of the general meeting which will give a ruling on the accounts for the year ending 31 December 2014.
9.2.3.
9.2.4.
Share subscription or purchase options assigned during the year to each senior executive corporate o}cer by
the issuer and by any company within the Group
Bonus shares assigned to the corporate officer during the financial year
Name of senior
executive
corporate officer
Serge GRZYBOWSKI
356
Number of
shares assigned
during the
financial year
Value of options
according to the
method used for
the consolidated
accounts
Acquisition
date
Date available
Plan 2-2012
2 March 2012
5,984
290,104
02/03/14
03/03/16
100% of shares
are subject to
achievement of
current net cash
ow objectives
Plan 1-2012
2 March 2012
15
NS
02/03/14
03/03/16
No conditions
(accessible plan)
Performance
conditions
9.3.
9.3.1.
Assignments
The Audit, Risk Management and Sustainable Development
Committee is responsible for ensuring the accuracy and
truthfulness of Icades annual and consolidated f inancial
statements and the quality of internal audit and the information
provided to shareholders and to the markets.
It assesses major risks and ensures adherence to the individual
and collective values upon which Icades operations are founded,
and the codes of conduct which all its staff must apply. Amongst
these values are Icades specific responsibilities as regards
protecting and improving the environment and sustainable
development.
Composition and operation
The three members of the Audit, Risk Management and Sustainable
Development Committee, two thirds of whom are independent
directors, are Benot Faure-Jarrosson (Committee Chairman and
independent director), Marie-Christine Lambert (independent
director) since 22 June 2012, replacing Alfonso Munk, and Sabine
Schimel.
This Committee meets as often as it considers it necessary or
appropriate, upon any kind of notice of meeting from its Chairman
or, with the latters consent, from the Secretary of the Board of
Directors.
The Committee met five times in 2012. The level of attendance
of Committee members was 93.3% during this financial year.
9.3.2.
Assignments
The Appointments and Remuneration Committee is responsible
for assessing applications for the appointment of corporate
officers and for making suggestions as regards their remuneration.
It is involved in establishing the Companys employee profitsharing policy and for making suggestions on resolutions to
grant subscription and/or purchase options for the Companys
shares to all or some of the employees and on the allotment of
shares free-of-charge.
Composition and operation
The three members of the Appointments and Remuneration
Committee are Antoine Gosset-Grainville (Chairman), Benot
Maes (independent director) since 22 June 2012, replacing
Marie-Christine Lambert, and Olivier de Poulpiquet (independent
director) since 20 December 2012, replacing Serge Grzybowski.
This Committee meets as often as it considers it necessary or
appropriate, upon any kind of notice of meeting from its Chairman
or, with the latters consent, from the Secretary of the Committee.
The Committee met four times in 2012. The level of attendance
of Committee members was 91.7% during this financial year.
9.3.3.
Assignments
The duty of the Strategy and Investment Committee is to examine
any investment or disinvestment project by the Company greater
than 50 million euros and any external growth operation greater
than 30 million euros. It examines the policy of development by
internal growth and the strategic policies of the Group.
Composition and operation
The five members of the Strategy and Investment Committee are
Serge Grzybowski (Chairman), Olivier de Poulpiquet (independent
director) since 22 June 2012, Jean-Paul Faugre since 20 December
2012, replacing Edward Arkwright, Christian Bouvier and Cline
Scemama.
This Committee meets as often as it considers it necessary or
appropriate, upon any kind of notice of meeting from its Chairman
or, with the latters consent, from the Secretary of the Board of
Directors.
Due to the nature of its work, this Committee meets at least
once a year to give a progress report on the execution of the
strategic plan.
This committee met seven times in 2012, twice with an enlarged
composition of directors who wished to participate. The level
of attendance of Committee members was 96.7% during this
financial year.
358
10.4. FEES OF THE LEGAL AUDITORS AND MEMBERS OF THEIR NETWORKS FOR 2011
Mazars
Amount net
of tax
PricewaterhouseCoopers
Audit
Amount net
of tax
(in millions of
euros)
% EGM
KPMG
Amount net
of tax
(in millions of
euros)
% EGM
(in millions of
euros)
% EGM
2012
2011
2012
2011
2012
2011
2012
2011
2012
2011
2012
2011
Issuer
0.5
0.4
33.3
22.2
0.5
55.6
0.4
50.0
0.9
1.4
60.0
77.8
0.4
44.4
0.1
0.4
50.0
50.0
0.1
6.7
0.1
50.0
1.5
1.8
10
00
100
0.9
100
0.2
0.8
100
100
Sub
btota
al
1.5
1.8
100
100
0.9
100
0.2
0.8
100
100
Audit
Auditing, certification, examination
of individual and consolidated
accounts
TOTAL
Serge Grzybowski
Nathalie Palladitcheff
Nathalie Palladitcheff
Nicolas Dutreuil
Member of the Executive Committee, in charge of Finance, Legal
matters and IT and the Property Services Division
35, rue de la Gare - 75019 Paris
Telephone: 01 41 57 70 12
nathalie.palladitcheff@icade.fr
General background
Study elements
This mission has been carried out based on the documents and
informations provided to us, which are assumed to be accurate and
inclusive of all of the informations and documents in theCompanys
possession or of which the Company is aware, and are likely to
have an effect on the buildings market value.
Reference frameworks
The surveyors due diligence and the valuations have been carried
out in accordance with:
Our company confirms that the valuations have been carried out
by and under the responsibility of qualified appraisers and that
the company has carried out its task as an independent external
appraisers qualified for the needs of the assignment.
Our annual fees invoiced to Icade represent less than 10% of our
companys turnover recorded in the previous accounting year.
We have not identified any conflict of interest on these assignments.
The assignments comply with the AMFs recommendation
regarding the presentation of the elements of valuation and
risks of the property assets of listed companies published on
8February 2010.
nationally:
Current assignment
Our assignments have consisted in the estimation of the market
value of the buildings as they are being used on 31 December 2012.
We would remind you here that when the client is the lessee
underthe terms of a leasing contract, the Surveyor only values
the assets underlying the contract and not the leasing contract.
Inthesame way, when the property is owned by a special purpose
vehicle company, the value of the property has been estimated
based on the sale of the underlying property asset and not that
of the Company.
360
Methodology used
The valuations are based on the discounted cash flow method,
the net revenue capitalization method, the developer balance
sheet method and the direct comparison method.
No. of assets
appraised
No. of assets
visited during
the Dec. 2012
campaign
78
10
3,721
Market value
excluding fees at
31/12/2012(1)
French offices/Healthcare
DTZ Eurexi
104
2,157
CBRE Valuation
135
10
1,227
Catella
42
483
(1,134)
396
TOTAL ASSETS
6,850
(1) Market value excluding duties and excluding legal duties and taxes restated from the share not held by Icade for assets held by proportionally consolidated
companies in the consolidated accounts.
Philippe Dorion
President
Director
DTZ Eurexi
Denis Franois
Jean-Franois Drouets
President
President
CBRE Valuation
Catella Valuation
362
Contracts
1. Major contracts .............................................................................. 364
2. Related-party transactions ......................................................... 364
2.1. Service-provision contracts and brand license ....................................................... 364
2.2. Financing contracts ................................................................................................... 365
Chapter 12
Contracts
1. Major contracts
Icade and its subsidiaries did not conclude any significant contracts, outside the normal course of business, for the unit consisting of
Icade and its subsidiaries during the two years preceding the date of this report.
2. Related-party transactions
Icade and/or some of its subsidiaries concluded some contracts.
The most significant of these contracts include: service-provision
contracts and a brand license between Icade and its subsidiaries;
financing contracts; a memorandum of understanding with SNI.
The report produced by Icades statutor y auditors on the
agreements and regulated commitments mentioned in Article
L. 225-38 of the French Commercial Code, which were authorized
or which continued during the year ended 31 December 2012, is
reproduced in Chapter 11 of this annual report.
2.1.
SERVICE-PROVISION CONTRACTS
AND BRAND LICENSE
2.1.1.
Service-provision contracts
364
!?$X;J";'J@!?J"
Icade grants to the subsidiaries concerned a non-exclusive right
to use the name Icade and the Icade trademarks and stylized
I, the dot of which shows the Caisse des Dpts badge, in their
company name and/or sign within the scope of their business
activities, as well as the right to use the logo owned by Icade.
Icades remuneration amounts to 0.9% of the consolidated revenue
of the company in question and, if applicable, its subsidiaries
excluding taxes. The amount invoiced by Icade for the year ended
31 December 2012, comes to 10.98 million euros.
The brand license contracts were concluded for an initial period
of one year, tacitly renewable annually for a further three years.
The brand license contracts can be terminated annually by either
party by giving at least three months notice before the end of
the current year. Furthermore, Icade may cancel the license (I) if
the other party does not carry out its obligations subject to three
months notice, (II) immediately in the event of non-performance
which adversely affects the image or interests of Icade, or (III)
subject to one months notice, in the event of the managers of
the company concerned being prohibited from or forfeiting their
right to manage, or in the event of a change of control of Icade.
2.2.
FINANCING CONTRACTS
The following table lists the financing contracts concluded between Icade and/or its subsidiaries and the companies related to it, for
which the outstanding capital as of 31 December 2012 is more than 5 million euros.
^@
"?$;'
as of
31/12/2012
(in millions
of euros)
';$?
End date
(in thousands
of euros)
Reference
Rate
?!';
or rate
(as a %)
143.37
15/01/2009
05/03/2026
119,400.85
Fixed
4.22
Borrower
Lender
Icade
Dexia CLF
Icade
150
17/09/2008
31/07/2015
150,000.00
Euribor
0.72
Icade
30
16/06/2003
02/06/2023
19,995.84
Euribor
0.00
Icade
32.50
17/10/2005
02/11/2015
9,750.00
Euribor
0.30
Icade
11.96
02/05/2007
01/11/2019
6,696.67
Euribor
0.50
Icade
11.14
02/05/2007
02/05/2019
6,056.47
Euribor
0.27
Icade
10
16/06/2003
03/07/2023
5,375.00
Euribor
0.65
317,274.83
Borrower
Lender
Silic
Icade
^@
"?$;'
as at
31/12/2012
(in millions
of euros)
Start date
End date
(in thousands
of euros)
Reference
Rate
?!';
or rate
(as a %)
350
30/07/2012
19/07/2017
350,000.00
Euribor
350,000.00
* Variable as a function of Sislics LTV
J;JJX?""!X?;'@@!?;@"
None.
366
Statutory Auditors
special report on related
party agreements and
commitments
Statutory Auditors special report on related
party agreements and commitments ............................................ 368
Chapter 13
Statutory Auditors special report
on related party agreements and
commitments
ANNUAL GENERAL MEETING FOR THE APPROVAL OF THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2012
This is a free translation into English of the Statutory Auditors special report on related party agreements and commitments issued
in French and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and
construed in accordance with, French law and professional auditing standards applicable in France.
To the Shareholders,
In our capacity as Statutory Auditors of Icade, we hereby report to you on related party agreements and commitments.
It is our responsibility to report to shareholders, based on the information provided to us, on the main terms and conditions of agreements
and commitments that have been disclosed to us or that we may have identified as part of our engagement, without commenting
on their relevance or substance or identifying any undisclosed agreements or commitments. Pursuant to the article R. 225-31 of the
French Commercial Code (Code de commerce), it is the responsibility of the shareholders to determine whether the agreements and
commitments are appropriate and should be approved.
Where applicable it is also our responsibility to provide shareholders with the information required by article R. 225-31 of the French
Commercial Code in relation to the implementation during the year of agreements and commitments already approved by the Annual
General Meeting.
We performed the procedures that we deem necessary for this task in accordance with professional standards applicable in France to
such engagements. These procedures consisted in verifying that the information given to us agree with the underlying documents.
368
The income recorded by Icade related to these agreements for the year 2012 amounted respectively to 4,246,842 and 216,667.
Directors concerned: Caisse des Dpts, Edward Arkwright, Nathalie Gilly, Olivier Mareuse, Cline Scemama, Sabine Schimel and Serge
Grzybowski.
2. Repurchase by the CDC of 29% stake in SAS PNE hold by Icade Promotion
The engagement committee of Caisse des Dpts has confirmed, during the meeting held 12 December 2012, the repurchase by the
CDC of 29% of the share capital in SAS PNE hold by Icade promotion for 1, including the balance of the current account with Icade
(estimated around 4 million euros).
In the meantime, in order to comply with legal obligations, a part of the related current account will be capitalized through a share
capital increase to satisfy with the legal minimum level of net equity of the SAS PNE.
The Board of Directors of Icade held 20 December 2012 approved the sale, by Icade Promotion to the CDC, of the 29% of the share
capital of SAS PNE for 1, including the balance of the current account with Icade Promotion (estimated about 4 million euros).
Directors concerned: Caisse des Dpts, Nathalie Gilly, Olivier Mareuse, Cline Scemama and Sabine Schimel.
Mazars
Gilles Rainaut
370
Jean-Baptiste Deschryver
Documents
accessible to
the public
Documents accessible to the public ............................................... 372
Chapter 14
Documents accessible
tothe public
The Articles of Association, minutes of General Meetings and
other corporate documents of Icade, as well as historical financial
information and any valuation or declaration produced by an
expert at Icades request to be made available to shareholders
in accordance with applicable legislation, may be consulted at
Icades registered office.
372
Annual information
document
Annual information document ......................................................... 374
Chapter 15
Annual information
document
Entities
Paris Court Clerk
(1)
Publication or
filing date
Type of document
03/01/2012
Director resignation
Director co-option
25/01/2012
Capital increase
Prescribed amendments
04/05/2012
The clerk of the Commercial Court of Paris filed the merger/absorption agreement of
Icade Services by the Icade company
22/05/2012
Capital increase
Prescribed amendments
19/07/2012
23/07/2012
Directorship renewal
Director appointments
Change of statutory auditors regular and alternate
Capital increase and decrease authorization
Director resignation
Director co-option
Capital increase
Prescribed amendments
09/08/2012
Capital increase
Prescribed amendments
BALO(2)
374
25/10/2012
08/11/2012
20/02/2012
09/03/2012
04/05/2012
Notice of simplified merger project between Icade (absorber) and Icade Service
(absorbed)
16/05/2012
06/06/2012
01/08/2012
Entities
Legal announcements
newspaper
Publication or
filing date
Type of document
17/01/2012
09/03/2012 and
10/03/2012
16/05/2012
05/06/2012
19/07/2012
Financial press
30/07/2012
20/02/2012
20/02/2012
16/05/2012
27/07/2012
05/01/2012
18/01/2012
26/01/2012
07/02/2012
Monthly report on total number of shares and voting rights comprising capital stock
16/02/2012
16/02/2012
Annual results
A current net cash flow of 223 million euros above 28% for the year 2011
20/02/2012
27/02/2012
27/02/2012
05/03/2012
Monthly report on total number of shares and voting rights comprising the
capital stock
14/03/2012
16/03/2012
16/03/2012
19/03/2012
Icade places the 1st foundation stone for the UrbaGreen offices at Joinville-le-Pont (94)
Entities
Icade companys website
(press release)(3)
376
Publication or
filing date
Type of document
28/03/2012
05/04/2012
Monthly report on total number of shares and voting rights comprising the capital stock
11/04/2012
26/04/2012
The Financial Markets Authority declares conformance of the Icade public offer on Silic
26/04/2012
Public exchange offer targeting the actions of Silic and public offer targeting settled
bonds in cash and/or new and/or existing shares (ORNANEs) issued by Silic
26/04/2012
07/05/2012
Monthly report on total number of shares and voting rights comprising the capital stock
11/05/2012
14/05/2012
24/05/2012
05/06/2012
Monthly report on total number of shares and voting rights comprising the capital stock
25/06/2012
25/06/2012
26/06/2012
Action for annulment of the AMF (Financial Markets Authority) conformity decision
relating to the Icade public offer on Silic
Setting of the procedure schedule by the Paris Court of Appeal
26/06/2012
27/06/2012
Icade and the Caisse dpargne Aquitaine Poitou-Charentes lay the first foundation
stone of Monnaie-Gouverneurs in Bayonne
When heritage goes hand in hand with modernity!
29/06/2012
05/07/2012
05/07/2012
Monthly report on total number of shares and voting rights comprising the capital stock
12/07/2012
16/07/2012
The Caisse des Dpts and Icade formally deny the rumours of the revision of
the exchange parity of the Icade offer targeting the Silic shares
23/07/2012
25/07/2012
Semi-annual results. A current net cash flow of 113 million euros above 13% for
the first half of 2012
07/08/2012
Monthly report on total number of shares and voting rights comprising the capital stock
30/08/2012
Entities
Icade companys website
(press release)(3)
Publication or
filing date
Type of document
10/09/2012
Monthly report on total number of shares and voting rights comprising the capital stock
17/09/2012
18/09/2012
21/09/2012
21/09/2012
Icade lays the first foundation stone for the restoration of the 250 office building
in La Madeleine (59)
08/10/2012
Monthly report on total number of shares and voting rights comprising the capital stock
10/10/2012
23/10/2012
The RATP and Icade laid the first foundation stone of Le Garance Lagny Pyrnes
operation in Paris (20th)
24/10/2012
06/11/2012
08/11/2012
Monthly report on total number of shares and voting rights comprising the capital stock
22/11/2012
Icade and Codic sell the Start building in the heart of St Quentin en Yvelines (78)
26/11/2012
Icade sold the 250 office building in Lille La Madeleine to the SCPI Notapierre,
Unofi Group
28/11/2012
New capital increase for Icade Sant and continuation of its development
06/12/2012
Monthly report on total number of shares and voting rights comprising the capital stock
378
Correspondence
table
Correspondence table ...................................................................... 380
CORRESPONDENCE TABLE
Chapter 16
Correspondence table
Topics (headings of Appendix 1
of European Regulation no. 809/2004)
1.
Institutional specification
Perrso
ons responsib
ble
1.1
1.2
2.
Sta
atutory Auditors
3.
4.
Rissk factors
4.1
43 to 49
Legal risks
4.4
Chap. 1 4.3.3, p. 62
Chap. 3 26, p. 121
Chap. 11 7.6, p. 327
Chap. 3 notes 23.2 and 23.3,
p. 114 and 115
3 note 26.1, p. 121
5.
4.7
Not applicable
4.9
Insurance Disputes
Info
form
mation aboutt the issuer
5.1
3 to 11
5.1.1
5.1.2
5.1.4
Chap. 1 2.2.1, p. 5
CORRESPONDENCE TABLE
5.2 Investments
6.
8.
Chap. 1 2.2.1, p. 5
Chap. 1 2.5.1.2, p. 20
Chap. 1 2.5.1.1, p. 19
Chap. 1 2.5.2.1, p. 32
Chap. 1 2.5.2.2, p. 34
Chap 1 2.5.1.4, p.30-31
Main activities
12 to 49
Chap. 1 2.5, p. 19
Chap. 1 2.4, p. 12
Not concerned
6.5 The basis for any statements made by the issuer regarding its
competitive position
Chap. 1 2.4, p. 12
Not concerned
Org
gan
nizational strructure
7.1
66
Chap. 1 3.1, p. 46
7.2
66
13
Chap. 1 3.1, p. 46
3 note 10, p. 97
Pro
ope
erty, plant an
nd equipmen
nt
8.1
8.2 Environmental issues that may affect the use of the tangible
fixed assets
9.
Bussin
ness overview
w
6.1
7.
Institutional specification
Exa
amination of th
he financial posittion
9.1
Financial position
43 to 49
Chap. 3, p. 68
9.2
Operating profit
48
Chap. 3 3, p. 85
CORRESPONDENCE TABLE
Institutional specification
Chap. 1 2.5, p. 19
Chap. 1 2, p. 5
Chap. 3 (Table of
consolidated cash flow),
p. 71
Chap. 3 3, p. 85
Chap. 3, p. 68
Chap. 3 note 26.1, p. 121
11. Ressea
arch and dev
velopment, patten
nts and licensess
None
12. Tre
end
d information
n
13. Pro
ofitt forecasts orr estimates
None
Chap. 1 2.3, p. 11
None
None
14. Boa
ard
d of Directorss and Seniorr Man
nagement
14.1 Information on the members of the Board of Directors and
Senior Management
14.2 Conflicts of interest
51 to 55
15. Rem
muneration and
d benefits
16. Boa
ard
d operating practices
16.1 Date of expiry of current terms of office
16.2 Service contracts binding the members of the
Board of Directors
None
None
53,55
Chap. 7 2, p. 201
Chap. 11 9.3, p. 357
382
56,57
CORRESPONDENCE TABLE
Institutional specification
18. Ma
ain shareholderss
18.1 Shareholders holding more than 5% of the share capital
!
65
None
None
Chap. 12 2, p. 364
19. Rellate
ed-party tran
nsactions
20. Fin
nan
ncial informattion concern
nin
ng the issuers asssets,
financia
al position and profits and lossse
es
20.1 Historical financial information
43 to 49
None
Chap. 2, p. 64
Chap. 3, p. 68
None
Chap. 5, p. 150
Chap. 4, p. 146
Chap. 6, p. 186
Chap. 2, p. 64
None
None
Chap. 3 consolidated
financial statements
note 20, p. 110
Chap. 11 4, p. 316
Chap. 1 2, p. 5
21. Add
dittional information
21.1 Share capital
21.1.1 Amount of subscribed capital and, in respect of each
category of shares:
a) the number of authorized shares;
c) the nominal value per share, or the fact that the shares
have no nominal value; and
Not applicable
Not applicable
CORRESPONDENCE TABLE
Institutional specification
Not applicable
Not applicable
Not applicable
Chap. 12 1, p. 364
24. Doccum
ments Accesssible to the
e Pub
blic
25. Info
form
mation on ho
oldings
CORRESPONDENCE TABLE
1. Annu
uall accounts
Chap. 5, p. 150
2. Conssollidated accou
unts
Chap. 3, p. 68
3. Management reporrt
3.1 Analysis and comments on business activities and results
3.1.A Accounting policies, scope of consolidation
Chap. 1 2.1, p. 5
Chap. 1 2.2, p. 5
Chap. 1 2.5, p. 19
Chap. 1 3, p. 46
Chap. 1 4, p. 58
Chap. 9 1, p. 212
Chap. 9 Annex 1, p. 278
Chap. 9 Annex 2, p. 279
Chap. 9 2, p. 221
Chap. 11 7, p. 321
3.6 Governance
Chap. 11 1, p. 300
3.8 Outlook
Chap. 1 2.3, p. 11
4. Chaiirm
mans statement
5. Repo
ortt of the Statuttory Auditors on
n the annual acccounts
and con
nsolidated acccounts
Chap. 4, p. 146
Chap. 6, p. 186
This reference document was filed with the Autorit des marchs financiers on
7 March 2013, in accordance with Article 212-13 of its General Regulations. It
may be used to support a financial transaction if accompanied by an operation
notice approved by the AMF. This document has been prepared by the issuer
and its signatories therefore assume responsibility.
Copies of this reference document are available free of charge from the
Company (35 rue de la Gare 75019 Paris) and on Icades website (www.icade.fr)
and the AMFs website (www.amf-france.org).
Market listings
Icades shares are listed on Euronext Paris
Code: FR0000035081 ICAD
Financial information and investor relations
Nathalie Palladitcheff Member of Icades Executive Committee,
Head of finance, legal matters and IT and Head of the Property Services division
Tel.: +33 (0)1 41 57 70 12 E-mail: nathalie.palladitcheff@icade.fr
Nicolas Dutreuil Head of Corporate and Financing, in charge of Investor Relations
Tel.: +33 (0)1 41 57 71 50 E-mail: nicolas.dutreuil@icade.fr
Icades Key Accounts, Institutional Relations and Communications Department March 2013
Photo and image credits: Icade photo library/Icade archives, F. Achdou, Beal and Blanckaert, BDVA,
J-P. Caulliez, Chaix & Morel, Y. Chanoit, C. Coignard, Calq, Fassio-Viaud, M. Favaro, Dietmar Feightinger,
E. Fernault, A. Gilbert, P. Guignard, J-P. Houdry, Groupe 6 architectes associs, G. Heintz/A.S Kehr,
E. Lechangeur, A. Longeaud, R. Meigneux, B. Metra, MVRDV, J. Millet, M. Mimram, G. Perret, Richez et associs,
M. Roche, E. Roger, E. Sempe, Sud architectes, J-P. Viguier, F. Urquijo, 11h45, DC.
Design and production of the corporate section:
Design and the production of the financial and legal report section:
Icade Millnaire 1 35, rue de la Gare 75019 Paris
A French socit anonyme capitalized at 79,263,666.20
Paris Commercial and Companies Register No. 582 074 944
www.icade.fr
This report is printed on FSC certied paper originating from sustainable sources.
Icade
Millnaire 1,
35 rue de la Gare
75168 Paris Cedex 19
www.icade.fr