UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June, 2014
Commission File No.: 1-11130
(Translation of registrants name into English)
148/152 route de la Reine 92100 Boulogne-Billancourt France
(Address of principal executive offices )
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F
x
Form 40-F
¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7):
¨
In the event of any inconsistencies between this document and the corresponding text of the original French
document (
Actualisation du Document de Référence
), the text of the original French document shall govern.
A French
société anonyme
with a Board of Directors and
a share capital of EUR 140,705,809.00
Registered office: 148/152, route de la Reine, 92100 Boulogne-Billancourt
Nanterre Trade and Company Registry Number 542 019 096
UPDATE OF ALCATEL LUCENT REFERENCE DOCUMENT 2013
CONTENTS
Page 2
G
ENERAL
C
OMMENTS
In this Update, unless otherwise indicated, the term
Company
means Alcatel Lucent, a French
société anonyme
with its
registered office located, following the decision of the Companys board of directors to transfer the registered office dated February 5, 2014, which has been ratified by the general shareholders meeting on May 28, 2014, at
148/152, route de la Reine, 92100 Boulogne-Billancourt, registered with the Nanterre Trade and Companies Register under number 542 019 096. The term
Group
means the Company and all its consolidated subsidiaries.
This Update contains forward-looking information about the outlooks and perspectives of the Company and the Group. These indications may be identified by the
use of the future or conditional tense and by words such as think, target, expect, intend, should, aim to, consider, believe, wish,
could, etc. Such information is based on data, assumptions and estimates considered themselves by the Company as able to have an impact on its activity, presently or in the future. They may change or be revised due to uncertainty related
among other things to contingencies inherent in all business activities and in the economic (in particular, companies and customers expenditures), financial (in particular debt and capital market conditions), competitive and regulatory environment.
In addition, the materialization of some of the risks described in chapter 3 of the Reference Document and chapter 4 of this Update, and in particular the risks relating to the completion of the
Shift
Plan, could have an material adverse
effect on the Companys activities and its ability to achieve its objectives. In addition, the achievement of such objectives implies the success of the
Shift
Plan presented in section 6.8 of the Reference Document. The Company gives no
undertaking or warranty as to its achievement of the objectives set out in this document.
Investors are invited to consider carefully all of the risk
factors described in chapter 3 of the Reference Document and chapter 4 of this Update before taking an investment decision. The materialization of all or some of those risks is likely to have an material adverse effect on the activities, position
and financial results of the Company and the Group or on their objectives or on the value of the Companys securities.
Page 3
1.1.
|
Person responsible for this Update
|
Michel Combes
Chief Executive Officer
1.2.
|
Certificate by the person responsible for this Update
|
I hereby certify that, having taken all
reasonable care to ensure that such is the case, the information contained in this update of the 2013 reference document, to the best of my knowledge, conforms to the facts and contains no omission likely to affect the fairness of the presentation.
[INTENTIONALLY OMITTED]
On June 2, 2014
Michel Combes
Chief Executive Officer
Page 4
2.1.
|
Business details and highlights
|
This section of the Update sets out (i) all press releases issued
by the Company since the filing date of the Reference Document that could have an impact on the description of the Company given in the Reference Document, and (ii) the update of some activity details mentioned in these press releases.
These press releases are included as
Appendix 1
to this Update.
2.1.1.
|
Press release dated May 9, 2014
|
On May 9, 2014, the Company published a press release
regarding its first-quarter 2014 results.
2.1.2.
|
Press release dated May 22, 2014
|
On May 22, 2014, the Company published a press release
regarding the opening of exclusive negotiations between Thales and the Company for the signing of a strategic partnership in Cybersecurity and Communications Security:
|
|
|
Contemplated agreement would see Thales acquire the Companys Cybersecurity Services and Communications Security activities;
|
|
|
|
Thales would commit to providing services to the Company for its customers needs;
|
|
|
|
the Company will continue to develop advanced security features in its portfolio of IP and ultra-broadband access products;
|
|
|
|
finally, with this strategic partnership, the Company strengthens its commercial offering in the field of secured networks.
|
2.2.
|
Information on litigations
|
A description of the significant events relating to litigations which have
occurred since the filing date of the Reference Document are set out in note 17 of the Interim Statements at March 31, 2014 (as defined in section 3.1 below), included as
Appendix 2
to this Update.
With the exception of the investigations by government authorities and the litigations described in the Reference Document and this Update, and the analysis
of their potential impacts which are also set out in this Update, as of the date hereof, the Company is not aware of any judicial or governmental proceedings, nor of any arbitration (even suspended or of which the Company would be threatened)
relating to the Company or a Group company which may have, or would have had over the last twelve months significant impacts on the financial situation or the profitability of the Company or the whole Group.
Page 5
3.1.
|
Key figures of the Group
|
The key figures of the Group for the first-quarter 2014 are set out in the
unaudited interim condensed consolidated financial statements at March 31, 2014 (the
Interim Statements at March 31, 2014
), which are attached as
Appendix 2
to this Update.
Unless indicated otherwise, the information contained in the Interim Statements at March 31, 2014 have been provided at constant perimeter and the
Enterprise business has been accounted for as a discontinued operation in the first-quarter 2014.
3.2.
|
Financial information
|
3.2.1.
|
Results of the first-quarter 2014
|
On May 9, 2014, the Company published a press release regarding
its first-quarter 2014 results.
3.2.2.
|
Reimbursement of bonds maturing in April 2014 and repurchases of bonds maturing in January 2016
|
On
April 7, 2014, the Company fully reimbursed its matured 6.375% senior notes issued by Alcatel Lucent, for an amount of 274 million.
The
Company also repurchased part of its 8.50% senior notes issued by Alcatel Lucent and maturing on January 15, 2016, on April 10, 2014 for an amount of 4.9 million, on May 23, 2014 for an amount of 8.5 million, on
May 26, 2014 for an amount of 5 million and on May 28, 2014 for an amount of 1 million, i.e. for a global repurchase amount of 19.4 million.
3.3.
|
Information on the transfers and transfer projects
|
On February 6, 2014, the Company announced that
it had received a binding offer from China Huaxin, a technology investment company, for the acquisition of 85% of Alcatel-Lucent Enterprise. The proposed transaction was submitted to the workers council of Alcatel-Lucent Enterprise in the context of
an information and consultation procedure, which is now completed. Closing of this transaction is subject to certain other conditions, including the approval of certain regulatory authorities, and is targeted to take place in the third quarter of
2014.
On March 31, 2014, the Company completed the disposal of LGS Innovations LLC to a U.S.-based company owned by a Madison Dearborn Partners-led
investor group that includes CoVant, for a cash selling price of US$104 million (76 million). The price of US$104 million may be increased by a variable component of up to US$96 million, which will be determined based on the LGSs results
of operations for the 2014 fiscal year.
A description of the transactions referred to above and ongoing transfer projects as of March 31, 2014 is
set out in notes 3 and 9 of the Interim Statements at March 31 2014 which is attached as
Appendix 2
to this Update.
3.4.
|
Information on outlook
|
The Company confirms its outlook and the objectives resulting from the
Shift
Plan set out in section 6.8 of the Reference Document, it being specified that the sale of LGS and the sale to come of the Enterprise business both lead to the below adjustments.
On March 31, 2014, the Group published its results with the Enterprise business accounted for as a discontinued operation. In addition, on
March 31, 2014, the Group completed the sale of LGS; therefore, LGS is no longer a consolidated company from April 1, 2014. As a result, this segment Other, which consists of these two activities, is likely to disappear.
Page 6
The target of 1 billion of fixed cost savings in 2015, in comparison with 2012, remains at the same level
(approximately 50 million of savings were attributable to the Enterprise business and to LGS).
The target of increasing the contribution of
cash flow per segment from the Access and Other segments by more than 250 million in 2015 (approximately 50 million of savings were attributable to the Enterprise business and to LGS) is mechanically adjusted at
200 million for the segment Access.
3.5.
|
Statement of indebtedness (debt and convertible debt) of the Group at March 31, 2014
|
For
information purposes, the tables below set out the balance and maturity of the indebtedness (debt and convertible debt) of the Group at March 31, 2014. A detailed description of the Companys financial debt at March 31, 2014 is set
out in note 12 of the Interim Statements at March 31, 2014 which are attached as
Appendix 2
to this Update. The items relating to contributions associated with retirement plans are provided in note 15 of the Interim Statements at
March 31, 2014.
|
|
|
|
|
(In million Euros)
|
|
March 31,
2014
|
|
Marketable securities short term, net
|
|
|
1,800
|
|
Cash and cash equivalents
|
|
|
3,523
|
|
Cash, cash equivalents and marketable securities
|
|
|
5,323
|
|
(Bonds and credit facilities long-term portion)
(1
)
|
|
|
(4,717
|
)
|
(Other long-term debt)
|
|
|
(195
|
)
|
(Current portion of long-term debt and short-term debt)
(2
)
|
|
|
(556
|
)
|
of which (Bonds and credit facilities short-term portion)
(2)
|
|
|
(286
|
)
|
of which (current portion of other long-term debt and short-term debt)
|
|
|
(270
|
)
|
(Financial debt, gross)
|
|
|
(5,468
|
)
|
Derivative interest rate instruments other current and non-current assets
|
|
|
11
|
|
Derivative interest rate instruments other current and non-current liabilities
|
|
|
(19
|
)
|
Loan to joint venturer financial asset (loan to co-venturer)
|
|
|
5
|
|
Cash (financial debt), net before FX derivatives and CSA impacts
|
|
|
(148
|
)
|
Derivative FX instruments on financial debt other current and non-current assets
(3
)
|
|
|
8
|
|
Derivative FX instruments on financial debt other current and non-current liabilities
(3)
|
|
|
(35
|
)
|
Net amount paid / (received) in respect of credit support arrangements (CSA) for derivative instruments other current assets /
liabilities
|
|
|
18
|
|
Cash (financial debt), net excluding discontinued activities
|
|
|
(157
|
)
|
Cash (financial debt), net assets held for sale
|
|
|
(3
|
)
|
Cash (financial debt), net including discontinued activities
|
|
|
(160
|
)
|
(1)
|
Including 19.4 million of partial early repurchases implemented in April and May 2014 of the 8.50% senior notes issued by Alcatel Lucent and maturing on January 15, 2016.
|
(2)
|
Including 274 million of fully reimbursement at maturity, on April 7, 2014, of the 6.375% senior notes issued by Alcatel Lucent.
|
(3)
|
FX derivatives are FX swaps (primarily US$/) relating to intragroup loans
|
Page 7
|
|
|
|
|
|
|
|
|
|
|
|
|
(In million Euros)
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
|
March 31,
2013
|
|
Current portion of bonds and credit facilities
(1
)
|
|
|
286
|
|
|
|
964
|
|
|
|
609
|
|
Current portion of other long-term debt and short-term debt
|
|
|
270
|
|
|
|
276
|
|
|
|
170
|
|
Financial debt due within one year
|
|
|
556
|
|
|
|
1,240
|
|
|
|
779
|
|
Of which: within 3 months
(1)
|
|
|
475
|
|
|
|
791
|
|
|
|
720
|
|
from 3 to 6 months
|
|
|
46
|
|
|
|
406
|
|
|
|
30
|
|
from 6 to 9 months
|
|
|
18
|
|
|
|
22
|
|
|
|
15
|
|
from 9 to 12 months
|
|
|
17
|
|
|
|
21
|
|
|
|
14
|
|
From April 1, 2014 to December 31, 2014
|
|
|
|
|
|
|
|
|
|
|
625
|
|
2015
|
|
|
|
|
|
|
114
|
|
|
|
1,046
|
|
From April 1, 2015 to December 31, 2015
|
|
|
96
|
|
|
|
|
|
|
|
|
|
2016
(2
)
|
|
|
528
|
|
|
|
515
|
|
|
|
882
|
|
2017
|
|
|
482
|
|
|
|
494
|
|
|
|
696
|
|
2018
|
|
|
535
|
|
|
|
515
|
|
|
|
|
|
2019 and beyond
|
|
|
3,271
|
|
|
|
3,284
|
|
|
|
2,666
|
|
Financial debt due after one year
|
|
|
4,912
|
|
|
|
4,922
|
|
|
|
5,915
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
5,468
|
|
|
|
6,162
|
|
|
|
6,694
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Including 274 million of fully reimbursement at maturity, on April 7, 2014, of the 6.375% senior notes issued by Alcatel Lucent.
|
(2)
|
Including 19.4 million of partial early repurchases implemented in April and May 2014 of the 8.50% senior notes issued by Alcatel Lucent and maturing on January 15, 2016.
|
3.6.
|
Authorizations related to the capital
|
Financial authorizations and specific authorizations in favor of
employees and executive directors which are set out in section 10.5.2
Main Resolutions to be presented at the 2014 Shareholders Meeting
of the Reference Document (
Summary of authorizations to be proposed at the 2014
Shareholders Meeting
p. 248 of the Reference Document) were approved by the Shareholders Meeting of the Company on May 28, 2014.
Page 8
This section of the Update sets out an update of the risk factors of the Company described
in the Reference Document.
The Companys ten largest customers accounted for 56% of its revenues for the
first quarter of 2014 (among which Verizon, AT&T and Sprint represented 17%, 14% and 8% of its revenues, respectively) and most of its revenues come from telecommunications service providers. The loss of one or more key customers or reduced
spending by these service providers could significantly reduce the Companys revenues, profitability and cash flow.
The Companys ten
largest customers accounted for 56% of its revenues for the first quarter of 2014 (among which Verizon, AT&T and Sprint represented 17%, 14% and 8% of its revenues, respectively). As service providers increase in size, it is possible that an
even greater portion of the Companys revenues will be attributable to a smaller number of large services providers going forward. The Companys existing customers are typically not obliged to purchase a fixed amount of products or
services over any period of time from the Company and usually have the right to reduce, delay or even cancel previous orders, which could impact revenues from one reporting period to the next. The Company, therefore, has difficulty projecting future
revenues from existing customers with certainty. Although historically the Companys customers have not made sudden supplier changes, they could vary their purchases from period to period, even significantly. Combined with the Companys
reliance on a small number of large customers, this could have an adverse effect on the Companys revenues, profitability and cash flow. In addition, the Companys concentration of business in the telecommunications service provider
industry makes the Company extremely vulnerable to a downturn or delays in spending in that industry.
Page 9
5.1.
|
Composition of the Companys Board of Directors
|
The Companys Shareholders Meeting,
held on May 28, 2014, (i) renewed the terms of office of Mrs Kim Crawford Goodman and Mr. Jean-Cyril Spinetta, both as independent directors, for three years until the end of the Annual Shareholders Meeting that will be called
to approve the financial statements for the fiscal year ending on December 31, 2016 and (ii) appointed Mrs Véronique Morali and Mr. Francesco Caio as directors, for three years until the end of the Annual Shareholders
Meeting that will be called to approve the financial statements for the fiscal year ending on December 31, 2016, in replacement of Lady Sylvia Jay and Mr. Daniel Bernard, who decided not to seek the renewal of their terms of office as
directors.
The composition of the Companys Board of Directors remains unchanged with respect to the other members, for each of whom the term of
office as director has not yet expired.
Page 10
6.
|
INFORMATION ON THE SHARE CAPITAL
|
6.1.
|
Crossing of thresholds
|
The table below describes crossing of both legal thresholds and thresholds set
forth in the Companys by-laws by certain shareholders until the date of this Update, based on the information brought to the knowledge of the Company.
|
|
|
|
|
|
|
|
|
Declaring company
|
|
Date on which the threshold
was crossed
|
|
Trend
|
|
% share
capital
|
|
% voting
rights
|
|
|
|
|
|
The Capital Group Companies, Inc.
|
|
04/09/2014
|
|
h
|
|
10.09
|
|
9.93
|
|
|
|
|
|
The Capital Group Companies, Inc.
|
|
04/17/2014
|
|
h
|
|
10.31
|
|
10.14
|
6.2.
|
Companys shareholding structure at March 31, 2014
|
The table below describes the breakdown of
share capital and voting rights of the Company at March 31, 2014 based on the information brought to the knowledge of the Company.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders
|
|
Capital on the basis of outstanding shares at
03.31.2014
|
|
|
THEORETICAL voting rights
on the basis of outstanding
shares at 03.31.2014
(4)
|
|
|
Voting rights
EXERCISABLE AT
SHAREHOLDERS
MEETING on the basis of
outstanding shares at
03.31.2014
(5)
|
|
|
|
Shares
|
|
|
% of
capital
|
|
|
Double voting
rights
|
|
|
Total number of
votes
|
|
|
% of
votes
|
|
|
Total number of
votes
|
|
|
% of
votes
|
|
The Capital Group Companies, Inc.
(1) (2)
|
|
|
280 867 285
|
|
|
|
9.97
|
%
|
|
|
|
|
|
|
280 867 285
|
|
|
|
9.81
|
%
|
|
|
280 867 285
|
|
|
|
9.99
|
%
|
Blackrock Inc.
(1)
|
|
|
145 789 330
|
|
|
|
5.18
|
%
|
|
|
|
|
|
|
145 789 330
|
|
|
|
5.09
|
%
|
|
|
145 789 330
|
|
|
|
5.19
|
%
|
Caisse des Dépôts et Consignations
(1) (3)
|
|
|
91 830 871
|
|
|
|
3.26
|
%
|
|
|
8 243 622
|
|
|
|
100 074 493
|
|
|
|
3.50
|
%
|
|
|
100 074 493
|
|
|
|
3.56
|
%
|
Crédit Suisse Group AG
(1)
|
|
|
58 070 788
|
|
|
|
2.06
|
%
|
|
|
|
|
|
|
58 070 788
|
|
|
|
2.03
|
%
|
|
|
58 070 788
|
|
|
|
2.07
|
%
|
Och-Ziff Management Group, Ltd
(1)
|
|
|
45 000 000
|
|
|
|
1.60
|
%
|
|
|
|
|
|
|
45 000 000
|
|
|
|
1.57
|
%
|
|
|
45 000 000
|
|
|
|
1.60
|
%
|
UBS Investment Bank, Wealth Management and Corporate Centre
(1)
|
|
|
38 530 675
|
|
|
|
1.37
|
%
|
|
|
|
|
|
|
38 530 675
|
|
|
|
1.35
|
%
|
|
|
38 530 675
|
|
|
|
1.37
|
%
|
FCP 2AL
(1)
|
|
|
34 986 981
|
|
|
|
1.24
|
%
|
|
|
33 731 946
|
|
|
|
68 718 927
|
|
|
|
2.40
|
%
|
|
|
68 718 927
|
|
|
|
2.44
|
%
|
Other institutional investors in France
(6) (8)
|
|
|
113 125 900
|
|
|
|
4.02
|
%
|
|
|
|
|
|
|
113 125 900
|
|
|
|
3.95
|
%
|
|
|
113 125 900
|
|
|
|
4.02
|
%
|
Treasury stock held by Alcatel Lucent
(7)
|
|
|
19 204 466
|
|
|
|
0.68
|
%
|
|
|
|
|
|
|
19 204 466
|
|
|
|
0.67
|
%
|
|
|
|
|
|
|
|
|
Treasury stock held by subsidiaries
(7)
|
|
|
32 682 287
|
|
|
|
1.16
|
%
|
|
|
|
|
|
|
32 682 287
|
|
|
|
1.14
|
%
|
|
|
|
|
|
|
|
|
Public
|
|
|
1 955 679 758
|
|
|
|
69.45
|
%
|
|
|
4 807 248
|
|
|
|
1 960 487 006
|
|
|
|
68.49
|
%
|
|
|
1 960 487 006
|
|
|
|
69.75
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
2 815 768 341
|
|
|
|
100.00
|
%
|
|
|
46 782 816
|
|
|
|
2 862 551 157
|
|
|
|
100.00
|
%
|
|
|
2 810 664 404
|
|
|
|
100.00
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Source: shareholders declarations.
|
(2)
|
These figures as at March 31, 2014 does not take into account the crossing of threshold declaration dated April 22, 2014, according to which The Capital Group Companies, Inc. declared having crossed upward, on
April 17, 2014, the 10% threshold of voting rights of the Company.
|
(3)
|
Including the shares held by Bpifrance Participations (previously FSI).
|
(4)
|
The theoretical voting rights include the shares held by the Company and its subsidiaries which do not have voting rights.
|
(5)
|
The voting rights exercisable at Shareholders Meeting do not include shares which have no voting rights.
|
(6)
|
Other institutional investors in France holding, individually, more than 0.50% of the share capital.
|
(7)
|
These shares do not have voting rights pursuant to French applicable law, while held as treasury stock.
|
(8)
|
Source: Alcatel Lucent (update as of March 31, 2014 of the TPI as of December 31, 2013).
|
Page 11
CONCORDANCE TABLE
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|
Reference Document
|
|
Update
|
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Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
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1
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Persons responsible
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1.1
|
|
Name and function of the persons responsible
|
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11.3.1
|
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Person responsible for the Reference Document
|
|
1.1
|
|
Person responsible for the Update of the Reference Document
|
|
|
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|
|
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|
1.2
|
|
Declaration of the persons responsible
|
|
11.3.2
|
|
Statement of the person responsible for the Reference Document containing an annual financial report
|
|
1.2
|
|
Certificate by the person responsible for the Update of the Reference Document
|
2
|
|
Statutory auditors
|
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|
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|
2.1
|
|
Name and address of the statutory auditors
|
|
11.1
|
|
Mandate of the statutory auditors
|
|
n.a.
|
|
|
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|
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|
2.2
|
|
Resignation of the statutory auditors
|
|
n.a.
|
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|
|
n.a.
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3
|
|
Selected financial information
|
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|
|
|
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|
|
3.1
|
|
Historical financial information
|
|
1
|
|
Selected financial data
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
3.2
|
|
Financial information for interim periods
|
|
n.a.
|
|
|
|
3
|
|
Financial Information
|
|
|
|
|
|
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
4
|
|
Risk Factors
|
|
3
|
|
Risk factors
|
|
4
|
|
Risk factors
|
|
|
|
|
|
|
|
12.1
|
|
Note 30 Consolidated financial statements
|
|
|
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|
5
|
|
Information about the issuer
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.1
|
|
History and development of the issuer
|
|
4.2
|
|
History and development
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.1.1
|
|
Legal and commercial name of the issuer
|
|
10.1.1
|
|
Legal information
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.1.2
|
|
Place of registration of the issuer and its registration number
|
|
10.1.1
|
|
Legal information
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.1.3
|
|
The date of incorporation and the length of life of the issuer
|
|
10.1.1
|
|
Legal information
|
|
n.a.
|
|
|
Page 12
|
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|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
|
|
|
5.1.4
|
|
The domicile and legal form of the issuer, the legislation under which the issuer operates, its country of incorporation and the address and telephone, number of its registered office
|
|
10.1.1
|
|
Legal information
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.1.5
|
|
The important events in the development of the issuers business
|
|
4.2
|
|
History and development of the Group
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
5.2
|
|
Investments
|
|
4.2
|
|
History and development of the Group
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
5.2.1
|
|
Principal realized investments
|
|
4.2
|
|
History and development of the Group
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
5.2.2
|
|
Principal investments in progress
|
|
4.2
|
|
History and development of the Group
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
5.2.3
|
|
Principal future investments
|
|
n.a.
|
|
|
|
n.a.
|
|
|
6
|
|
Business overview
|
|
|
|
|
|
2
|
|
Business
|
|
|
|
|
|
|
|
|
|
6.1
|
|
Principal activities
|
|
2
|
|
Activity overview
|
|
n.a.
|
|
|
|
|
|
|
5.1
|
|
Business organization
|
|
2.1
|
|
Business details and highlights
|
|
|
|
|
5.2
|
|
Core Networking Segment
|
|
|
|
|
|
|
|
|
5.3
|
|
Access Segment
|
|
|
|
|
|
|
|
|
5.4
|
|
Other Segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.1.1
|
|
Nature of the issuers operations and of its principal activities
|
|
5
|
|
Description of the Groups activities
|
|
2
|
|
Business
|
|
|
|
|
|
|
|
|
|
|
|
|
6.1.2
|
|
New products
|
|
5
|
|
Description of the Groups activities
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
6.2
|
|
Principal markets
|
|
12.1
|
|
Note 5 Consolidated financial statements
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
6.3
|
|
Exceptional events
|
|
4.5
|
|
Material contracts
|
|
2
|
|
Business
|
|
|
6.4
|
|
Extent to which the issuer is dependent, on
patents or licenses or contracts
|
|
3.1
|
|
Risks relating to the business
|
|
2.2
|
|
Information on litigations
|
|
|
|
|
3.2
|
|
Legal risks
|
|
|
|
|
|
|
|
|
5.8
|
|
Intellectual property
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.5
|
|
Competitive position
|
|
5.6
|
|
Competition
|
|
n.a.
|
|
|
Page 13
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
|
Organisational structure
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7.1
|
|
Brief description of the Group
|
|
4.3
|
|
Structure of the main consolidated companies as at December 31, 2013
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
7.2
|
|
List of the issuers significant subsidiaries
|
|
12.1
|
|
Note 38 Consolidated financial statements
|
|
n.a.
|
|
|
8
|
|
Property, plants and equipment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8.1
|
|
Material tangible fixed assets
|
|
4.4
|
|
Real estate and equipment
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
8.2
|
|
Environmental issues
|
|
9.2
|
|
Environment
|
|
n.a.
|
|
|
9
|
|
Operating and financial review
|
|
|
|
|
|
3
|
|
Financial information
|
|
|
|
|
|
|
|
|
|
9.1
|
|
Financial condition
|
|
6
|
|
Operating and financial review and prospects
|
|
3.2
|
|
Financial information
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
9.2
|
|
Operating results
|
|
6
|
|
Operating and financial review and prospects
|
|
3.2
|
|
Financial information
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
9.2.1
|
|
Significant factors affecting the issuers income from operations
|
|
3.1
|
|
Risks relating to the business
|
|
4
|
|
Risk factors
|
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
9.2.2
|
|
Reasons for important changes in net sales revenues
|
|
6.2
|
|
Consolidated results of operations for the year ended 31 December 2013
|
|
3
|
|
Financial information
|
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
9.2.3
|
|
Policies or factors that have affected, directly or indirectly, the issuers operations
|
|
5.1
|
|
Business organization
|
|
2.1
|
|
Business details and highlights
|
Page 14
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
|
|
Capital recourses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.1
|
|
Issuers capital
|
|
12.1
|
|
Note 24 Consolidated financial statements
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
10.2
|
|
Source and amounts of the cash flows
|
|
12.1
|
|
Note 32 Consolidated financial statements
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
10.3
|
|
Borrowing requirements and funding structure
|
|
12.1
|
|
Note 27 Consolidated financial statements
|
|
3.2
|
|
Financial information
|
|
|
|
|
|
3.5
|
|
Statement of indebtedness (debt and convertible debt) of the Group as at
March 31, 2014
|
|
|
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
10.4
|
|
Restrictions on the use of capital recourses
|
|
6.6
|
|
Liquidity and capital resources
|
|
3.2
|
|
Financial information
|
|
|
|
|
|
|
|
|
3.5
|
|
Statement of indebtedness (debt and convertible debt) of the Group as at March 31, 2014
|
|
|
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
10.5
|
|
Information regarding the sources of fund
|
|
6.6
|
|
Liquidity and capital resources
|
|
3
|
|
Financial information
|
11
|
|
Research and development, patents and licenses
|
|
5.7
|
|
Technology, research and development
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5.8
|
|
Intellectual property
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6.11
|
|
Research and development expenditures
|
|
n.a.
|
|
|
|
|
|
|
|
|
12
|
|
Trend information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.1
|
|
Significant trends that have affected the production, sales and inventory, the costs and the selling prices since the end of the last financial year
|
|
6.8
|
|
Strategies and Outlook by 2015
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
12.2
|
|
Known trends, uncertainties, demands, commitments or events that are reasonably likely to have a material effect on the issuers prospects for at least the current financial year
|
|
6.8
|
|
Strategies and Outlook by 2015
|
|
n.a.
|
|
|
Page 15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13
|
|
Profit forecasts or estimates
|
|
|
|
|
|
3.4
|
|
Information on outlooks
|
|
|
|
|
|
|
|
|
|
13.1
|
|
Statement setting out the principal assumptions upon which the issuer has based its forecast, or estimate
|
|
6.8
|
|
Strategies and Outlook by 2015
|
|
3.4
|
|
Information on outlooks
|
|
|
|
|
|
|
|
|
|
13.2
|
|
Report prepared by the independent accountant auditors
|
|
n.a.
|
|
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
13.3
|
|
Preparation of profit forecast or estimate
|
|
n.a.
|
|
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
13.4
|
|
Statement setting out whether or not the forecast published in the prospectus is still correct
|
|
n.a.
|
|
|
|
n.a.
|
|
|
14
|
|
Administrative, management, and supervisory bodies and senior management
|
|
|
|
|
|
5
|
|
Corporate governance
|
|
|
|
|
|
|
|
|
|
14.1
|
|
Information about the members of the administrative bodies and of the management
|
|
7.1.1
|
|
Management bodies of the company
|
|
5.1
|
|
Composition of the Companys Board of Directors
|
|
|
|
|
|
|
|
|
|
14.2
|
|
Administrative, management and supervisory bodies and senior management conflicts of interests
|
|
7.1.2
|
|
Principles of organization of our companys management
|
|
n.a.
|
|
|
15
|
|
Remuneration and benefits
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15.1
|
|
Remuneration paid and benefits in kind
|
|
8.1
|
|
Long-term compensation mechanisms
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
8.2
|
|
Status of the executive directors and officers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15.2
|
|
The total amount set aside or accrued to provide pension, retirement similar benefits
|
|
8.2
|
|
Status of the executive directors and officers
|
|
n.a.
|
|
|
|
|
|
|
12.1
|
|
Note 26: Consolidated financial statements
|
|
|
|
|
Page 16
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16
|
|
Board practices
|
|
|
|
|
|
5
|
|
Corporate Governance
|
|
|
|
|
|
|
|
|
|
16.1
|
|
Date of expiration of the current term of office
|
|
7.1.1
|
|
Management bodies of the company
|
|
5.1
|
|
Composition of the Companys Board of Directors
|
|
|
|
|
|
|
|
|
|
16.2
|
|
Members of the administrative, management or supervisory bodies service contracts with the issuer or any of its subsidiaries
|
|
7.1.1
|
|
Management bodies of the company
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
16.3
|
|
Information about the audit committee
|
|
7.1.1.2
|
|
The Committees of the Board of Directors
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7.1.4
|
|
Powers and activity of the Board of Directors
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
16.4
|
|
Statement as whether or not the issuer complies with its applicable corporate governance regime(s)
|
|
7.1
|
|
Chairmans corporate governance report
|
|
n.a.
|
|
|
17
|
|
Employees
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17.1
|
|
Number and allocation of employees
|
|
9.3.1
|
|
Employment
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
17.2
|
|
Shareholdings and stock options
|
|
8.1
|
|
Compensation and long-term incentives
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12.1
|
|
Note 24 Consolidated financial statements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17.3
|
|
Arrangement for involving the employees in the capital of the issuer
|
|
8.1.8
|
|
Collective profit-sharing agreement and Collective Pension Savings Plan (PERCO)
|
|
n.a.
|
|
|
18
|
|
Major shareholders
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18.1
|
|
Major shareholders
|
|
10.3
|
|
Breakdown of capital and voting rights
|
|
6.2
|
|
Companys shareholding structure at March 31, 2014
|
|
|
|
|
|
|
|
|
|
18.2
|
|
Allocation of the voting rights
|
|
10.3
|
|
Breakdown of capital and voting rights
|
|
6.2
|
|
Companys shareholding structure at March 31, 2014
|
|
|
|
|
|
|
|
|
|
18.3
|
|
Shareholders control
|
|
10.3
|
|
Breakdown of capital and voting rights
|
|
6.2
|
|
Companys shareholding structure at March 31, 2014
|
|
|
|
|
|
|
|
|
|
18.4
|
|
Shareholders agreement
|
|
10.3
|
|
Breakdown of capital and voting rights
|
|
n.a.
|
|
|
Page 17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19
|
|
Related party transactions
|
|
7.2
|
|
Regulated agreements
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
12.1
|
|
Note 33 Consolidated financial statements
|
|
|
|
|
|
|
|
|
|
|
20
|
|
Financial information concerning the issuers assets and liabilities, financial position and profits and losses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.1
|
|
Historical financial information
|
|
1.2
|
|
Condensed consolidated income statement and statement of financial position data
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
12.1
|
|
Consolidated financial statements of Alcatel-Lucent Group
|
|
|
|
|
|
|
|
|
13.1
|
|
Annual accounts
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.2
|
|
Pro forma financial information
|
|
1.3
|
|
Reported results and adjusted results
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
20.3
|
|
Financial statements
|
|
12.1
|
|
Consolidated financial statements of Alcatel-Lucent Group
|
|
3.1
|
|
Key figures of Alcatel-Lucent Group
|
|
|
|
|
13.1
|
|
Annual accounts
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
20.4
|
|
Auditing of historical annual financial information
|
|
12.2
|
|
Report of independent registered public accounting firms
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.4.1
|
|
Statement that the historical financial information has been audited
|
|
13.3
|
|
Statutory auditors report on the annual financial statements
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.4.2
|
|
Indication of other information which has been audited by the auditors
|
|
13.3
|
|
Statutory auditors report on the annual financial statements
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.4.3
|
|
Where financial data in the registration document is not extracted from the issuers audit financial statements state the source of the data and state that the data is unaudited
|
|
13.3
|
|
Statutory auditors report on the annual financial statements
|
|
n.a.
|
|
|
Page 18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
20.5
|
|
Age of latest financial information
|
|
n.a.
|
|
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
20.6
|
|
Interim and other financial information
|
|
n.a.
|
|
|
|
3.1
|
|
Key figures of Alcatel-Lucent Group
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
20.6.1
|
|
Quarterly or half yearly financial information
|
|
n.a.
|
|
|
|
3.1
|
|
Key figures of Alcatel-Lucent Group
|
|
|
|
|
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
20.6.2
|
|
Intermediary financial information
|
|
n.a.
|
|
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
20.7
|
|
Dividend policy
|
|
10.4.4
|
|
Dividends and performance
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20.7.1
|
|
Amount of the dividend
|
|
10.4.4
|
|
Dividends and performance
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
20.8
|
|
Legal and arbitration proceedings
|
|
12.1
|
|
Note 36 Consolidated financial statements
|
|
2.3
|
|
Information on litigations
|
|
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
20.9
|
|
Significant change in the issuers financial or trading position
|
|
4.2
|
|
History and development of the Group
|
|
n.a.
|
|
|
21
|
|
Additional information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1
|
|
Share capital
|
|
10.2
|
|
Capital
|
|
6
|
|
Information on the share capital
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1.1
|
|
Amount of issued capital
|
|
10.2.1
|
|
Amount of the capital and categories of shares
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1.2
|
|
Shares not representing capital
|
|
10.2.5
|
|
Shares or rights granting access to the capital
|
|
n.a.
|
|
|
Page 19
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1.3
|
|
Shares held by the issuer
|
|
10.2.2
|
|
Purchase of Alcatel Lucent shares by the Company
|
|
|
|
|
|
|
|
|
10.3.4
|
|
Shareholding and change in its structure
|
|
6.2
|
|
Companys shareholding structure at March 31,
2014
|
|
|
|
|
12.1
|
|
Note 24a Consolidated financial statements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1.4
|
|
Convertible securities, exchangeable securities or securities with warrants
|
|
10.2.5
|
|
Shares or rights granting access to the capital
|
|
3.2
|
|
Financial information
|
|
|
|
|
|
|
3.5
|
|
Statement of indebtedness (debt and convertible debt) of the Group as at
March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Appendix 2
|
|
Interim Statements at March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1.5
|
|
Information about and terms of any acquisition rights and or obligations over authorized but unissued capital or an undertaking to increase the capital
|
|
10.2.3
|
|
Authorizations related to the capital
|
|
3.6
|
|
Authorizations related to the capital
|
|
|
|
|
10.2.3
|
|
Use of authorizations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1.6
|
|
Information about any capital of any member of the group which is under option or agreed conditionally or unconditionally to be put under option and details of such options including those persons to whom such options relate
|
|
10.3.3
|
|
Share ownership threshold
|
|
6.1
|
|
Crossing of thresholds
|
|
|
|
|
|
|
|
|
|
|
|
|
21.1.7
|
|
History of share capital
|
|
10.2.7
|
|
Changes in our capital over the last five years
|
|
n.a.
|
|
|
Page 20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
21.2
|
|
Memorandum of articles of association
|
|
10.1.1
|
|
Legal information
|
|
n.a.
|
|
|
|
|
|
|
10.1.2
|
|
Specific provisions of the by-laws and of law
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.2.1
|
|
Issuers object
|
|
10.1.1
|
|
Legal information
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.2.2
|
|
Statutory or other provisions with respect to the members of the administrative and management bodies
|
|
10.1.2
|
|
Specific provisions of the by-laws and of law
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.2.3
|
|
Rights, preferences and restrictions attached to the shares
|
|
10.1.2
|
|
Specific provisions of the by-laws and of law
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.2.4
|
|
Change of shareholders rights
|
|
10.1.2
|
|
Specific provisions of the by-laws and of law
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.2.5
|
|
Calls and admissions to general meetings
|
|
10.1.2
|
|
Specific provisions of the by-laws and of law
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.2.6
|
|
Change in control
|
|
10.1.2
|
|
Specific provisions of the by-laws and of law
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.2.7
|
|
Threshold-crossing
|
|
10.1.2
|
|
Specific provisions of the by-laws and of law
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21.2.8
|
|
A description of the conditions governing changes in capital, where such conditions are more stringent than is required by law
|
|
10.1.2
|
|
Specific provisions of the by-laws and of law
|
|
n.a.
|
|
|
22
|
|
Material contracts
|
|
4.5
|
|
Material contracts
|
|
n.a.
|
|
|
Page 21
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reference Document
|
|
Update
|
|
|
|
|
|
|
|
|
Section No.
|
|
Name of Section
|
|
Section No.
|
|
Name of Section
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23
|
|
Third party information and statement by experts and declarations of any interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23.1
|
|
Statement or report attributed to a person as an expert
|
|
9.5
|
|
External advice of the independent auditor on employment, environmental and corporate information
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
|
|
23.2
|
|
Information sourced from a third party
|
|
n.a.
|
|
|
|
n.a.
|
|
|
24
|
|
Documents on display
|
|
11.4
|
|
Documents on display
|
|
|
|
Front page
|
|
|
|
|
|
|
25
|
|
Information on holdings
|
|
4.3
|
|
Structure of the main consolidated companies as at December 31, 2013
|
|
n.a.
|
|
|
|
|
|
|
|
|
|
12.1
|
|
Note 38 Consolidated financial statements
|
|
|
|
|
Page 22
APPENDIX 1
PRESS RELEASES OF THE COMPANY
ALCATEL-LUCENT REPORTS Q1 2014 RESULTS
MORE THAN EURO 200 MILLION IMPROVEMENT YEAR-OVER-YEAR
IN ADJUSTED OPERATING INCOME AND SEGMENT OPERATING CASH FLOW
Except, as otherwise mentioned, all variations at constant exchange rates and perimeter, with accounting of Enterprise as a discontinued operation in Q1
2014
.
|
|
|
Group revenues, excluding Managed Services, up 4% year-over-year
|
|
|
|
Core Networking segment revenues up 7%, with strong contribution from IP Routing up 16%
|
|
|
|
Gross margin improvement by 410 basis points year-over-year to 32.3%
|
|
|
|
Fixed costs savings of Euro 143 million in Q1 2014; bringing cumulative Euro 478 million fixed cost savings under The Shift Plan when combined with Euro 335 million in 2013
|
|
|
|
Adjusted operating income of Euro 33 million
|
|
|
|
Segment operating cash flow improved by Euro 220 million
|
Key numbers for the first quarter 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Enterprise as discontinued
|
|
|
Enterprise as continued
|
|
In Euro million
(except for EPS)
|
|
First
Quarter
2014
|
|
|
First
Quarter
2013
PRO FORMA
|
|
|
Change
y-o-y
|
|
|
First
Quarter
2014
PRO FORMA
|
|
|
First
Quarter
2013
|
|
|
Change
y-o-y
|
|
|
|
|
Profit & Loss Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
2,963
|
|
|
|
3,063
|
|
|
|
0.3
|
%
|
|
|
3,104
|
|
|
|
3,226
|
|
|
|
0.5
|
%
|
Gross profit
|
|
|
956
|
|
|
|
865
|
|
|
|
10.5
|
%
|
|
|
1,019
|
|
|
|
947
|
|
|
|
7.6
|
%
|
in % of revenues
|
|
|
32.3
|
%
|
|
|
28.2
|
%
|
|
|
410 bps
|
|
|
|
32.8
|
%
|
|
|
29.4
|
%
|
|
|
340 bps
|
|
Adjusted Operating income
|
|
|
33
|
|
|
|
(179
|
)
|
|
|
212
|
|
|
|
22
|
|
|
|
(179
|
)
|
|
|
201
|
|
in % of revenues
|
|
|
1.1
|
%
|
|
|
5.8
|
%
|
|
|
690 bps
|
|
|
|
0.7
|
%
|
|
|
5.5
|
%
|
|
|
620 bps
|
|
Reported Net income (loss) (Group share)
|
|
|
(73
|
)
|
|
|
(353
|
)
|
|
|
280
|
|
|
|
(101
|
)
|
|
|
(353
|
)
|
|
|
252
|
|
Reported EPS diluted (in Euro)
|
|
|
(0.03
|
)
|
|
|
(0.15
|
)
|
|
|
Nm
|
|
|
|
(0.04
|
)
|
|
|
(0.16
|
)
|
|
|
Nm
|
|
Reported E/ADS diluted (in USD)
|
|
|
(0.04
|
)
|
|
|
(0.19
|
)
|
|
|
Nm
|
|
|
|
(0.05
|
)
|
|
|
(0.20
|
)
|
|
|
Nm
|
|
|
|
|
Cash Flow Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Operating cash flow
|
|
|
(59
|
)
|
|
|
(279
|
)
|
|
|
220
|
|
|
|
(54
|
)
|
|
|
(251
|
)
|
|
|
197
|
|
Free cash flow
|
|
|
(398
|
)
|
|
|
(544
|
)
|
|
|
146
|
|
|
|
(396
|
)
|
|
|
(533
|
)
|
|
|
137
|
|
Free cash flow excluding restructuring charges
|
|
|
(288
|
)
|
|
|
(445
|
)
|
|
|
157
|
|
|
|
(286
|
)
|
|
|
(433
|
)
|
|
|
147
|
|
|
|
|
The Shift Plan KPIs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Networking Revenues
|
|
|
1,352
|
|
|
|
1,311
|
|
|
|
6.9
|
%
|
|
|
1,352
|
|
|
|
1,311
|
|
|
|
6.9
|
%
|
Core Networking Adjusted Operating income
|
|
|
96
|
|
|
|
(15
|
)
|
|
|
111
|
|
|
|
96
|
|
|
|
(15
|
)
|
|
|
111
|
|
in % of revenues
|
|
|
7.1
|
%
|
|
|
1.1
|
%
|
|
|
820 bps
|
|
|
|
7.1
|
%
|
|
|
1.1
|
%
|
|
|
820 bps
|
|
Access and Other operating cash flow
|
|
|
(73
|
)
|
|
|
(274
|
)
|
|
|
201
|
|
|
|
(70
|
)
|
|
|
(264
|
)
|
|
|
194
|
|
Group fixed costs savings
|
|
|
143
|
|
|
|
49
|
|
|
|
ca 2.9x
|
|
|
|
147
|
|
|
|
55
|
|
|
|
ca 2.7x
|
|
Page 1 of 13
Paris, May 9, 2014 -
Alcatel-Lucent (Euronext Paris and NYSE: ALU) today announced its first quarter
2014 results, reporting revenues of Euro 2,963 million, growing 0.3% year-on-year at constant exchange rates and comparable perimeter (except, as otherwise mentioned, all variations at constant exchange rates and perimeter, with accounting of
Enterprise as a discontinued operation in Q1 2014). Revenues for the Group excluding Managed Services were up 3.9% year-on-year. Core Networking revenues grew by 6.9% in Q1 2014 compared to Q1 2013, largely driven by 16% growth in IP Routing and, to
a lesser extent, by IP Transport. Excluding Managed Services, which decreased by half reflecting our strategy to terminate or restructure loss-making contracts, the Access segment grew 2.1% year-over-year.
Gross margin reached 32.3% of revenues in the quarter, improving by 410 basis points year-on-year. This improvement was driven essentially by favorable
product mix and improved profitability in most business divisions.
Fixed costs savings reached Euro 143 million in Q1, bringing the total to date to
Euro 478 million, when combined with Euro 335 million in 2013 (which exclude Euro 28 million attributable to Enterprise). In particular, SG&A expenses decreased by 20.8% compared to Q1 2013 and by 9.9% compared to Q4 2013. The
ratio of SG&A expenses to revenues declined by 280 basis points to 12.9% in Q1 2014 compared to Q1 2013.
Adjusted operating income returned to
positive territory, reaching Euro 33 million in the quarter or 1.1% of revenues, compared to Euro (179) million in Q1 2013, or -5.8% of revenues. This turnaround was driven by a significant improvement in profitability in Core Networking
and a sizeable reduction of losses in Access.
Segment operating cash flow reached Euro (59) million in Q1 2014, versus Euro (279) million in Q1
2013. This improvement of Euro 220 million was driven mainly by an improvement of Euro 211 million from the Access segment. Free cash flow was Euro (398) million in the quarter and improved by Euro 146 million year-over-year.
As reported, the Group showed a net loss (Group share) of Euro (73) million in Q1 2014, or Euro (0.03) per share. The improvement of Euro
280 million compared to Q1 2013 was driven by the higher level of operating income, lower restructuring charges and a significant reduction in net financial losses.
At March 31, 2014, the Groups overall Pensions and OPEB exposure indicated a surplus of Euro 666 million compared to a surplus of Euro
546 million at December 31, 2013 (in each case before taking into account applicable asset ceilings). The Group also announces today that it intends to implement, in 2015, a one-time offer to about 45,000 U.S. retirees and former employees
and related beneficiaries who are receiving monthly pension benefit payments the opportunity to elect to convert those payments into a single, lump-sum payment. Payments to eligible participants and beneficiaries who elect to participate in the
offer would constitute a complete settlement of our pension liabilities with respect to them. Payments are expected to be made from existing U.S. pension plan assets, and we do not expect to make any contributions to U.S. plan assets in connection
with the offer.
As previously announced, the Group closed the sale of LGS on March 31, 2014; as a result, LGS is deconsolidated from April 1,
2014.
Also, as previously announced, we received in February 2014 a binding offer from China Huaxin for the acquisition of 85% of Alcatel-Lucent
Enterprise. The proposed transaction has been submitted to the workers council of Alcatel-Lucent Enterprise for the required information and consultation procedure which is now completed. Closing of this transaction is subject to certain other
conditions, including the approval of certain regulatory authorities, and is targeted to take place in the third quarter of 2014.
Commenting on the first
quarter results, Michel Combes, CEO of Alcatel-Lucent, said: We began 2014 as we ended 2013 totally focused on driving implementation of The Shift Plan. Having put the Group in the right financial direction last year we are encouraged
by the continued progress shown in the first quarter of 2014. This confirms the industrial logic of the strategic choices we have made and provides a good start on which to build during the rest of 2014 as we work towards our objective of bringing
the Group as a whole back to positive free cash flow by 2015.
Page 2 of 13
P&L HIGHLIGHTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Profit & Loss Statement
(In Euro million except for EPS)
|
|
First
quarter
2014
|
|
|
First
(1)
quarter
2013
|
|
|
Change
y-o-y
|
|
|
Fourth
(1)
quarter
2013
|
|
|
Change
q-o-q
|
|
Revenues
|
|
|
2,963
|
|
|
|
3,063
|
|
|
|
0.3
|
%
|
|
|
3,753
|
|
|
|
20.7
|
%
|
Cost of sales
|
|
|
(2,007
|
)
|
|
|
(2,198
|
)
|
|
|
191
|
|
|
|
(2,497
|
)
|
|
|
490
|
|
Gross profit
|
|
|
956
|
|
|
|
865
|
|
|
|
10.5
|
%
|
|
|
1,256
|
|
|
|
23.9
|
%
|
in % of revenues
|
|
|
32.3
|
%
|
|
|
28.2
|
%
|
|
|
410 bps
|
|
|
|
33.5
|
%
|
|
|
120 bps
|
|
SG&A expenses
|
|
|
(381
|
)
|
|
|
(481
|
)
|
|
|
20.8
|
%
|
|
|
(423
|
)
|
|
|
9.9
|
%
|
R&D costs
|
|
|
(542
|
)
|
|
|
(563
|
)
|
|
|
3.7
|
%
|
|
|
(541
|
)
|
|
|
0.2
|
%
|
Adjusted Operating income / (loss)(1)
|
|
|
33
|
|
|
|
(179
|
)
|
|
|
212
|
|
|
|
292
|
|
|
|
(259
|
)
|
in % of revenues
|
|
|
1.1
|
%
|
|
|
5.8
|
%
|
|
|
690 bps
|
|
|
|
7.8
|
%
|
|
|
670 bps
|
|
Restructuring costs
|
|
|
(67
|
)
|
|
|
(120
|
)
|
|
|
53
|
|
|
|
(97
|
)
|
|
|
30
|
|
Litigations
|
|
|
4
|
|
|
|
(2
|
)
|
|
|
6
|
|
|
|
0
|
|
|
|
4
|
|
Gain/(loss) on disposal of consolidated entities
|
|
|
(16
|
)
|
|
|
2
|
|
|
|
(18
|
)
|
|
|
0
|
|
|
|
(16
|
)
|
Impairment of assets
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
4
|
|
|
|
(4
|
)
|
Post-retirement benefit plan amendment
|
|
|
0
|
|
|
|
55
|
|
|
|
(55
|
)
|
|
|
40
|
|
|
|
(40
|
)
|
Financial result (net)
|
|
|
(82
|
)
|
|
|
(151
|
)
|
|
|
69
|
|
|
|
(160
|
)
|
|
|
78
|
|
Share in net income (losses) of equity affiliates and disposals/sales in progress of activities
|
|
|
2
|
|
|
|
2
|
|
|
|
0
|
|
|
|
2
|
|
|
|
0
|
|
Income tax benefit (expense)
|
|
|
50
|
|
|
|
43
|
|
|
|
7
|
|
|
|
78
|
|
|
|
(28
|
)
|
Adjusted Net income (loss) (Group share)
|
|
|
(65
|
)
|
|
|
(339
|
)
|
|
|
Nm
|
|
|
|
147
|
|
|
|
Nm
|
|
Non-controlling interests
|
|
|
5
|
|
|
|
(16
|
)
|
|
|
21
|
|
|
|
22
|
|
|
|
(17
|
)
|
Adjusted EPS diluted (in Euro)
|
|
|
(0.02
|
)
|
|
|
(0.14
|
)
|
|
|
Nm
|
|
|
|
0.05
|
|
|
|
Nm
|
|
Adjusted E/ADS* diluted (in USD)
|
|
|
(0.03
|
)
|
|
|
(0.18
|
)
|
|
|
Nm
|
|
|
|
0.07
|
|
|
|
Nm
|
|
Number of diluted shares (million)
|
|
|
2,758.7
|
|
|
|
2,397.6
|
|
|
|
Nm
|
|
|
|
2,946.8
|
|
|
|
Nm
|
|
(1)
|
2013 figures are re-presented to reflect accounting of Enterprise as a discontinued operation in Q1 2014.
|
GEOGRAPHICAL INFORMATION
From a geographic
standpoint, North America was down 1.0% year-over-year. Sequentially, it was down single digits, less than the typical seasonality reflecting solid spending, notably in IP and wireless. Encouraging trends in Western Europe were tempered by the
impact of the implementation of our strategy in Managed Services. Asia Pacific posted almost 20% year-over-year growth, driven by activity in Japan and by network roll-outs in China. In the rest of World, double digit decline in CALA was partially
offset by good traction in MEA.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Geographic breakdown of revenues
(In Euro million)
|
|
First
quarter
2014
|
|
|
First
(1)
quarter
2013
|
|
|
Change
y-o-y
|
|
|
Fourth
(1)
quarter
2013
|
|
|
Change
q-o-q
|
|
North America
|
|
|
1,450
|
|
|
|
1,520
|
|
|
|
1.0
|
%
|
|
|
1,531
|
|
|
|
4.8
|
%
|
Europe
|
|
|
657
|
|
|
|
672
|
|
|
|
2.5
|
%
|
|
|
993
|
|
|
|
34.0
|
%
|
Asia Pacific
|
|
|
489
|
|
|
|
443
|
|
|
|
19.0
|
%
|
|
|
728
|
|
|
|
31.1
|
%
|
RoW
|
|
|
367
|
|
|
|
428
|
|
|
|
7.0
|
%
|
|
|
501
|
|
|
|
26.1
|
%
|
Total group revenues
|
|
|
2,963
|
|
|
|
3,063
|
|
|
|
0.3
|
%
|
|
|
3,753
|
|
|
|
20.7
|
%
|
(1)
|
2013 figures are re-presented to reflect accounting of Enterprise as a discontinued operation in Q1 2014.
|
Page 3 of 13
CORE NETWORKING
Core Networking segment revenues were Euro 1,352 million in Q1 2014, up 6.9% compared to Q1 2013. Adjusted operating income reached Euro 96 million,
or 7.1% of the segment revenues in Q1 2014. The improvement of 820 basis points in adjusted operating margin reflects continued strong contribution from IP Routing as well as strong year-over-year improvement in IP Platforms, and to a lesser extent,
in IP Transport. Core networking segment operating cash flow of Euro 48 million in the quarter improved by Euro 59 million compared to Q1 2013, the improvement in profitability being partially offset by a negative change in operating
working capital.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Breakdown of segment
(In Euro million)
|
|
First
Quarter
2014
|
|
|
First
Quarter
2013
|
|
|
Change
y-o-y
|
|
|
Fourth
Quarter
2013
|
|
|
Change
q-o-q
|
|
Core Networking
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
1,352
|
|
|
|
1,311
|
|
|
|
6.9
|
%
|
|
|
1,716
|
|
|
|
20.9
|
%
|
IP Routing
|
|
|
549
|
|
|
|
494
|
|
|
|
16.4
|
%
|
|
|
555
|
|
|
|
0.7
|
%
|
IP Transport
|
|
|
454
|
|
|
|
428
|
|
|
|
8.6
|
%
|
|
|
618
|
|
|
|
26.2
|
%
|
IP Platforms
|
|
|
349
|
|
|
|
389
|
|
|
|
6.9
|
%
|
|
|
543
|
|
|
|
35.4
|
%
|
Adjusted Operating income
|
|
|
96
|
|
|
|
(15
|
)
|
|
|
111
|
|
|
|
257
|
|
|
|
(161
|
)
|
in % of revenues
|
|
|
7.1
|
%
|
|
|
1.1
|
%
|
|
|
820 bps
|
|
|
|
15.0
|
%
|
|
|
790 bps
|
|
Segment Operating Cash-Flow
|
|
|
48
|
|
|
|
(11
|
)
|
|
|
59
|
|
|
|
316
|
|
|
|
(268
|
)
|
in % of revenues
|
|
|
3.6
|
%
|
|
|
0.8
|
%
|
|
|
440 bps
|
|
|
|
18.4
|
%
|
|
|
1,480 bps
|
|
IP Routing revenues were Euro 549 million in Q1 2014, up 16.4% from Q1 2013. All regions, notably Asia-Pacific, showed
double-digit growth, as sales benefitted from the continued industrial transformation to all-IP networks.
|
|
|
Strong traction around our IP mobile packet core solutions.
|
|
|
|
Our 7950 XRS IP Core router registered 4 new wins in Q1, including Elisa in Finland and customers in the cable sector, for a total of 24 wins to date.
|
|
|
|
Nuage Networks added 2 new wins in the quarter, including French cloud provider Numergy; we currently have sold our Nuage Networks solution to 5 customers and have more than 30 trials including NTT
Communications.
|
|
|
|
We were ranked #2 vendor in the EPC market in 2013 and recently launched a Virtualized Evolved Packet Core (vEPC) solution for mobile operators.
|
IP Transport reached Euro 454 million in Q1 2014, up 8.6% year-on-year. Within IP Transport, terrestrial optics recorded its first quarter of
year-over-year growth since 2011.
|
|
|
Within WDM, our 1830 Photonic Service Switch (PSS) represented 44% of terrestrial optical product revenues in the quarter, up 810 basis points year-on-year, and registered 26 new wins.
|
|
|
|
Our 100G shipments represented 30% of total WDM line cards shipments in Q1 2014 compared to 19% in Q1 2013; we have now shipped over 12,000 100G ports lifetime-to-date.
|
|
|
|
New successful 400G trials with Ontario Research and Innovation Optical Network (ORION) and Telekom Austria.
|
IP Platforms revenues decreased by 6.9% year-on-year to Euro 349 million in Q1 2014. Strong year-over-year growth in key platforms, namely IMS (VoLTE),
SDM (Subscriber Data Management) and Customer Experience, was more than offset by declines in legacy platforms and by the impact from the portfolio rationalization done in 2013.
|
|
|
Key wins announced in Q1 2014 included Verizon with our SDM platform, Telenor with our Motive solution and Bouygues with VoLTE.
|
|
|
|
Continued traction in Network Function Virtualization (NFV), a key development for the industry going forward, as evidenced by:
|
|
|
|
Launch of our vIMS solution currently in trial mode with 8 customers;
|
|
|
|
Global collaboration with Intel to speed up the industry move to cloud and accelerate the development of our Virtualized Radio Access Network (vRAN) portfolio, our Cloudband platform, and High-performance Packet
Processing for advanced IP/MPLS platforms and functions;
|
|
|
|
Co-innovation agreement with Telefónica to drive innovation and adoption of NFV;
|
|
|
|
Demonstration of virtualized RAN and EPC with China Mobile.
|
Page 4 of 13
ACCESS
Access segment revenues were Euro 1,572 million in Q1 2014, a 4.2% decrease compared to Q1 2013. Excluding Managed Services, which decreased by half
reflecting our strategy to terminate or restructure loss-making contracts, the Access segment grew 2.1%. In Q1 2014, segment operating loss was Euro (37) million, an improvement of Euro 95 million compared to Q1 2013. The year-over-year
improvement reflects a continued significant contribution from Fixed Access and improvements in the Wireless division. Segment operating cash flow of Euro (61) million in the quarter improved by Euro 211 million compared to Q1 2013,
stemming primarily from improved profitability as well as improved operating working capital.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Breakdown of segment
(In Euro million)
|
|
First
Quarter
2014
|
|
|
First
Quarter
2013
|
|
|
Change
y-o-y
|
|
|
Fourth
Quarter
2013
|
|
|
Change
q-o-q
|
|
Access
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
1,572
|
|
|
|
1,697
|
|
|
|
4.2
|
%
|
|
|
1,983
|
|
|
|
20.1
|
%
|
Wireless Access
|
|
|
999
|
|
|
|
1,012
|
|
|
|
2.3
|
%
|
|
|
1,240
|
|
|
|
18.9
|
%
|
Fixed Access
|
|
|
460
|
|
|
|
463
|
|
|
|
2.8
|
%
|
|
|
542
|
|
|
|
14.6
|
%
|
Managed services
|
|
|
99
|
|
|
|
204
|
|
|
|
50.5
|
%
|
|
|
186
|
|
|
|
46.2
|
%
|
Licensing
|
|
|
14
|
|
|
|
18
|
|
|
|
22.2
|
%
|
|
|
15
|
|
|
|
6.7
|
%
|
Adjusted Operating income
|
|
|
(37
|
)
|
|
|
(132
|
)
|
|
|
95
|
|
|
|
75
|
|
|
|
(112
|
)
|
in % of revenues
|
|
|
2.4
|
%
|
|
|
7.8
|
%
|
|
|
540 bps
|
|
|
|
3.8
|
%
|
|
|
620 bps
|
|
Segment Operating Cash-Flow
|
|
|
(61
|
)
|
|
|
(272
|
)
|
|
|
211
|
|
|
|
224
|
|
|
|
(285
|
)
|
in % of revenues
|
|
|
3.9
|
%
|
|
|
16.0
|
%
|
|
|
1,210 bps
|
|
|
|
11.3
|
%
|
|
|
1,520 bps
|
|
Wireless Access revenues were Euro 999 million, an increase of 2.3% year-on-year. In the first quarter, LTE growth
continued to be strong, notably in the US. This growth was partially offset by continued declines in 2G and 3G technologies, which represented less than 25% of our wireless access revenues in Q1.
|
|
|
LTE overlay wins with America Movils Claro Uruguay, Etisalat United Arab Emirates, APT (Taiwan) and Outremer Telecom.
|
|
|
|
We recently signed a framework agreement with China Mobile which centers on wireless ultra-broadband access technology, including TD-LTE and small cells, as well as other products and services, including optics, routing
and ultra-broadband access.
|
|
|
|
New small cell announcements including Verizon Wireless and TIM in Brazil.
|
Fixed Access revenues were Euro
460 million in Q1 2014, an increase of 2.8% from Q1 2013. Both copper and fiber technologies continued to show good performance, notably driven by the rejuvenation of broadband access networks in Europe and in Asia-Pacific outside of China.
North America business remains solid with good activity notably with Tier 1 customers. These trends were partially offset by a decline in legacy technologies.
|
|
|
In the quarter, we signed 12 new fiber contracts including Swisscom, IP-Only and Telkom Akses.
|
|
|
|
To date, we have shipped 5.5 million VDSL2 vectoring lines and now have 20 customers including the activation of the first nationwide VDSL2 vectoring network with Belgacom.
|
|
|
|
Active discussions with leading operators for G.fast and successfully completed trial in NGPON2.
|
|
|
|
Early signs of increasing exposure to webscale companies and MSOs.
|
Managed Services revenues were Euro
99 million, decreasing by approximately 50%, reflecting our strategy to terminate or restructure loss-making contracts.
Page 5 of 13
OTHER
Following the accounting of our Enterprise business as a discontinued operation in Q1 2014, our Other segment now only includes LGS, which is deconsolidated
from April 1, 2014 after the closing of its sale on March 31, 2014.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Breakdown of segment
(In Euro million)
|
|
First
Quarter
2014
|
|
|
First
(1
)
Quarter
2013
|
|
|
Change
y-o-y
|
|
|
Fourth
(1
)
Quarter
2013
|
|
|
Change
q-o-q
|
|
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
40
|
|
|
|
52
|
|
|
|
(12
|
)
|
|
|
54
|
|
|
|
(14
|
)
|
Adjusted Operating income
|
|
|
(1
|
)
|
|
|
2
|
|
|
|
(3
|
)
|
|
|
(1
|
)
|
|
|
0
|
|
in % of revenues
|
|
|
2.5
|
%
|
|
|
3.8
|
%
|
|
|
Nm
|
|
|
|
1.9
|
%
|
|
|
Nm
|
|
Segment Operating Cash-Flow
|
|
|
(12
|
)
|
|
|
(2
|
)
|
|
|
(10
|
)
|
|
|
5
|
|
|
|
(17
|
)
|
in % of revenues
|
|
|
30.0
|
%
|
|
|
3.8
|
%
|
|
|
Nm
|
|
|
|
9.3
|
%
|
|
|
Nm
|
|
(1)
|
2013 figures are re-presented to reflect accounting of Enterprise as a discontinued operation in Q1 2014.
|
Page 6 of 13
CASH FLOW STATEMENT HIGHLIGHTS
|
|
|
|
|
|
|
|
|
Cash Flow highlights
(In Euro million)
|
|
First quarter
2014
|
|
|
First quarter
(1)
2013
|
|
Adjusted operating income / (loss)
|
|
|
33
|
|
|
|
(179
|
)
|
Change in operating WCR
|
|
|
(92
|
)
|
|
|
(100
|
)
|
Segment Operating Cash Flow
|
|
|
(59
|
)
|
|
|
(279
|
)
|
Depreciation & Amort and other adjustments
|
|
|
42
|
|
|
|
95
|
|
Operating Cash Flow
|
|
|
(17
|
)
|
|
|
(184
|
)
|
Interest
|
|
|
(89
|
)
|
|
|
(101
|
)
|
Taxes
|
|
|
(34
|
)
|
|
|
(27
|
)
|
Pension funding & retiree benefit cash outlays
|
|
|
(42
|
)
|
|
|
(33
|
)
|
Restructuring cash outlays
|
|
|
(110
|
)
|
|
|
(99
|
)
|
Capital expenditures (incl. R&D cap.)
|
|
|
(106
|
)
|
|
|
(100
|
)
|
Disposal of Intellectual Property
|
|
|
|
|
|
|
|
|
Free Cash Flow
|
|
|
(398
|
)
|
|
|
(544
|
)
|
(1)
|
2013 figures are re-presented to reflect accounting of Enterprise as a discontinued operation in Q1 2014.
|
Page 7 of 13
BALANCE SHEET HIGHLIGHTS
|
|
|
|
|
|
|
|
|
Statement of position - Assets
(In Euro million)
|
|
Mar 31,
2014
|
|
|
Dec 31,
2013
|
|
Total non-current assets
|
|
|
10,051
|
|
|
|
10,152
|
|
of which Goodwill & intangible assets, net
|
|
|
3,825
|
|
|
|
4,157
|
|
of which Prepaid pension costs
|
|
|
3,335
|
|
|
|
3,150
|
|
of which Other non-current assets
|
|
|
2,891
|
|
|
|
2,845
|
|
Total current assets
|
|
|
10,962
|
|
|
|
11,744
|
|
of which OWC assets
|
|
|
4,256
|
|
|
|
4,463
|
|
of which other current assets
|
|
|
1,383
|
|
|
|
926
|
|
of which marketable securities, cash & cash equivalents
|
|
|
5,323
|
|
|
|
6,355
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
21,013
|
|
|
|
21,896
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Statement of position - Liabilities and equity
(In Euro million)
|
|
Mar 31,
2014
|
|
|
Dec 31,
2013
|
|
Total equity
|
|
|
3,552
|
|
|
|
3,663
|
|
of which attributable to the equity owners of the parent
|
|
|
2,834
|
|
|
|
2,933
|
|
of which non controlling interests
|
|
|
718
|
|
|
|
730
|
|
Total non-current liabilities
|
|
|
10,131
|
|
|
|
9,954
|
|
of which pensions and other post-retirement benefits
|
|
|
4,001
|
|
|
|
3,854
|
|
of which long term debt
|
|
|
4,912
|
|
|
|
4,922
|
|
of which other non-current liabilities
|
|
|
1,218
|
|
|
|
1,178
|
|
Total current liabilities
|
|
|
7,330
|
|
|
|
8,279
|
|
of which provisions
|
|
|
1,321
|
|
|
|
1,416
|
|
of which short term debt
|
|
|
556
|
|
|
|
1,240
|
|
of which OWC liabilities
|
|
|
3,930
|
|
|
|
4,199
|
|
of which other current liabilities
|
|
|
1,523
|
|
|
|
1,424
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders equity
|
|
|
21,013
|
|
|
|
21,896
|
|
|
|
|
|
|
|
|
|
|
Page 8 of 13
Alcatel-Lucent will host a press and analyst conference at 1 p.m. CET which will be available live via conference
call or audio webcast. All details on http://www.alcatel-lucent.com/investors/financial-results/q1-2014
Notes
The Board of Directors of Alcatel-Lucent met on May 7, 2014, examined the Groups unaudited interim condensed consolidated financial statements at
March 31, 2014, and authorized their issuance.
The interim condensed consolidated financial statements are unaudited. They are available on our
website
http://www.alcatel-lucent.com/investors/financial-results/q1-2014
Operating income (loss)
is the Income (loss) from operating
activities before restructuring costs, litigations, impairment of assets, gain (loss) on disposal of consolidated entities and post-retirement benefit plan amendments.
Adjusted
refers to the fact that it excludes the main impacts from Lucents purchase price allocation.
Segment operating cash flow
is the adjusted operating income plus operating working capital change at constant exchange rate.
Operating cash-flow
is defined as cash-flow
after
changes in working capital
and before
interest/tax paid, restructuring cash
outlay and pension & OPEB cash outlay.
2014 Upcoming events
May 28, 2014: AGM
July 31, 2014: Second quarter
results
A
BOUT
A
LCATEL
-L
UCENT
(E
URONEXT
P
ARIS
AND
NYSE: ALU)
Alcatel-Lucent is at the forefront of global communications, providing products and innovations in IP and cloud networking, as well as ultra-broadband
fixed and wireless access to service providers and their customers, enterprises and institutions throughout the world.
Underpinning Alcatel-Lucent in
driving the industrial transformation from voice telephony to high-speed digital delivery of data, video and information is Bell Labs, an integral part of Alcatel-Lucent and one of the worlds foremost technology research institutes,
responsible for countless breakthroughs that have shaped the networking and communications industry. Alcatel-Lucent innovations have resulted in the company being recognized by Thomson Reuters as a Top 100 Global Innovator, as well as being named by
MIT Technology Review as amongst 2012s Top 50 Worlds Most Innovative Companies. Alcatel-Lucent has also been recognized for innovation in sustainability, being named Industry Group Leader for Technology Hardware &
Equipment sector in the 2013 Dow Jones Sustainability Indices review for making global communications more sustainable, affordable and accessible, all in pursuit of the companys mission to realize the potential of a connected world.
With revenues of Euro 14.4 billion in 2013, Alcatel-Lucent is listed on the Paris and New York stock exchanges (Euronext and NYSE: ALU). The company is
incorporated in France and headquartered in Paris.
For more information, visit Alcatel-Lucent on:
http://www.alcatel-lucent.com
, read the latest
posts on the Alcatel-Lucent blog
http://www.alcatel-lucent.com/blog
and follow the Company on Twitter:
http://twitter.com/Alcatel_Lucent
.
|
|
|
|
|
ALCATEL-LUCENT PRESS CONTACTS
|
|
|
|
SIMON POULTER
|
|
simon.poulter@alcatel-lucent.com
|
|
T: +33(0)1 40 76 50 84
|
VALERIE LA GAMBA
|
|
valerie.la_gamba@alcatel-lucent.com
|
|
T: +33(0)1 40 76 49 91
|
|
ALCATEL-LUCENT INVESTOR RELATIONS
|
|
|
|
MARISA BALDO
|
|
marisa.baldo@alcatel-lucent.com
|
|
T: +33(0)1 40 76 11 20
|
TOM BEVILACQUA
|
|
thomas.bevilacqua@alcatel-lucent.com
|
|
T: +1 908-582-7998
|
JACQUES-OLIVIER VALLET
|
|
jacques-olivier.vallet@alcatel-lucent.com
|
|
T: +33(0)1 40 76 12 49
|
Page 9 of 13
SAFE HARBOR FOR FORWARD LOOKING STATEMENTS
Except for historical information, all other information in this presentation consists of forward-looking statements within the meaning of the US Private
Securities Litigation Reform Act of 1995, as amended. These forward looking statements include statements regarding the future financial and operating results of Alcatel-Lucent, such as for example as the stated goals to become an IP
Networking and Ultra-Broadband specialist, leader in innovation or achieving a more diversified customer basis, competitive fixed costs structure, profitable growth cash generation and
strong balance sheet with lower gearing. Words such as will, expects, looks to, anticipates, targets, projects, intends, guidance,
maintain, plans, believes, estimates, aim, goal, outlook, momentum, continue, reach, confident in,
objective, expansion, adoption variations of such words and similar expressions are intended to identify such forward-looking statements which are not statements of historical facts. These forward-looking
statements are not guaranties of future performance and involve certain risks, uncertainties and assumptions that are difficult to assess, including broad trends not within our control such as the economic climate in the world, and in particular in
those geographical areas where we are most active. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements, in particular with regard to product demand being as expected,
of which a continued significant growth in some of our activities (and in particular those to which we have decided to focus our resources), our ability to close on any announced divestitures, in particular the divestment of our Enterprise
businesses, as well as obtain the price we estimated by a given date for those remaining activities we want to divest, to improve our level of free cash-flow, or to achieve all the goals of our Shift Plan, including headcount reduction, product mix
and site rationalization, and to exit unprofitable contracts and markets at a reasonable cost. These risks and uncertainties are also based upon a number of factors including, among others, our ability to realize the full value of our existing and
future intellectual property portfolio in a complex technological environment (including defending ourselves in infringement suits and licensing on a profitable basis our patent portfolio), our ability to operate effectively in a highly competitive
industry and to correctly identify and invest in the technologies that become commercially accepted, demand for our legacy products and the technologies we pioneer, the timing and volume of network roll-outs and/or product introductions,
difficulties and/or delays in our ability to execute on our other strategic plans, our ability to efficiently co-source or outsource certain business processes (in particular with regard to our finance and human resources functions) and more
generally control our costs and expenses, the risks inherent in long-term sales agreements, exposure to the credit risk of customers or foreign exchange fluctuations, reliance on a limited number of suppliers for the components we need as well as
our ability to efficiently source components when demand increases, the social, political risks we may encounter in any region of our global operations, the costs and risks associated with pension and postretirement benefit obligations, our ability
to avoid unexpected contributions to such plans and to convert US pension liabilities into a one-time lump-sum payment in a cost-effective manner, changes to existing regulations or technical standards, existing and future litigation, compliance
with environmental, health and safety laws, our ability to procure financing for our operations at an affordable cost, and the impact of each of these factors on our results of operations and cash. For a more complete list and description of such
risks and uncertainties, refer to Alcatel-Lucents Annual Report on Form 20-F for the year ended December 31, 2013, as well as other filings by Alcatel-Lucent with the US Securities and Exchange Commission. Except as required under the US
federal securities laws and the rules and regulations of the US Securities and Exchange Commission, Alcatel-Lucent disclaims any intention or obligation to update any forward-looking statements after the distribution of this presentation, whether as
a result of new information, future events, developments, changes in assumptions or otherwise.
Page 10 of 13
ADJUSTED PROFORMA RESULTS
In the first quarter, the reported net loss (group share) was Euro (73) million or Euro (0.03) per diluted share (USD (0.04) per ADS) including the
negative after tax impact from Purchase Price Allocation entries of Euro 8 million.
In addition to the reported results, Alcatel-Lucent is providing
adjusted results in order to provide meaningful comparable information, which exclude the main non-cash impacts from Purchase Price Allocation (PPA) entries in relation to the Lucent business combination. The first quarter 2014 adjusted net loss
(group share) was Euro (65) million or Euro (0.02) per diluted share (USD (0.03) per ADS).
E/ADS calculated using the US Federal Reserve Bank of New
York noon Euro/dollar buying rate of 1.3777 USD as of March 31, 2014; USD 1.2816 as of March 31, 2013; 1.3779 as of December 31, 2013.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q1 2014
|
|
(In Euro million except for EPS)
|
|
As reported
|
|
|
PPA
|
|
|
Adjusted
|
|
|
|
|
|
Revenues
|
|
|
2,963
|
|
|
|
|
|
|
|
2,963
|
|
Cost of sales
|
|
|
(2,007
|
)
|
|
|
|
|
|
|
(2,007
|
)
|
|
|
|
|
Gross Profit
|
|
|
956
|
|
|
|
0
|
|
|
|
956
|
|
|
|
|
|
SG&A expenses
|
|
|
(389
|
)
|
|
|
8
|
|
|
|
(381
|
)
|
R&D costs
|
|
|
(547
|
)
|
|
|
5
|
|
|
|
(542
|
)
|
|
|
|
|
Operating income (loss)
|
|
|
20
|
|
|
|
13
|
|
|
|
33
|
|
|
|
|
|
Restructuring costs
|
|
|
(67
|
)
|
|
|
|
|
|
|
(67
|
)
|
Litigations
|
|
|
4
|
|
|
|
|
|
|
|
4
|
|
Gain/(loss) on disposal of consolidated entities
|
|
|
(16
|
)
|
|
|
|
|
|
|
(16
|
)
|
Impairment of assets
|
|
|
0
|
|
|
|
|
|
|
|
0
|
|
Post-retirement benefit plan amendment
|
|
|
0
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
Income (loss) from operating activities
|
|
|
(59
|
)
|
|
|
13
|
|
|
|
(46
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial result (net)
|
|
|
(82
|
)
|
|
|
0
|
|
|
|
(82
|
)
|
|
|
|
|
Share in net income (losses) of equity affiliates and disposals/sales in progress of activities
|
|
|
2
|
|
|
|
|
|
|
|
2
|
|
Income tax benefit (expense)
|
|
|
55
|
|
|
|
(5
|
)
|
|
|
50
|
|
|
|
|
|
Income (loss) from continuing operations
|
|
|
(84
|
)
|
|
|
8
|
|
|
|
(76
|
)
|
|
|
|
|
Income (loss) from discontinued activities
|
|
|
16
|
|
|
|
0
|
|
|
|
16
|
|
|
|
|
|
Net Income (loss)
|
|
|
(68
|
)
|
|
|
8
|
|
|
|
(60
|
)
|
|
|
|
|
of which: Equity owners of the parent
|
|
|
(73
|
)
|
|
|
8
|
|
|
|
(65
|
)
|
Non-controlling interests
|
|
|
5
|
|
|
|
|
|
|
|
5
|
|
|
|
|
|
Earnings per share: basic
|
|
|
(0.03
|
)
|
|
|
|
|
|
|
(0.02
|
)
|
Earnings per share: diluted
|
|
|
(0.03
|
)
|
|
|
|
|
|
|
(0.02
|
)
|
Page 11 of 13
RECONCILIATION BETWEEN FIGURES WITH ENTERPRISE DISCONTINUED AND FIGURES WITH ENTERPRISE
CONTINUED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q12014
|
|
|
Q12013
|
|
|
Q22013
|
|
In Euro million
|
|
Q1
adjusted
Enterprise
continued
|
|
|
Enterprise
|
|
|
Q1 adjusted
Enterprise
discontinued
|
|
|
Q1
adjusted
Enterprise
continued
|
|
|
Enterprise
|
|
|
Q1 adjusted
Enterprise
discontinued
|
|
|
Q2
adjusted
Enterprise
continued
|
|
|
Enterprise
|
|
|
Q2 adjusted
Enterprise
discontinued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit & Loss Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
3,104
|
|
|
|
141
|
|
|
|
2,963
|
|
|
|
3,226
|
|
|
|
163
|
|
|
|
3,063
|
|
|
|
3,612
|
|
|
|
172
|
|
|
|
3,440
|
|
Adjusted Gross profit
|
|
|
1,019
|
|
|
|
63
|
|
|
|
956
|
|
|
|
947
|
|
|
|
82
|
|
|
|
865
|
|
|
|
1,151
|
|
|
|
79
|
|
|
|
1,072
|
|
in % of revenues
|
|
|
32.8
|
%
|
|
|
|
|
|
|
32.3
|
%
|
|
|
29.4
|
%
|
|
|
|
|
|
|
28.2
|
%
|
|
|
31.9
|
%
|
|
|
|
|
|
|
31.2
|
%
|
Adjusted Operating income
|
|
|
22
|
|
|
|
(11
|
)
|
|
|
33
|
|
|
|
(179
|
)
|
|
|
|
|
|
|
(179
|
)
|
|
|
46
|
|
|
|
1
|
|
|
|
45
|
|
in % of revenues
|
|
|
0.7
|
%
|
|
|
|
|
|
|
1.1
|
%
|
|
|
5.5
|
%
|
|
|
|
|
|
|
5.8
|
%
|
|
|
1.3
|
%
|
|
|
|
|
|
|
1.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flow Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Operating cash flow
|
|
|
(54
|
)
|
|
|
5
|
|
|
|
(59
|
)
|
|
|
(251
|
)
|
|
|
28
|
|
|
|
(279
|
)
|
|
|
(52
|
)
|
|
|
(11
|
)
|
|
|
(41
|
)
|
Free cash flow
|
|
|
(396
|
)
|
|
|
2
|
|
|
|
(398
|
)
|
|
|
(533
|
)
|
|
|
11
|
|
|
|
(544
|
)
|
|
|
(248
|
)
|
|
|
(1
|
)
|
|
|
(247
|
)
|
Free cash flow excluding restructuring charges
|
|
|
(286
|
)
|
|
|
2
|
|
|
|
(288
|
)
|
|
|
(433
|
)
|
|
|
12
|
|
|
|
(445
|
)
|
|
|
(134
|
)
|
|
|
1
|
|
|
|
(135
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Shift Plan KPIs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Access and Other operating cash flow
|
|
|
(70
|
)
|
|
|
3
|
|
|
|
(73
|
)
|
|
|
(264
|
)
|
|
|
10
|
|
|
|
(274
|
)
|
|
|
(113
|
)
|
|
|
5
|
|
|
|
(118
|
)
|
Fixed costs savings
|
|
|
147
|
|
|
|
4
|
|
|
|
143
|
|
|
|
55
|
|
|
|
6
|
|
|
|
49
|
|
|
|
120
|
|
|
|
7
|
|
|
|
113
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q32013
|
|
|
Q42013
|
|
|
FY2013
|
|
In Euro million
|
|
Q3
adjusted
Enterprise
continued
|
|
|
Enterprise
|
|
|
Q3 adjusted
Enterprise
discontinued
|
|
|
Q4
adjusted
Enterprise
continued
|
|
|
Enterprise
|
|
|
Q4 adjusted
Enterprise
discontinued
|
|
|
Q4
adjusted
Enterprise
continued
|
|
|
Enterprise
|
|
|
Q4 adjusted
Enterprise
discontinued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Profit & Loss Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
3,668
|
|
|
|
168
|
|
|
|
3,500
|
|
|
|
3,930
|
|
|
|
177
|
|
|
|
3,753
|
|
|
|
14,436
|
|
|
|
680
|
|
|
|
13,756
|
|
Adjusted Gross profit
|
|
|
1,196
|
|
|
|
80
|
|
|
|
1,116
|
|
|
|
1,349
|
|
|
|
93
|
|
|
|
1,256
|
|
|
|
4,643
|
|
|
|
334
|
|
|
|
4,309
|
|
in % of revenues
|
|
|
32.6
|
%
|
|
|
|
|
|
|
31.9
|
%
|
|
|
34.3
|
%
|
|
|
|
|
|
|
33.5
|
%
|
|
|
32.2
|
%
|
|
|
|
|
|
|
31.3
|
%
|
Adjusted Operating income
|
|
|
116
|
|
|
|
3
|
|
|
|
113
|
|
|
|
307
|
|
|
|
15
|
|
|
|
292
|
|
|
|
290
|
|
|
|
19
|
|
|
|
271
|
|
in % of revenues
|
|
|
3.2
|
%
|
|
|
|
|
|
|
3.2
|
%
|
|
|
7.8
|
%
|
|
|
|
|
|
|
7.8
|
%
|
|
|
2.0
|
%
|
|
|
|
|
|
|
2.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flow Statement
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Operating cash flow
|
|
|
51
|
|
|
|
13
|
|
|
|
38
|
|
|
|
499
|
|
|
|
11
|
|
|
|
486
|
|
|
|
247
|
|
|
|
43
|
|
|
|
204
|
|
Free cash flow
|
|
|
(218
|
)
|
|
|
9
|
|
|
|
(227
|
)
|
|
|
363
|
|
|
|
2
|
|
|
|
361
|
|
|
|
(636
|
)
|
|
|
21
|
|
|
|
(657
|
)
|
Free cash flow excluding restructuring charges
|
|
|
(104
|
)
|
|
|
12
|
|
|
|
(116
|
)
|
|
|
557
|
|
|
|
7
|
|
|
|
550
|
|
|
|
(114
|
)
|
|
|
32
|
|
|
|
(146
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Shift Plan KPIs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Access and Other operating cash flow
|
|
|
27
|
|
|
|
5
|
|
|
|
22
|
|
|
|
239
|
|
|
|
10
|
|
|
|
229
|
|
|
|
(111
|
)
|
|
|
30
|
|
|
|
(141
|
)
|
Fixed costs savings
|
|
|
84
|
|
|
|
7
|
|
|
|
77
|
|
|
|
104
|
|
|
|
8
|
|
|
|
96
|
|
|
|
363
|
|
|
|
28
|
|
|
|
335
|
|
Page 12 of 13
RESTATEMENT OF 2013 BREAKDOWN BY OPERATING SEGMENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In Euro Million
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q114
|
|
|
2013
|
|
|
Q413
|
|
|
Q313
|
|
|
Q213
|
|
|
Q113
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Networking
|
|
|
1,352
|
|
|
|
6,094
|
|
|
|
1,716
|
|
|
|
1,496
|
|
|
|
1,571
|
|
|
|
1,311
|
|
IP Routing
|
|
|
549
|
|
|
|
2,253
|
|
|
|
555
|
|
|
|
580
|
|
|
|
624
|
|
|
|
494
|
|
IP Transport
|
|
|
454
|
|
|
|
2,120
|
|
|
|
618
|
|
|
|
544
|
|
|
|
530
|
|
|
|
428
|
|
IP Platforms
|
|
|
349
|
|
|
|
1,721
|
|
|
|
543
|
|
|
|
372
|
|
|
|
417
|
|
|
|
389
|
|
Access
|
|
|
1,572
|
|
|
|
7,447
|
|
|
|
1,983
|
|
|
|
1,951
|
|
|
|
1,816
|
|
|
|
1,697
|
|
Wireless Access
|
|
|
999
|
|
|
|
4,510
|
|
|
|
1,240
|
|
|
|
1,196
|
|
|
|
1,062
|
|
|
|
1,012
|
|
Fixed Access
|
|
|
460
|
|
|
|
2,069
|
|
|
|
542
|
|
|
|
541
|
|
|
|
523
|
|
|
|
463
|
|
Managed services
|
|
|
99
|
|
|
|
791
|
|
|
|
186
|
|
|
|
186
|
|
|
|
215
|
|
|
|
204
|
|
Licensing
|
|
|
14
|
|
|
|
77
|
|
|
|
15
|
|
|
|
28
|
|
|
|
16
|
|
|
|
18
|
|
Other
|
|
|
40
|
|
|
|
209
|
|
|
|
54
|
|
|
|
51
|
|
|
|
52
|
|
|
|
52
|
|
Eliminations & Unallocated
|
|
|
(1
|
)
|
|
|
6
|
|
|
|
|
|
|
|
2
|
|
|
|
1
|
|
|
|
3
|
|
Total group revenues
|
|
|
2,963
|
|
|
|
13,756
|
|
|
|
3,753
|
|
|
|
3,500
|
|
|
|
3,440
|
|
|
|
3,063
|
|
|
|
|
|
|
|
|
Adj. operating income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Networking
|
|
|
96
|
|
|
|
472
|
|
|
|
257
|
|
|
|
92
|
|
|
|
138
|
|
|
|
(15
|
)
|
in % of revenues
|
|
|
7.1
|
%
|
|
|
7.7
|
%
|
|
|
15.0
|
%
|
|
|
6.1
|
%
|
|
|
8.8
|
%
|
|
|
1.1
|
%
|
Access
|
|
|
(37
|
)
|
|
|
(86
|
)
|
|
|
75
|
|
|
|
46
|
|
|
|
(75
|
)
|
|
|
(132
|
)
|
in % of revenues
|
|
|
2.4
|
%
|
|
|
1.2
|
%
|
|
|
3.8
|
%
|
|
|
2.4
|
%
|
|
|
4.1
|
%
|
|
|
7.8
|
%
|
Other
|
|
|
(1
|
)
|
|
|
4
|
|
|
|
(1
|
)
|
|
|
3
|
|
|
|
0
|
|
|
|
2
|
|
in % of revenues
|
|
|
2.5
|
%
|
|
|
1.9
|
%
|
|
|
1.9
|
%
|
|
|
5.9
|
%
|
|
|
0.0
|
%
|
|
|
3.8
|
%
|
Unallocated
|
|
|
(25
|
)
|
|
|
(119
|
)
|
|
|
(39
|
)
|
|
|
(28
|
)
|
|
|
(18
|
)
|
|
|
(34
|
)
|
Total
|
|
|
33
|
|
|
|
271
|
|
|
|
292
|
|
|
|
113
|
|
|
|
45
|
|
|
|
(179
|
)
|
in % of revenues
|
|
|
1.1
|
%
|
|
|
2.0
|
%
|
|
|
7.8
|
%
|
|
|
3.2
|
%
|
|
|
1.3
|
%
|
|
|
5.8
|
%
|
|
|
|
|
|
|
|
Segment Operating Cash Flow
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Networking
|
|
|
48
|
|
|
|
475
|
|
|
|
316
|
|
|
|
61
|
|
|
|
109
|
|
|
|
(11
|
)
|
in % of revenues
|
|
|
3.6
|
%
|
|
|
7.8
|
%
|
|
|
18.4
|
%
|
|
|
4.1
|
%
|
|
|
6.9
|
%
|
|
|
0.8
|
%
|
Access
|
|
|
(61
|
)
|
|
|
(137
|
)
|
|
|
224
|
|
|
|
26
|
|
|
|
(114
|
)
|
|
|
(272
|
)
|
in % of revenues
|
|
|
3.9
|
%
|
|
|
1.8
|
%
|
|
|
11.3
|
%
|
|
|
1.3
|
%
|
|
|
6.3
|
%
|
|
|
16.0
|
%
|
Other
|
|
|
(12
|
)
|
|
|
(5
|
)
|
|
|
5
|
|
|
|
(4
|
)
|
|
|
(4
|
)
|
|
|
(2
|
)
|
in % of revenues
|
|
|
30.0
|
%
|
|
|
2.4
|
%
|
|
|
9.3
|
%
|
|
|
7.8
|
%
|
|
|
7.7
|
%
|
|
|
3.8
|
%
|
Unallocated
|
|
|
(34
|
)
|
|
|
(129
|
)
|
|
|
(59
|
)
|
|
|
(45
|
)
|
|
|
(32
|
)
|
|
|
6
|
|
Total
|
|
|
(59
|
)
|
|
|
204
|
|
|
|
486
|
|
|
|
38
|
|
|
|
(41
|
)
|
|
|
(279
|
)
|
in % of revenues
|
|
|
2.0
|
%
|
|
|
1.5
|
%
|
|
|
12.9
|
%
|
|
|
1.1
|
%
|
|
|
1.2
|
%
|
|
|
9.1
|
%
|
Page 13 of 13
Cyber-security: Strategic partnership between Alcatel-Lucent and Thales
Opening of exclusive negotiations between Thales and Alcatel-Lucent for the signing of a strategic partnership in cyber-security and communications
security.
|
|
Contemplated agreement would see Thales acquire Alcatel-Lucents cyber-security services and communications security activities
|
|
|
Thales would commit to providing services to Alcatel-Lucent for its customers needs.
|
|
|
Alcatel-Lucent will continue to develop advanced security features in its portfolio of IP and ultra-broadband access products
|
|
|
Finally, with this strategic partnership, Alcatel-Lucent strengthens its commercial offering in the field of secured networks.
|
Paris, May 22, 2014
Thales and Alcatel-Lucent (Euronext Paris and NYSE: ALU) have entered exclusive negotiations for the consideration by
Thales of acquiring the cyber-security services and communications security activities of AlcatelLucent as part of a strategic partnership to provide end-to-end solutions for securing networks.
The contemplated partnership, including the transfer of Alcatel-Lucents network security assets to Thales, will enable Alcatel-Lucent to expand its
commercial proposition in cyber-security, a stated intention of The Shift Plan announced last year. Alcatel-Lucent will be able to offer existing and new customers highly secured end-to-end network security solutions, combining its integrated
security expertise in telecommunication products with complementary services provided by Thales. In return, Thales will grow its business in cyber-security, further consolidating the knowledge and expertise of its teams, which is already world-class
in this field.
The partnership is subject to a final, definitive agreement, and will become effective after the consultation of representative bodies,
the execution of definitive agreements and obtaining necessary permissions.
Alcatel-Lucents cyber-security services and communications security
activities are mainly located at three sites in France - Villarceaux, near Paris, Toulouse and Orvault near Nantes - and in three other European countries (Germany, Belgium, UK).
Commenting on the contemplated agreement between the two companies, Jean-Bernard Lévy, Chairman and CEO of Thales, said: With this strategic
partnership, Thales strengthens its position in cyber-security and consolidates its position as European leader in this strategic sector. This investment responds to the growing ambition of Thales in promising sectors of security, in order to offer
solutions that ensure the integrity and resilience of its customers information systems. This agreement realises a strategic partnership between two global companies, with similar backgrounds, and will allow for a shared and coherent approach
to cope with cyber-security issues.
Page 1 of 3
Michel Combes, CEO of Alcatel-Lucent, added: Following the partnerships signed with Qualcomm and Intel,
this strategic partnership with Thales illustrates Alcatel Lucents strategy to reposition itself as a specialist in IP networks, cloud technologies and secured ultra broadband access. Cyber-security is of strategic concern to our customers,
and to networks in general. By partnering with Thales for related services, we will be able to offer a comprehensive world-class expertise in network security.
ABOUT THALES
Thales is a global technology leader in the
Aerospace & Transportation and the Defence & Security markets. In 2013, the company generated revenues of 14.2 billion with 65,000 employees in 56 countries. With its 25,000 engineers and researchers, Thales has a unique
capability to design, develop and deploy equipment, systems and services that meet the most complex security requirements.
Thales has an exceptional
international footprint, with operations around the world working with customers and local partners.
Drawing on its strong cryptographic capabilities,
Thales is one of the world leaders in cybersecurity products and solutions for critical state and military infrastructures, satellite networks and industrial and financial companies. With a presence throughout the entire security chain, Thales
offers a comprehensive range of services and solutions ranging from security consulting, intrusion tests and architecture design to system certification, development and through-life management of products and services, and security supervision
(Security Operation Centres in France and the United Kingdom).
THALES P
RESS
C
ONTACTS
|
|
|
|
|
ALEXANDRE PERRA
|
|
alexandre.perra@thalesgroup.com
|
|
T: +33 (1) 57 77 87 27
|
|
THALES INVESTOR RELATIONS
|
JEAN-CLAUDE CLIMEAU
|
|
jean-claude.climeau@thalesgroup.com
|
|
T: +33 (1) 57 77 89 02
|
Page 2 of 3
A
BOUT
A
LCATEL
-L
UCENT
(E
URONEXT
P
ARIS
AND
NYSE: ALU)
We are at the forefront of global communications, providing products and innovations in IP and
cloud networking, as well as ultra-broadband fixed and wireless access to service providers and their customers, and to enterprises and institutions throughout the world. Underpinning us in driving the industrial transformation from voice telephony
to high-speed digital delivery of data, video and information is Bell Labs, an integral part of the Group and one of the worlds foremost technology research institutes, responsible for countless breakthroughs that have shaped the networking
and communications industry. Our innovations have resulted in our Group being recognized by Thomson Reuters as a Top 100 Global Innovator, as well as being named by MIT Technology Review as amongst 2012s Top 50 Worlds Most
Innovative Companies. We have also been recognized for innovation in sustainability, being named Industry Group Leader in the Technology Hardware & Equipment sector in the 2013 Dow Jones Sustainability Indices review, for making
global communications more sustainable, affordable and accessible, all in pursuit of the Groups mission to realize the potential of a connected world.
With revenues of Euro 14.4 billion in 2013, Alcatel-Lucent is listed on the Paris and New York stock exchanges (Euronext and NYSE: ALU). The company is
incorporated in France and headquartered in Paris.
For more information, visit Alcatel-Lucent on:
http://www.alcatel-lucent.com
, read the latest
posts on the Alcatel-Lucent blog
http://www.alcatel-lucent.com/blog
and follow the Company on Twitter:
http://twitter.com/Alcatel_Lucent
.
|
|
|
|
|
A
LCATEL
-L
UCENT
P
RESS
C
ONTACTS
|
SIMON POULTER
|
|
simon.poulter@alcatel-lucent.com
|
|
T: +33 (0)1 55 14 10 06
|
SOIZICK LAMANDE DALOIA
|
|
soizick.lamande@alcatel-lucent.com
|
|
T: +33 (0)1 60 40 55 05
|
|
ALCATEL-LUCENT INVESTOR RELATIONS
|
MARISA BALDO
|
|
marisa.baldo@alcatel-lucent.com
|
|
T: +33 (0)1 55 14 11 20
|
JACQUES-OLIVIER VALLET
|
|
jacques-olivier.vallet@alcatel-lucent.com
|
|
T: +33 (0)1 55 14 12 49
|
TOM BEVILACQUA
|
|
thomas.bevilacqua@alcatel-lucent.com
|
|
T: +1 908-582-7998
|
Page 3 of 3
APPENDIX 2
INTERIM STATEMENTS AT MARCH 31, 2014
07/05/2014
ALCATEL-LUCENT
UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
AT MARCH 31, 2014
p. 1
UNAUDITED INTERIM CONDENSED CONSOLIDATED INCOME STATEMENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros except per share information)
|
|
Notes
|
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Revenues
|
|
|
(5
|
)
|
|
|
2,963
|
|
|
|
3,063
|
|
Cost of sales
|
|
|
|
|
|
|
(2,007
|
)
|
|
|
(2,198
|
)
|
Gross profit
|
|
|
|
|
|
|
956
|
|
|
|
865
|
|
Administrative and selling expenses
|
|
|
|
|
|
|
(389
|
)
|
|
|
(489
|
)
|
Research and development costs
|
|
|
|
|
|
|
(547
|
)
|
|
|
(578
|
)
|
Income (loss) from operating activities before restructuring costs, litigations, gain/(loss) on disposal of consolidated entities,
impairment of assets and post-retirement benefit plan amendments
|
|
|
(5
|
)
|
|
|
20
|
|
|
|
(202
|
)
|
Restructuring costs
|
|
|
(11
|
)
|
|
|
(67
|
)
|
|
|
(120
|
)
|
Litigations
|
|
|
|
|
|
|
4
|
|
|
|
(2
|
)
|
Gain/(loss) on disposal of consolidated entities
|
|
|
(3
|
)
|
|
|
(16
|
)
|
|
|
2
|
|
Impairment of assets
|
|
|
|
|
|
|
|
|
|
|
|
|
Post-retirement benefit plan amendments
|
|
|
(15
|
)
|
|
|
|
|
|
|
55
|
|
Income (loss) from operating activities
|
|
|
|
|
|
|
(59
|
)
|
|
|
(267
|
)
|
Finance costs
|
|
|
(6
|
)
|
|
|
(78
|
)
|
|
|
(98
|
)
|
Other financial income (loss)
|
|
|
(6
|
)
|
|
|
(4
|
)
|
|
|
(53
|
)
|
Share in net income (losses) of equity affiliates
|
|
|
|
|
|
|
2
|
|
|
|
2
|
|
Income (loss) before income tax and discontinued operations
|
|
|
|
|
|
|
(139
|
)
|
|
|
(416
|
)
|
Income tax (expense) benefit
|
|
|
(7
|
)
|
|
|
55
|
|
|
|
52
|
|
Income (loss) from continuing operations
|
|
|
|
|
|
|
(84
|
)
|
|
|
(364
|
)
|
Income (loss) from discontinued operations
|
|
|
(9
|
)
|
|
|
16
|
|
|
|
(5
|
)
|
Net Income (Loss)
|
|
|
|
|
|
|
(68
|
)
|
|
|
(369
|
)
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity owners of the parent
|
|
|
|
|
|
|
(73
|
)
|
|
|
(353
|
)
|
Non-controlling interests
|
|
|
|
|
|
|
5
|
|
|
|
(16
|
)
|
Net income (loss) attributable to the equity owners of the parent per share (in euros)
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share
|
|
|
(8
|
)
|
|
|
(0.03
|
)
|
|
|
(0.15
|
)
|
Diluted earnings (loss) per share
|
|
|
(8
|
)
|
|
|
(0.03
|
)
|
|
|
(0.15
|
)
|
Net income (loss) before discontinued operations attributable to the equity owners of the parent per share (in euros)
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share
|
|
|
|
|
|
|
(0.04
|
)
|
|
|
(0.15
|
)
|
Diluted earnings (loss) per share
|
|
|
|
|
|
|
(0.04
|
)
|
|
|
(0.15
|
)
|
Net income (loss) of discontinued operations per share (in euros)
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share
|
|
|
|
|
|
|
0.01
|
|
|
|
(0.00
|
)
|
Diluted earnings (loss) per share
|
|
|
|
|
|
|
0.01
|
|
|
|
(0.00
|
)
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
(2)
|
As a result of the capital increase of Alcatel-Lucent in 2013 via an offering of preferential subscription rights to existing shareholders, the calculation of basic and diluted earnings per share for Q1 2013 has been
adjusted retrospectively. Number of outstanding ordinary shares has been adjusted to reflect the proportionate change in the number of shares.
|
p. 2
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Notes
|
|
|
Q1 2014
|
|
|
Q1 2013
|
|
Net income (loss) for the period
|
|
|
|
|
|
|
(68
|
)
|
|
|
(369
|
)
|
Items to be subsequently reclassified to Income Statement
|
|
|
|
|
|
|
(26
|
)
|
|
|
113
|
|
Financial assets available for sale
|
|
|
|
|
|
|
2
|
|
|
|
|
|
Cumulative translation adjustments
|
|
|
|
|
|
|
(29
|
)
|
|
|
113
|
|
Cash flow hedging
|
|
|
|
|
|
|
1
|
|
|
|
|
|
Tax on items recognized directly in equity
|
|
|
|
|
|
|
|
|
|
|
|
|
Items that will not be subsequently reclassified to Income Statement
|
|
|
|
|
|
|
(31
|
)
|
|
|
514
|
|
Actuarial gains (losses) and adjustments arising from asset ceiling limitation and IFRIC 14
|
|
|
(15
|
)
|
|
|
29
|
|
|
|
503
|
|
Tax on items recognized directly in equity
|
|
|
|
|
|
|
(60
|
)
|
|
|
11
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other comprehensive income (loss) for the period
|
|
|
|
|
|
|
(57
|
)
|
|
|
627
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the period
|
|
|
|
|
|
|
(125
|
)
|
|
|
258
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity owners of the parent
|
|
|
|
|
|
|
(113
|
)
|
|
|
251
|
|
Non-controlling interests
|
|
|
|
|
|
|
(12
|
)
|
|
|
7
|
|
p. 3
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
ASSETS
|
|
Notes
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Non-current assets:
|
|
|
|
|
|
|
|
|
|
|
Goodwill
|
|
|
|
|
2,915
|
|
|
|
3,156
|
|
Intangible assets, net
|
|
|
|
|
910
|
|
|
|
1,001
|
|
Goodwill and intangible assets, net
|
|
|
|
|
3,825
|
|
|
|
4,157
|
|
Property, plant and equipment, net
|
|
|
|
|
1,042
|
|
|
|
1,075
|
|
Investment in associates and joint ventures
|
|
|
|
|
36
|
|
|
|
35
|
|
Other non-current financial assets, net
|
|
|
|
|
333
|
|
|
|
322
|
|
Deferred tax assets
|
|
|
|
|
1,068
|
|
|
|
1,000
|
|
Prepaid pension costs
|
|
(15)
|
|
|
3,335
|
|
|
|
3,150
|
|
Other non-current assets
|
|
|
|
|
412
|
|
|
|
413
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-current assets
|
|
|
|
|
10,051
|
|
|
|
10,152
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
Inventories and work in progress, net
|
|
(10)
|
|
|
2,017
|
|
|
|
1,935
|
|
Trade receivables and other receivables, net
|
|
(10)
|
|
|
2,192
|
|
|
|
2,482
|
|
Advances and progress payments, net
|
|
(10)
|
|
|
47
|
|
|
|
46
|
|
Other current assets
|
|
|
|
|
863
|
|
|
|
751
|
|
Current income taxes
|
|
|
|
|
48
|
|
|
|
33
|
|
Marketable securities, net
|
|
(12)
|
|
|
1,800
|
|
|
|
2,259
|
|
Cash and cash equivalents
|
|
(12)
|
|
|
3,523
|
|
|
|
4,096
|
|
Current assets before assets held for sale
|
|
|
|
|
10,490
|
|
|
|
11,602
|
|
Assets held for sale and assets included in disposal groups held for sale
|
|
(9)
|
|
|
472
|
|
|
|
142
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
|
|
10,962
|
|
|
|
11,744
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
|
|
21,013
|
|
|
|
21,896
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
EQUITY AND LIABILITIES
|
|
Notes
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Equity:
|
|
|
|
|
|
|
|
|
|
|
Capital stock (0.05 nominal value: 2,815,768,341 ordinary shares issued at March 31, 2014 and 2,808,554,197 ordinary shares
issued at December 31, 2013)
|
|
|
|
|
141
|
|
|
|
140
|
|
Additional paid-in capital
|
|
|
|
|
20,860
|
|
|
|
20,855
|
|
Less treasury stock at cost
|
|
|
|
|
(1,428
|
)
|
|
|
(1,428
|
)
|
Accumulated deficit and other reserves
|
|
|
|
|
(15,915
|
)
|
|
|
(14,588
|
)
|
Other items recognized directly in equity
|
|
|
|
|
48
|
|
|
|
45
|
|
Cumulative translation adjustments
|
|
|
|
|
(799
|
)
|
|
|
(787
|
)
|
Net income (loss) - attributable to the equity owners of the parent
|
|
|
|
|
(73
|
)
|
|
|
(1,304
|
)
|
Equity attributable to equity owners of the parent
|
|
|
|
|
2,834
|
|
|
|
2,933
|
|
Non-controlling interests
|
|
|
|
|
718
|
|
|
|
730
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity
|
|
|
|
|
3,552
|
|
|
|
3,663
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-current liabilities:
|
|
|
|
|
|
|
|
|
|
|
Pensions, retirement indemnities and other post-retirement benefits
|
|
(15)
|
|
|
4,001
|
|
|
|
3,854
|
|
Convertible bonds and other bonds, long-term
|
|
(12)
|
|
|
4,717
|
|
|
|
4,711
|
|
Other long-term debt
|
|
(12)
|
|
|
195
|
|
|
|
211
|
|
Deferred tax liabilities
|
|
|
|
|
1,029
|
|
|
|
990
|
|
Other non-current liabilities
|
|
|
|
|
189
|
|
|
|
188
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-current liabilities
|
|
|
|
|
10,131
|
|
|
|
9,954
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
Provisions
|
|
(11)
|
|
|
1,321
|
|
|
|
1,416
|
|
Current portion of long-term debt and short-term debt
|
|
(12)
|
|
|
556
|
|
|
|
1,240
|
|
Customers deposits and advances
|
|
(10)
|
|
|
677
|
|
|
|
681
|
|
Trade payables and other payables
|
|
(10)
|
|
|
3,253
|
|
|
|
3,518
|
|
Current income tax liabilities
|
|
|
|
|
68
|
|
|
|
93
|
|
Other current liabilities
|
|
|
|
|
1,209
|
|
|
|
1,237
|
|
Current liabilities before liabilities related to disposal groups held for sale
|
|
|
|
|
7,084
|
|
|
|
8,185
|
|
Liabilities related to disposal groups held for sale
|
|
(9)
|
|
|
246
|
|
|
|
94
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities
|
|
|
|
|
7,330
|
|
|
|
8,279
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Equity and Liabilities
|
|
|
|
|
21,013
|
|
|
|
21,896
|
|
|
|
|
|
|
|
|
|
|
|
|
p. 4
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Notes
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) - attributable to the equity owners of the parent
|
|
|
|
|
(73
|
)
|
|
|
(353
|
)
|
Non-controlling interests
|
|
|
|
|
5
|
|
|
|
(16
|
)
|
Adjustments
|
|
(16)
|
|
|
102
|
|
|
|
190
|
|
Net cash provided (used) by operating activities before changes in working capital, interest and taxes
|
|
|
|
|
34
|
|
|
|
(179
|
)
|
Net change in current assets and liabilities (excluding financing):
|
|
|
|
|
|
|
|
|
|
|
Inventories and work in progress
|
|
(10)
|
|
|
(168
|
)
|
|
|
(32
|
)
|
Trade receivables and other receivables
|
|
(10)
|
|
|
200
|
|
|
|
356
|
|
Advances and progress payments
|
|
(10)
|
|
|
(1
|
)
|
|
|
|
|
Trade payables and other payables
|
|
(10)
|
|
|
(140
|
)
|
|
|
(273
|
)
|
Customers deposits and advances
|
|
(10)
|
|
|
17
|
|
|
|
(151
|
)
|
Other current assets and liabilities
|
|
|
|
|
(111
|
)
|
|
|
(37
|
)
|
Cash provided (used) by operating activities before interest and taxes
|
|
|
|
|
(169
|
)
|
|
|
(316
|
)
|
Interest received
|
|
|
|
|
16
|
|
|
|
19
|
|
Interest paid
|
|
|
|
|
(105
|
)
|
|
|
(120
|
)
|
Taxes (paid)/received
|
|
|
|
|
(34
|
)
|
|
|
(27
|
)
|
Net cash provided (used) by operating activities
|
|
|
|
|
(292
|
)
|
|
|
(444
|
)
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
Proceeds from disposal of tangible and intangible assets
|
|
|
|
|
40
|
|
|
|
1
|
|
Capital expenditures
|
|
|
|
|
(106
|
)
|
|
|
(100
|
)
|
Decrease (increase) in loans and other non-current financial assets
|
|
|
|
|
4
|
|
|
|
1
|
|
Cash expenditures from obtaining control of consolidated companies or equity affiliates
|
|
|
|
|
|
|
|
|
|
|
Cash proceeds from losing control of consolidated companies
|
|
|
|
|
47
|
|
|
|
|
|
Cash proceeds from sale of previously consolidated and non-consolidated companies
|
|
|
|
|
(1
|
)
|
|
|
|
|
Cash proceeds from sale (Cash expenditure for acquisition) of marketable securities
|
|
|
|
|
453
|
|
|
|
(962
|
)
|
Net cash provided (used) by investing activities
|
|
|
|
|
437
|
|
|
|
(1,060
|
)
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
Issuance/(repayment) of short-term debt
|
|
|
|
|
11
|
|
|
|
(85
|
)
|
Issuance of long-term debt
|
|
|
|
|
|
|
|
|
1,917
|
|
Repayment/repurchase of long-term debt
|
|
|
|
|
(699
|
)
|
|
|
(13
|
)
|
Cash proceeds (expenditures) related to changes in ownership interests in consolidated companies without loss of control
|
|
|
|
|
|
|
|
|
|
|
Net effect of exchange rate changes on inter-unit borrowings and other
|
|
|
|
|
(26
|
)
|
|
|
(122
|
)
|
Capital increase
(2)
|
|
|
|
|
6
|
|
|
|
|
|
Dividends paid
|
|
|
|
|
|
|
|
|
(7
|
)
|
Net cash provided (used) by financing activities
|
|
|
|
|
(708
|
)
|
|
|
1,690
|
|
Cash provided (used) by operating activities of discontinued operations
|
|
(9)
|
|
|
17
|
|
|
|
31
|
|
Cash provided (used) by investing activities of discontinued operations
|
|
(9)
|
|
|
(15
|
)
|
|
|
(17
|
)
|
Cash provided (used) by financing activities of discontinued operations
|
|
(9)
|
|
|
(2
|
)
|
|
|
(13
|
)
|
Net effect of exchange rate changes
|
|
|
|
|
(9
|
)
|
|
|
161
|
|
Net Increase (Decrease) in cash and cash equivalents
|
|
|
|
|
(572
|
)
|
|
|
348
|
|
Cash and cash equivalents at beginning of period / year
|
|
|
|
|
4,096
|
|
|
|
3,401
|
|
Cash and cash equivalents at end of period
(4)
|
|
|
|
|
3,523
|
|
|
|
3,749
|
|
Cash and cash equivalents at end of period classified as assets held for sale
(3)
|
|
|
|
|
1
|
|
|
|
|
|
Cash and cash equivalents including cash and cash equivalents classified as held for sale at end of period
|
|
|
|
|
3,524
|
|
|
|
3,749
|
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
(2)
|
Of which 16 million related to stock options exercised during 2013.
|
(3)
|
Includes 635 million of cash and cash equivalents held in countries subject to exchange control restrictions as of March 31, 2014 (792 million as of March 31, 2013). Such restrictions can
limit the use of such cash and cash equivalents by other group subsidiaries and the parent.
|
p. 5
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros and
number of shares)
|
|
Number
of shares
(1)
|
|
|
Capital
stock
|
|
|
Additional
paid-in
capital
|
|
|
Accumulated
deficit and
other reserves
|
|
|
Other items
recognized
directly in
equity
|
|
|
Treasury
stock
|
|
|
Cumulative
translation
adjustments
|
|
|
Net income
(loss)
|
|
|
Total
attributable
to the
owners of
the parent
|
|
|
Non-
controlling
interests
|
|
|
TOTAL
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2012 after appropriation
|
|
|
2,268,383,604
|
|
|
|
4,653
|
|
|
|
15,352
|
|
|
|
(15,963
|
)
|
|
|
34
|
|
|
|
(1,567
|
)
|
|
|
(571
|
)
|
|
|
|
|
|
|
1,938
|
|
|
|
745
|
|
|
|
2,683
|
|
Changes in equity for the three-month period ended March 31, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the three-month period
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
514
|
|
|
|
|
|
|
|
|
|
|
|
90
|
|
|
|
(353
|
)
|
|
|
251
|
|
|
|
7
|
|
|
|
258
|
|
Other capital increases
|
|
|
2,867,407
|
|
|
|
6
|
|
|
|
(6
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based payments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
|
|
|
|
|
|
|
7
|
|
Treasury stock
|
|
|
(2,345
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(10
|
)
|
|
|
(10
|
)
|
Other adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5
|
)
|
|
|
|
|
|
|
(5
|
)
|
Balance at March 31, 2013
|
|
|
2,271,248,666
|
|
|
|
4,659
|
|
|
|
15,346
|
|
|
|
(15,447
|
)
|
|
|
34
|
|
|
|
(1,567
|
)
|
|
|
(481
|
)
|
|
|
(353
|
)
|
|
|
2,191
|
|
|
|
742
|
|
|
|
2,933
|
|
Balance at December 31, 2013 after appropriation
3)
|
|
|
2,756,659,786
|
|
|
|
140
|
|
|
|
20,855
|
|
|
|
(15,892
|
)
|
|
|
45
|
|
|
|
(1,428
|
)
|
|
|
(787
|
)
|
|
|
|
|
|
|
2,933
|
|
|
|
730
|
|
|
|
3,663
|
|
Changes in equity for the three-month period ended March 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) for the three-month period
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(31
|
)
|
|
|
3
|
|
|
|
|
|
|
|
(12
|
)
|
|
|
(73
|
)
|
|
|
(113
|
)
|
|
|
(12
|
)
|
|
|
(125
|
)
|
Other capital increases
|
|
|
7,214,144
|
|
|
|
1
|
|
|
|
5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
|
|
|
|
|
|
|
6
|
|
Share-based payments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
|
|
|
|
|
|
|
6
|
|
Treasury stock
|
|
|
7,658
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at March 31, 2014
|
|
|
2,763,881,588
|
|
|
|
141
|
|
|
|
20,860
|
|
|
|
(15,915
|
)
|
|
|
48
|
|
|
|
(1,428
|
)
|
|
|
(799
|
)
|
|
|
(73
|
)
|
|
|
2,834
|
|
|
|
718
|
|
|
|
3,552
|
|
(2)
|
See consolidated statements of comprehensive income.
|
(3)
|
The appropriation is proposed by the Board of Directors and must be approved at the Shareholders Meeting, to be held on May 28, 2014 before being final.
|
p. 6
NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Alcatel-Lucent S.A. (Alcatel-Lucent) is a French public limited liability company that is subject to the French Commercial Code and to all the
legal requirements governing commercial companies in France. Alcatel-Lucent and its subsidiaries (the Group) develop and integrate technologies, applications and services to offer innovative global communications solutions.
Alcatel-Lucents headquarters are located at 3, avenue Octave Gréard, 75007, Paris, France. Alcatel-Lucent is listed principally on the Paris and New York stock exchanges. These unaudited interim condensed consolidated
financial statements reflect the results and financial position of the Group as well as its investments in associates (equity affiliates) and joint ventures. They are presented in Euros rounded to the nearest million. On May 7,
2014, Alcatel-Lucents Board of Directors authorized for issuance these unaudited interim condensed consolidated financial statements at March 31, 2014.
NOTE 1.
|
Summary of accounting policies
|
Due to the listing of Alcatel-Lucents securities on the Euronext Paris and in accordance with the European Unions regulation No. 1606/2002 of
July 19, 2002, the consolidated financial statements of the Group are prepared in accordance with IFRSs (International Financial Reporting Standards), as adopted by the European Union (EU), as of the date when our Board of
Directors authorized these unaudited interim condensed consolidated financial statements for issuance. These unaudited interim condensed consolidated financial statements comply with IAS 34 Interim Financial Reporting.
IFRSs can be found at: www.ec.europa.eu/internal_market/accounting/ias/index_en.htm.
As of March 31, 2014, all IFRSs that the IASB had published and that are mandatory are the same as those endorsed by the EU and mandatory in the EU, with
the exception of:
|
|
|
IAS 39 Financial Instruments: Recognition and Measurement (revised December 2003), which the EU only partially adopted. The part not adopted by the EU has no impact on Alcatel-Lucents financial
statements; and
|
|
|
|
IFRIC Interpretation 21 Levies (issued May 2013) that is mandatory with effect from January 1, 2014, that the Group has adopted early, but that the EU has not yet endorsed. Although not yet endorsed by
the EU, the Interpretation is not incompatible with EU regulations, because it is an interpretation of the existing IAS 37 Provisions, Contingent Liabilities and Contingent Assets and does not include any new recognition or measurement
concepts.
|
As a result, the Groups unaudited interim condensed consolidated financial statements comply with International Financial
Reporting Standards as published by the IASB.
In Q1 2014, the IASB published the following IFRS that is only applicable with effect from January 1,
2016, that the EU has not yet endorsed, and that, once effective, will have no impact on the Groups financial statements:
|
|
|
IFRS 14 Regulatory Deferral Accounts (issued January 2014).
|
The accounting policies and
measurement principles adopted for the unaudited interim condensed consolidated financial statements as of and for the quarter ended March 31, 2014 are the same as those used in the audited consolidated financial statements as of and for the
year ended December 31, 2013, with the exception of the adoption in Q1 2014 of IFRIC Interpretation 21 Levies, the adoption of which was immaterial to the Groups unaudited interim condensed consolidated financial statements.
NOTE 2.
|
Principal uncertainties regarding the use of estimates
|
The preparation of unaudited interim condensed consolidated financial statements in accordance with IFRSs requires that the Group makes a certain number of
estimates and assumptions that are considered realistic and reasonable. In the context of the current global economic environment, the degree of volatility and subsequent lack of visibility remains particularly high as of March 31, 2014. Future
facts and circumstances could lead to changes in these estimates or assumptions, which would affect the Groups financial condition, results of operations and cash flows. The principal areas of uncertainty where estimates and judgment are used,
which are similar to those described as of December 31, 2013, are:
|
|
|
valuation allowance for inventories and work in progress;
|
|
|
|
impairment of customer receivables;
|
|
|
|
capitalized development costs, other intangible assets and goodwill;
|
p. 7
|
|
|
impairment of property, plant and equipment;
|
|
|
|
provisions for warranty costs and other product sales reserves;
|
|
|
|
pension and retirement obligations and other employee and post-employment benefit obligation; and
|
|
|
|
restructuring reserves and impact on goodwill impairment test.
|
No significant changes occurred in these areas
during Q1 2014.
NOTE 3.
|
Changes in consolidated companies
|
On March 31, 2014, Alcatel-Lucent completed the disposal of LGS Innovations LLC to a U.S.-based company owned by a Madison Dearborn Partners-led investor
group that includes CoVant, for a cash selling price of U.S.$104 million (76 million). The price of U.S.$104 million may be increased by a variable component of up to U.S.$96 million, which will be determined based on the divested
companys results of operations for the 2014 fiscal year. A 16 million loss was recognized in the line item Gain/(loss) on disposal of consolidated companies.
No other material change in consolidated companies occurred during the first quarter of 2014.
NOTE 4.
|
Changes in accounting policy and presentation
|
a/ Change in accounting policy
In Q1 2014, Alcatel-Lucent
adopted IFRIC Interpretation 21 Levies (which is an interpretation of IAS 37 Provisions, Contingent Liabilities and Contingent Assets), the adoption of which was immaterial to the Groups unaudited interim condensed
consolidated financial statements.
b/ Change in presentation
No change in presentation occurred in the first quarter of 2014.
NOTE 5.
|
Information by operating segment and by geographical segment
|
In accordance with IFRS 8 Operating Segments, information by operating segment comes from the business organization and activities of
Alcatel-Lucent.
As a part of the Shift Plan announced on June 19, 2013, a new organization was put in place effective from July 1, 2013
onwards. It is composed of three reportable segments: Core Networking, Access and Other. These reportable segments are composed as follows:
|
|
|
Core Networking is composed of the following product divisions: IP (IP Routing and IP Transport), Terrestrial Optics, Wireless Transmission, Submarine and Network Build & Implementation IP,
Platforms, Platforms Professional Services and Strategic Industries.
|
|
|
|
Access is composed of the following product divisions: Wireless, RFS (Radio Frequency Systems), Network Build & Implementation Wireless, Fixed Access, Multivendor Maintenance, Network
Build & Implementation Fixed, Licensing and Managed Services.
|
|
|
|
Other is mainly composed of the Enterprise and Government production divisions.
|
Results of
operations for Q1 2014 and for the comparable 2013 period are presented according to this new organization structure.
The information by reportable
segment follows the same accounting policies as those used and described in the 2013 audited consolidated financial statements.
All inter-segment
commercial relations are conducted on an arms length basis on terms and conditions identical to those prevailing for the supply of goods and services to third parties.
p. 8
a/ Information by reportable segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
Q1 2014
|
|
Core
Networking
|
|
|
Access
|
|
|
Other
|
|
|
Total
reportable
segments
|
|
|
Other and
unallocated
(1)
|
|
|
Total
|
|
|
PPA
adjustment
(2)
|
|
|
Total
consolidated
|
|
Revenues from external customers
|
|
|
1,347
|
|
|
|
1,571
|
|
|
|
40
|
|
|
|
2,958
|
|
|
|
5
|
|
|
|
2,963
|
|
|
|
|
|
|
|
2,963
|
|
Revenues from transactions with other reportable segments
|
|
|
5
|
|
|
|
1
|
|
|
|
|
|
|
|
6
|
|
|
|
(6
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
1,352
|
|
|
|
1,572
|
|
|
|
40
|
|
|
|
2,964
|
|
|
|
(1
|
)
|
|
|
2,963
|
|
|
|
|
|
|
|
2,963
|
|
Operating income (loss)
(3)
|
|
|
96
|
|
|
|
(37
|
)
|
|
|
(1
|
)
|
|
|
58
|
|
|
|
(25
|
)
|
|
|
33
|
|
|
|
(13
|
)
|
|
|
20
|
|
(1)
|
Includes revenues from our non-core businesses and 6 million of share-based compensation expense that are not allocated to reportable segments.
|
(2)
|
Represents purchase price allocation adjustments (excluding restructuring costs and impairment of assets) related to the Lucent business combination.
|
(3)
|
Operating income (loss) means Income (loss) from operating activities before restructuring costs, litigations, gain/(loss) on disposal of consolidated entities, impairment of assets and post-retirement benefit plan
amendments.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
Q1 2013
(1)
|
|
Core
Networking
|
|
|
Access
|
|
|
Other
|
|
|
Total
reportable
segments
|
|
|
Other and
unallocated
(2)
|
|
|
Total
|
|
|
PPA
adjustment
(3)
|
|
|
Total
consolidated
|
|
Revenues from external customers
|
|
|
1,306
|
|
|
|
1,696
|
|
|
|
52
|
|
|
|
3,054
|
|
|
|
9
|
|
|
|
3,063
|
|
|
|
|
|
|
|
3,063
|
|
Revenues from transactions with other reportable segments
|
|
|
5
|
|
|
|
1
|
|
|
|
|
|
|
|
6
|
|
|
|
(6
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
1,311
|
|
|
|
1,697
|
|
|
|
52
|
|
|
|
3,060
|
|
|
|
3
|
|
|
|
3,063
|
|
|
|
|
|
|
|
3,063
|
|
Operating income (loss)
(4)
|
|
|
(15
|
)
|
|
|
(132
|
)
|
|
|
2
|
|
|
|
(145
|
)
|
|
|
(34
|
)
|
|
|
(179
|
)
|
|
|
(23
|
)
|
|
|
(202
|
)
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
(2)
|
Includes revenues from our non-core businesses and 6 million of share-based compensation expense that are not allocated to reportable segments.
|
(3)
|
Represents purchase price allocation adjustments (excluding restructuring costs and impairment of assets) related to the Lucent business combination.
|
(4)
|
Operating income (loss) means Income (loss) from operating activities before restructuring costs, litigations, gain/(loss) on disposal of consolidated entities, impairment of assets and post-retirement benefit plan
amendments.
|
b/ Products and Services revenues
The following table sets forth revenues by product and service:
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Products
|
|
|
2,060
|
|
|
|
2,020
|
|
Services
|
|
|
857
|
|
|
|
1,007
|
|
Other
|
|
|
46
|
|
|
|
36
|
|
|
|
|
|
|
|
|
|
|
Total Revenues
|
|
|
2,963
|
|
|
|
3,063
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
Seasonal nature of activity
The typical quarterly
pattern in our revenues - a weak first quarter, a strong fourth quarter and second and third quarter results that fall between those two extremes generally reflects the traditional seasonal pattern of service providers capital
expenditures. This seasonality could differ depending on varying business trends in any given quarter.
c/ Information by geographical segment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
France
|
|
|
Other
Western
Europe
|
|
|
Rest of
Europe
|
|
|
China
|
|
|
Other
Asia
Pacific
|
|
|
U.S.A.
|
|
|
Other
Americas
|
|
|
Rest of
world
|
|
|
Total
consolidated
|
|
Q1 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues by customer location
|
|
|
168
|
|
|
|
436
|
|
|
|
53
|
|
|
|
195
|
|
|
|
294
|
|
|
|
1,375
|
|
|
|
191
|
|
|
|
251
|
|
|
|
2,963
|
|
Q1 2013
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues by customer location
|
|
|
166
|
|
|
|
439
|
|
|
|
67
|
|
|
|
164
|
|
|
|
279
|
|
|
|
1,434
|
|
|
|
301
|
|
|
|
213
|
|
|
|
3,063
|
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
p. 9
d/ Concentrations
A few large telecommunications service providers account for a significant portion of our revenues. In the first quarter of 2014, Verizon, AT&T and Sprint
represented respectively 17%, 14% and 8% of our revenues (respectively 13%, 11% and 11% in Q1 2013).
NOTE 6.
|
Financial income (loss)
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Interest expense related to gross financial debt
|
|
|
(96
|
)
|
|
|
(117
|
)
|
Interest income related to cash and marketable securities
|
|
|
18
|
|
|
|
19
|
|
Finance costs (net)
|
|
|
(78
|
)
|
|
|
(98
|
)
|
Reversal of impairment losses/ (impairment losses) on financial assets
|
|
|
12
|
|
|
|
(3
|
)
|
Net exchange gain (loss)
|
|
|
1
|
|
|
|
(12
|
)
|
Financial component of pension and post-retirement benefit costs
|
|
|
(8
|
)
|
|
|
(23
|
)
|
Actual and potential capital gain/(loss) on financial assets (shares of equity affiliates or non-consolidated securities and financial
receivables) and marketable securities
|
|
|
|
|
|
|
1
|
|
Other
|
|
|
(9
|
)
|
|
|
(16
|
)
|
Other financial income (loss)
|
|
|
(4
|
)
|
|
|
(53
|
)
|
|
|
|
|
|
|
|
|
|
Total financial income (loss)
|
|
|
(82
|
)
|
|
|
(151
|
)
|
|
|
|
|
|
|
|
|
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
Analysis of income tax (expense) benefit
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Current income tax (expense) benefit
|
|
|
(9
|
)
|
|
|
(14
|
)
|
Deferred taxes related to the purchase price allocation for the Lucent business combination
|
|
|
6
|
|
|
|
13
|
|
Deferred tax (charge) related to post-retirement benefit plans
|
|
|
|
|
|
|
(22
|
)
|
Deferred taxes related to convertible debentures and Oceane
|
|
|
2
|
|
|
|
2
|
|
Other deferred income tax (expense) benefit, net
(2)
|
|
|
56
|
|
|
|
73
|
|
Deferred income tax benefit (expense), net
|
|
|
64
|
|
|
|
66
|
|
Income tax benefit (expense)
|
|
|
55
|
|
|
|
52
|
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
(2)
|
Q1 2014 impacts are mainly related to the re-assessment of the recoverability of deferred tax assets in the U.S. in connection with the impairment tests of goodwill performed in the fourth quarter of 2013.
|
p. 10
NOTE 8.
|
Earnings per share
|
The tables below provide the elements used in arriving at the basic earnings (loss) per share and diluted earnings (loss) per share presented in the unaudited
interim condensed consolidated income statements:
|
|
|
|
|
|
|
|
|
Number of shares
|
|
March 31, 2014
|
|
|
March 31, 2013
(1)
|
|
Number of ordinary shares issued (share capital)
|
|
|
2,815,768,341
|
|
|
|
2,461,641,478
|
|
Treasury shares
|
|
|
(51,886,753
|
)
|
|
|
(61,484,803
|
)
|
Number of shares in circulation
|
|
|
2,763,881,588
|
|
|
|
2,400,156,675
|
|
Weighting effect of share issues (of which stock options exercised)
|
|
|
(5,207,954
|
)
|
|
|
(2,558,794
|
)
|
Weighting effect of treasury shares
|
|
|
(3,933
|
)
|
|
|
(1,872
|
)
|
Weighted average number of shares outstanding - basic
|
|
|
2,758,669,701
|
|
|
|
2,397,596,009
|
|
Dilutive effects:
|
|
|
|
|
|
|
|
|
Equity plans (stock options, RSU)
|
|
|
|
|
|
|
|
|
Alcatel-Lucents convertible bonds (Oceane) issued on September 10, 2009
|
|
|
|
|
|
|
|
|
Alcatel-Lucents convertible bonds (Oceane) issued on July 3, 2013
|
|
|
|
|
|
|
|
|
7.75% convertible securities
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding - diluted
|
|
|
2,758,669,701
|
|
|
|
2,397,596,009
|
|
(1)
|
As a result of the capital increase of Alcatel-Lucent in 2013 via an offering of preferential subscription rights to existing shareholders, the calculation of basic and diluted earnings per share for Q1 2013 has been
adjusted retrospectively. Number of outstanding ordinary shares has been adjusted to reflect the proportionate change in the number of shares.
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
Net income (loss)
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Net income (loss) attributable to the equity owners of the parent - basic
|
|
|
(73
|
)
|
|
|
(353
|
)
|
Adjustment for dilutive securities on net income: Interest expense related to convertible securities
|
|
|
|
|
|
|
|
|
Net income (loss) - diluted
|
|
|
(73
|
)
|
|
|
(353
|
)
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share, attributable to the owners of the parent (in euros)
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Basic
|
|
|
(0.03
|
)
|
|
|
(0.15
|
)
|
Diluted
|
|
|
(0.03
|
)
|
|
|
(0.15
|
)
|
(1)
|
As a result of the capital increase of Alcatel-Lucent in 2013 via an offering of preferential subscription rights to existing shareholders, the calculation of basic and diluted earnings per share for Q1 2013 has been
adjusted retrospectively. Number of outstanding ordinary shares has been adjusted to reflect the proportionate change in the number of shares.
|
p. 11
NOTE 9.
|
Discontinued operations, assets held for sale and liabilities related to disposal groups held for sale
|
Discontinued operations for the first quarter 2014
were as follows:
On February 6, 2014, Alcatel-Lucent announced that it had received a binding offer from China Huaxin, an existing partner of
Alcatel-Lucents Alcatel Shanghai Bell (ASB) joint venture in China for the Enterprise business. The closing of the deal is subject to consultations and approvals from respective regulatory and social partners, including U.S. Government
approvals. The Enterprise business is presented in discontinued operations in the consolidated income statements and statements of cash flows for all periods presented. Assets and liabilities related to this business as of March 31, 2014 are
classified in assets held for sale and assets included in disposal groups held for sale and liabilities related to disposal groups held for sale in the statement of financial position.
|
|
|
|
|
|
|
|
|
(In millions of euros)
Income statement of discontinued operations
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Revenues
|
|
|
141
|
|
|
|
163
|
|
Cost of sales
|
|
|
(78
|
)
|
|
|
(81
|
)
|
Gross profit
|
|
|
63
|
|
|
|
82
|
|
Administrative and selling expenses
|
|
|
(52
|
)
|
|
|
(53
|
)
|
Research and development costs
|
|
|
(15
|
)
|
|
|
(29
|
)
|
Income (loss) from operating activities before restructuring costs, litigations, gain/(loss) on disposal of consolidated entities,
impairment of assets and post-retirement benefit plan amendments
|
|
|
(4
|
)
|
|
|
|
|
Restructuring costs
|
|
|
|
|
|
|
(2
|
)
|
Gain/(loss) on disposal of consolidated entities
|
|
|
|
|
|
|
|
|
Post-retirement benefit plan amendments
|
|
|
|
|
|
|
|
|
Income (loss) from operations
|
|
|
(4
|
)
|
|
|
(2
|
)
|
Financial income (loss)
|
|
|
|
|
|
|
(1
|
)
|
Income tax (expense) benefit
(2)
|
|
|
19
|
|
|
|
(1
|
)
|
Income (loss) from discontinued operations before capital gains (loss)
|
|
|
15
|
|
|
|
(4
|
)
|
Net capital gain (loss) on disposal of discontinued operations
|
|
|
1
|
|
|
|
|
|
Capital gain on disposal of Genesys net of related costs and taxes
|
|
|
|
|
|
|
(1
|
)
|
Income (loss) from discontinued operations
|
|
|
16
|
|
|
|
(5
|
)
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations.
|
(2)
|
Including 20 million of deferred tax assets recognized in relation with the coming disposal of Enterprise in 2014.
|
As of March 31, 2014, assets and liabilities of disposal groups held for sale include only Enterprise assets and liabilities. Alcatel-Lucent Networks
Services GmbH and LGS Innovations, which were presented in assets and liabilities of disposal groups held for sale as of December 31, 2013, have been disposed of on January 7, 2014 and on March 31, 2014, respectively.
Other assets held for sale are composed of real estate property and other asset sales that were in progress at March 31, 2014 and December 31, 2013.
p. 12
|
|
|
|
|
|
|
|
|
(In millions of euros)
Statement of financial position
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Goodwill
|
|
|
241
|
|
|
|
|
|
Intangible and tangible assets
|
|
|
97
|
|
|
|
21
|
|
Operating working capital
|
|
|
(48
|
)
|
|
|
38
|
|
Cash
|
|
|
1
|
|
|
|
|
|
Pension reserves
|
|
|
(21
|
)
|
|
|
(7
|
)
|
Other assets and liabilities
|
|
|
(53
|
)
|
|
|
(13
|
)
|
|
|
|
|
|
|
|
|
|
Total assets & liabilities of disposal groups held for sale
|
|
|
217
|
|
|
|
39
|
|
|
|
|
|
|
|
|
|
|
Assets of disposal groups held for sale
|
|
|
463
|
|
|
|
133
|
|
Liabilities related to disposal groups held for sale
|
|
|
(246
|
)
|
|
|
(94
|
)
|
Real estate properties and other assets held for sale
|
|
|
9
|
|
|
|
9
|
|
Other liabilities held for sale
|
|
|
|
|
|
|
|
|
Assets held for sale and assets included in disposal group held for sale
|
|
|
472
|
|
|
|
142
|
|
Liabilities related to disposal groups held for sale
|
|
|
(246
|
)
|
|
|
(94
|
)
|
The cash flows of discontinued operations were as follows:
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Net Income (loss) from discontinued operations
|
|
|
16
|
|
|
|
(5
|
)
|
Net cash provided (used) by operating activities before changes in working capital
|
|
|
(3
|
)
|
|
|
23
|
|
Other net increase (decrease) in net cash provided (used) by operating activities
|
|
|
20
|
|
|
|
8
|
|
Net cash provided (used) by operating activities (A)
|
|
|
17
|
|
|
|
31
|
|
Capital expenditures (B)
|
|
|
(15
|
)
|
|
|
(17
|
)
|
Free cash flow: (A) + (B)
|
|
|
2
|
|
|
|
14
|
|
Net cash provided (used) by investing activities excluding capital expenditures (C)
|
|
|
|
|
|
|
|
|
Net cash provided (used) by financing activities (D)
|
|
|
(2
|
)
|
|
|
(13
|
)
|
|
|
|
|
|
|
|
|
|
Total (A) + (B) + (C) + (D)
|
|
|
|
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations.
|
NOTE 10.
|
Operating working capital
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Inventories and work in progress, net
|
|
|
2,017
|
|
|
|
1,935
|
|
Trade receivables and other receivables, net
(1)
|
|
|
2,192
|
|
|
|
2,482
|
|
Advances and progress payments
|
|
|
47
|
|
|
|
46
|
|
Customers deposits and advances
|
|
|
(677
|
)
|
|
|
(681
|
)
|
Trade payables and other payables
|
|
|
(3,253
|
)
|
|
|
(3,518
|
)
|
Operating working capital, net
|
|
|
326
|
|
|
|
264
|
|
(1)
|
Amounts of trade receivables sold without recourse and the impact of these transfers on the cash flow statement are detailed in Note 14.
|
p. 13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
December 31,
2013
|
|
|
Cash
flow
|
|
|
Cash flow of
discontinued
activities
(1)
|
|
|
Change in
consolidated
companies
|
|
|
Translation
adjustments
and other
|
|
|
March 31,
2014
|
|
Inventories and work in progress
|
|
|
2,330
|
|
|
|
168
|
|
|
|
(2
|
)
|
|
|
(33
|
)
|
|
|
(48
|
)
|
|
|
2,415
|
|
Trade receivables and other receivables
(2)
|
|
|
2,639
|
|
|
|
(200
|
)
|
|
|
(24
|
)
|
|
|
(70
|
)
|
|
|
6
|
|
|
|
2,351
|
|
Advances and progress payments
|
|
|
46
|
|
|
|
1
|
|
|
|
|
|
|
|
(1
|
)
|
|
|
1
|
|
|
|
47
|
|
Customers deposits and advances
|
|
|
(681
|
)
|
|
|
(17
|
)
|
|
|
(2
|
)
|
|
|
24
|
|
|
|
(1
|
)
|
|
|
(677
|
)
|
Trade payables and other payables
|
|
|
(3,518
|
)
|
|
|
140
|
|
|
|
12
|
|
|
|
117
|
|
|
|
(4
|
)
|
|
|
(3,253
|
)
|
Operating working capital, gross
|
|
|
816
|
|
|
|
92
|
|
|
|
(16
|
)
|
|
|
37
|
|
|
|
(46
|
)
|
|
|
883
|
|
Cumulated valuation allowances
|
|
|
(552
|
)
|
|
|
|
|
|
|
|
|
|
|
11
|
|
|
|
(16
|
)
|
|
|
(557
|
)
|
Operating working capital, net
|
|
|
264
|
|
|
|
92
|
|
|
|
(16
|
)
|
|
|
48
|
|
|
|
(62
|
)
|
|
|
326
|
|
(1)
|
Mainly related to the Enterprise business that was reclassified to Discontinued activities as of December 31, 2013 (see note 9).
|
(2)
|
Amounts of trade receivables sold without recourse and the impact of these transfers on the cash flow statement are detailed in Note 14.
|
a/ Balance at closing
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Provisions for product sales
|
|
|
383
|
|
|
|
402
|
|
Provisions for restructuring
|
|
|
359
|
|
|
|
433
|
|
Provisions for litigation
|
|
|
125
|
|
|
|
122
|
|
Other provisions
|
|
|
454
|
|
|
|
459
|
|
|
|
|
|
|
|
|
|
|
Total
(1)
|
|
|
1,321
|
|
|
|
1,416
|
|
|
|
|
|
|
|
|
|
|
(1) of which: portion expected to be used within one year
|
|
|
990
|
|
|
|
966
|
|
portion expected
to be used after one year
|
|
|
331
|
|
|
|
450
|
|
b/ Change during the first quarter 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
December 31,
2013
|
|
|
Appropriation
|
|
|
Utilization
|
|
|
Reversals
|
|
|
Change in
consolidated
companies
|
|
|
Other
|
|
|
March 31,
2014
|
|
Provisions for product sales
|
|
|
402
|
|
|
|
71
|
|
|
|
(58
|
)
|
|
|
(27
|
)
|
|
|
|
|
|
|
(5
|
)
|
|
|
383
|
|
Provisions for restructuring
|
|
|
433
|
|
|
|
39
|
|
|
|
(110
|
)
|
|
|
(2
|
)
|
|
|
|
|
|
|
(1
|
)
|
|
|
359
|
|
Provisions for litigation
|
|
|
122
|
|
|
|
15
|
|
|
|
(3
|
)
|
|
|
(8
|
)
|
|
|
|
|
|
|
(1
|
)
|
|
|
125
|
|
Other provisions
|
|
|
459
|
|
|
|
46
|
|
|
|
(30
|
)
|
|
|
(13
|
)
|
|
|
1
|
|
|
|
(9
|
)
|
|
|
454
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
1,416
|
|
|
|
172
|
|
|
|
(203
|
)
|
|
|
(50
|
)
|
|
|
1
|
|
|
|
(15
|
)
|
|
|
1,321
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect on the income statement:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operating activities before restructuring costs, litigations, capital gain/(loss) on disposal of consolidated
entities and post-retirement benefit plan amendments
|
|
|
(389
|
)
|
|
|
(129
|
)
|
|
|
|
|
|
|
39
|
|
|
|
|
|
|
|
|
|
|
|
(90
|
)
|
Restructuring costs
|
|
|
(538
|
)
|
|
|
(39
|
)
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
(37
|
)
|
Litigations
|
|
|
(2
|
)
|
|
|
|
|
|
|
|
|
|
|
4
|
|
|
|
|
|
|
|
|
|
|
|
4
|
|
Gain (loss) on disposal of consolidated entities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Post-retirement benefit plan amendments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income (loss)
|
|
|
1
|
|
|
|
(1
|
)
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
1
|
|
Income taxes
|
|
|
13
|
|
|
|
|
|
|
|
|
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
1
|
|
Income (loss) from discontinued operations
|
|
|
(21
|
)
|
|
|
(3
|
)
|
|
|
|
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
(1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
(936
|
)
|
|
|
(172
|
)
|
|
|
|
|
|
|
50
|
|
|
|
|
|
|
|
|
|
|
|
(122
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
At period-end, contingent liabilities exist with regards to ongoing tax disputes and outstanding litigations. For certain of
these disputes, neither the financial impact nor the timing of any cash payment that could result from an unfavorable outcome can be estimated at present and therefore nothing was reserved for those disputes as of March 31, 2014.
p. 14
c/ Analysis of restructuring provisions
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Opening balance
|
|
|
433
|
|
|
|
456
|
|
Utilization during period (restructuring cash outlays)
|
|
|
(110
|
)
|
|
|
(522
|
)
|
Restructuring costs (social costs and other monetary costs)
|
|
|
37
|
|
|
|
538
|
|
Reversal of discounting impact (financial loss)
|
|
|
|
|
|
|
1
|
|
Effect of acquisition (disposal) of consolidated subsidiaries
|
|
|
|
|
|
|
|
|
Cumulative translation adjustments and other changes
|
|
|
(1
|
)
|
|
|
(40
|
)
|
Closing balance
|
|
|
359
|
|
|
|
433
|
|
d/ Restructuring costs
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Social costs - Restructuring reserves
|
|
|
(22
|
)
|
|
|
(108
|
)
|
Other monetary costs - Restructuring reserves
|
|
|
(15
|
)
|
|
|
(9
|
)
|
Other monetary costs - Payables
|
|
|
(20
|
)
|
|
|
(3
|
)
|
Other monetary costs - Pension reserve
|
|
|
(10
|
)
|
|
|
|
|
Valuation allowances or write-offs of assets and other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total restructuring costs
|
|
|
(67
|
)
|
|
|
(120
|
)
|
|
|
|
|
|
|
|
|
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Marketable securities - short term, net
|
|
|
1,800
|
|
|
|
2,259
|
|
Cash and cash equivalents
|
|
|
3,523
|
|
|
|
4,096
|
|
Cash, cash equivalents and marketable securities
|
|
|
5,323
|
|
|
|
6,355
|
|
(Bonds and credit facilities - long-term portion)
|
|
|
(4,717
|
)
|
|
|
(4,711
|
)
|
(Other long-term debt)
|
|
|
(195
|
)
|
|
|
(211
|
)
|
(Current portion of long-term debt and short-term debt)
|
|
|
(556
|
)
|
|
|
(1,240
|
)
|
of which (Bonds and credit facilities short-term portion)
|
|
|
(286
|
)
|
|
|
(964
|
)
|
of which (current portion of other long-term debt and short-term debt)
|
|
|
(270
|
)
|
|
|
(276
|
)
|
(Financial debt, gross)
|
|
|
(5,468
|
)
|
|
|
(6,162
|
)
|
Derivative interest rate instruments - other current and non-current assets
|
|
|
11
|
|
|
|
11
|
|
Derivative interest rate instruments - other current and non-current liabilities
|
|
|
(19
|
)
|
|
|
(21
|
)
|
Loan to joint venturer - financial asset (loan to co-venturer)
|
|
|
5
|
|
|
|
7
|
|
Cash (financial debt), net before FX derivatives and CSA impacts
|
|
|
(148
|
)
|
|
|
190
|
|
Derivative FX instruments on financial debt other current and non-current
assets
(1)
|
|
|
8
|
|
|
|
5
|
|
Derivative FX instruments on financial debt other current and non-current liabilities
(1)
|
|
|
(35
|
)
|
|
|
(46
|
)
|
Net amount paid/(received) in respect of credit support arrangements (CSA) for derivative instruments - other current
assets/liabilities
|
|
|
18
|
|
|
|
|
|
Cash (financial debt), net excluding discontinued activities
|
|
|
(157
|
)
|
|
|
149
|
|
Cash (financial debt), net assets held for sale
|
|
|
(3
|
)
|
|
|
|
|
Cash (financial debt), net including discontinued activities
|
|
|
(160
|
)
|
|
|
149
|
|
(1)
|
FX derivatives are FX swaps (primarily U.S.$/) related to intercompany loans.
|
p. 15
a/ Nominal value at maturity date of bonds and credit facilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity component
|
|
|
Nominal value at maturity date
|
|
(In millions of euros)
|
|
|
|
|
|
|
Carrying amount at
March 31, 2014
|
|
|
and fair value
adjustments
|
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
7.75% Convertible Trust Preferred Securities
|
|
U.S.$
|
931 M
|
|
|
March 2017
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
675
|
|
6.375% Senior Notes
(2)
|
|
|
274 M
|
|
|
April 2014
|
|
|
274
|
|
|
|
|
|
|
|
274
|
|
|
|
274
|
|
8.50% Senior Notes
(3)
|
|
|
425 M
|
|
|
January 2016
|
|
|
418
|
|
|
|
7
|
|
|
|
425
|
|
|
|
425
|
|
4.625% Senior Notes
(4)
|
|
U.S.$
|
650 M
|
|
|
July 2017
|
|
|
467
|
|
|
|
4
|
|
|
|
471
|
|
|
|
471
|
|
4.25% Oceane
|
|
|
629 M
|
|
|
July 2018
|
|
|
522
|
|
|
|
107
|
|
|
|
629
|
|
|
|
629
|
|
4.50%
(5)
Senior Secured Facility
|
|
U.S.$
|
1,728 M
|
|
|
January 2019
|
|
|
1,148
|
|
|
|
105
|
|
|
|
1,253
|
|
|
|
1,256
|
|
8.875% Senior Notes
(4)
|
|
U.S.$
|
500 M
|
|
|
January 2020
|
|
|
354
|
|
|
|
9
|
|
|
|
363
|
|
|
|
363
|
|
6.75% Senior Notes
(4)
|
|
U.S.$
|
1,000 M
|
|
|
November 2020
|
|
|
716
|
|
|
|
9
|
|
|
|
725
|
|
|
|
725
|
|
6.50 % Senior Notes
|
|
U.S.$
|
300 M
|
|
|
January 2028
|
|
|
200
|
|
|
|
18
|
|
|
|
218
|
|
|
|
218
|
|
6.45 % Senior Notes
|
|
U.S.$
|
1,360 M
|
|
|
March 2029
|
|
|
904
|
|
|
|
82
|
|
|
|
986
|
|
|
|
986
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total bonds and credit facilities
|
|
|
|
|
|
5,003
|
|
|
|
341
|
|
|
|
5,344
|
|
|
|
6,022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
This debt has been repaid by anticipation in January 2014, see below.
|
(2)
|
Benefit from a full and unconditional subordinated guaranty from Alcatel-Lucent USA Inc.
|
(3)
|
Guaranteed by Alcatel-Lucent USA Inc. and certain subsidiaries of Alcatel-Lucent.
|
(4)
|
Guaranteed by Alcatel-Lucent and certain of its subsidiaries.
|
(5)
|
Our credit facilities have floating interest rates but include floors with a strike (trigger) at 1%. Given the level of the U.S.$ Libor, the floor of the U.S.$1,733 million facility due January 2019 is currently
in the money, that is, it has been triggered. Thus the rate of this credit facility is currently equal to the floor (1%) plus the credit spread, namely 4.50%.
|
Changes during the first quarter of 2014:
Senior
Secured Credit Facility amendment
On December 20, 2013, Alcatel-Lucent USA Inc. amended its U.S.$1,750 million Senior Secured Credit
Facility, which lowered the credit spread on the facility from 4.75% to 3.50% with effect from February 18, 2014. As a result, and after taking into account the Libor 1% floor, the applicable interest rate decreased from 5.75% to 4.50%. In
accordance with IAS 39, this amendment to the terms of the Senior Secured Credit Facility has not led to recording an extinguishment of the original facility and the recognizing a new one, because the change in interest rate does not constitute a
substantial modification of the terms of the original facility.
Repayment of 7.75% Convertible Securities (Liability to Subsidiary Trust Issuing
Preferred Securities)
On January 13, 2014, the outstanding principal amount of U.S.$931 million on the 7.75% Convertible Trust Preferred
Securities due 2017 was repaid in full. At December 31, 2013, the carrying value of this debt was already equal to its nominal value (see Note 25 of our 2013 audited consolidated financial statements), because we had already anticipated as from
December 12, 2013 that the debt would be redeemed in full.
p. 16
b/ Analysis by maturity date and type of rate
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Current portion of bonds and credit facilities
|
|
|
286
|
|
|
|
964
|
|
Current portion of other long-term debt and short-term debt
|
|
|
270
|
|
|
|
276
|
|
Financial debt due within one year
|
|
|
556
|
|
|
|
1,240
|
|
of which: - within 3 months
|
|
|
475
|
|
|
|
791
|
|
- between 3 and 6 months
|
|
|
46
|
|
|
|
406
|
|
- between 6 and 9 months
|
|
|
18
|
|
|
|
22
|
|
- over 9 months
|
|
|
17
|
|
|
|
21
|
|
2015
|
|
|
|
|
|
|
114
|
|
from April 1, 2015 to December 31, 2015
|
|
|
96
|
|
|
|
|
|
2016
|
|
|
528
|
|
|
|
515
|
|
2017
|
|
|
482
|
|
|
|
494
|
|
2018
|
|
|
535
|
|
|
|
515
|
|
2019 and thereafter
|
|
|
3,271
|
|
|
|
3,284
|
|
Financial debt due after one year
|
|
|
4,912
|
|
|
|
4,922
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
5,468
|
|
|
|
6,162
|
|
|
|
|
|
|
|
|
|
|
Breakdown of the debt by type of rate
Financial debt at fixed rate after hedging is approximately 95% of the total gross debt as of March 31, 2014, compared to 95% at the end of 2013.
c/ Credit ratings
At April 24, 2014, the credit
ratings of Alcatel-Lucent S.A. and Alcatel-Lucent USA Inc. were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rating Agency
|
|
Corporate
Family
rating
|
|
|
Long-term
debt
|
|
|
Short-term
debt
|
|
|
Outlook
|
|
|
Last update of
CFR/Debt rating
|
|
|
Last update of
the outlook
|
|
Moodys:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Alcatel-Lucent S.A.
|
|
|
B3
|
|
|
|
B3/Caa1
|
(1)
|
|
|
Not Prime
|
|
|
|
Stable
|
|
|
|
December 4, 2012/
December 19, 2013
|
|
|
|
November 7, 2013
|
|
Alcatel-Lucent USA Inc.
|
|
|
n.a.
|
|
|
|
B1/B3
|
(2)
|
|
|
n.a
|
|
|
|
Stable
|
|
|
|
December 12, 2013
|
|
|
|
November 7, 2013
|
|
Standard & Poors:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Alcatel-Lucent S.A.
|
|
|
B-
|
|
|
|
CCC+
|
|
|
|
B
|
|
|
|
Positive
|
|
|
|
June 21, 2013 /
November 7, 2013
|
|
|
|
November 7, 2013
|
|
Alcatel-Lucent USA Inc.
|
|
|
B-
|
|
|
|
CCC+/ B+
|
(3)
|
|
|
n.a
|
|
|
|
Positive
|
|
|
|
June 21, 2013 /
November 7, 2013
|
|
|
|
November 7, 2013
|
|
(1)
|
The OCEANE 2018 and the 6.375% Senior Notes are rated Caa1 (as indicated further below); all other long-term debt issued by Alcatel Lucent is rated B3.
|
(2)
|
The U.S.$1,750 million Senior Secured Credit Facility is rated B1 and the 8.875% Senior Notes, the 6.75% Senior Notes and the 4.625% Senior Notes are each rated B3. Ratings were withdrawn on January 20, 2012 for
the Alcatel-Lucent USA Inc. 6.50% Notes due 2028 and 6.45% Notes due 2029.
|
(3)
|
Alcatel-Lucent USA Inc. senior unsecured notes are rated CCC+. The U.S.$1,750 million Senior Secured Credit Facility is rated B+.
|
d/ Rating clauses affecting Alcatel-Lucent and Alcatel-Lucent USA Inc. debt at March 31, 2014
Given its current short-term ratings and the lack of liquidity of the French commercial paper billets de trésorerie market, Alcatel-Lucent
has decided not to participate in this market for the time being.
Alcatel-Lucent and Alcatel-Lucent USA Inc.s outstanding bonds do not contain
clauses that could trigger an accelerated repayment in the event of a lowering of their respective credit ratings.
p. 17
e/ Management of covenants
Specific covenants relating to financial ratios on our financial instruments (Revolving Credit Facility and bonds) were unchanged compared to December 31,
2013.
At March 31, 2014, these covenants were met.
NOTE 13.
|
Fair value hierarchy
|
The amendment to IFRS 7 Financial Instruments: Disclosures - Improving Disclosures about Financial Instruments concerns assets and liabilities
measured at fair value. The amendment requires fair value measurements to be classified into three levels, which are the same as those defined in IFRS 13 Fair Value Measurement. The levels of the fair value hierarchy depend on the type
of input used for the valuation of the instruments:
|
|
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.
|
|
|
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
|
|
|
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
|
Assets and Liabilities measured at Fair Value on a recurring basis
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2014
|
|
|
December 31, 2013
|
|
(In millions of euros)
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets available for sale at fair value through equity
|
|
|
|
|
|
|
160
|
|
|
|
8
|
|
|
|
168
|
|
|
|
|
|
|
|
158
|
|
|
|
7
|
|
|
|
165
|
|
Financial assets at fair value through profit or loss
|
|
|
|
|
|
|
1,731
|
|
|
|
|
|
|
|
1,731
|
|
|
|
|
|
|
|
2,192
|
|
|
|
|
|
|
|
2,192
|
|
Currency derivatives
|
|
|
|
|
|
|
16
|
|
|
|
|
|
|
|
16
|
|
|
|
|
|
|
|
18
|
|
|
|
|
|
|
|
18
|
|
Interest-rate derivatives hedging
|
|
|
|
|
|
|
11
|
|
|
|
|
|
|
|
11
|
|
|
|
|
|
|
|
11
|
|
|
|
|
|
|
|
11
|
|
Interest-rate derivatives - other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash equivalents
(1)
|
|
|
1,416
|
|
|
|
126
|
|
|
|
|
|
|
|
1,542
|
|
|
|
1,476
|
|
|
|
147
|
|
|
|
|
|
|
|
1,623
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
1,416
|
|
|
|
2,044
|
|
|
|
8
|
|
|
|
3,468
|
|
|
|
1,476
|
|
|
|
2,526
|
|
|
|
7
|
|
|
|
4,009
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency derivatives
|
|
|
|
|
|
|
(43
|
)
|
|
|
|
|
|
|
(43
|
)
|
|
|
|
|
|
|
(54
|
)
|
|
|
|
|
|
|
(54
|
)
|
Interest-rate derivatives hedging
|
|
|
|
|
|
|
(19
|
)
|
|
|
|
|
|
|
(19
|
)
|
|
|
|
|
|
|
(21
|
)
|
|
|
|
|
|
|
(21
|
)
|
Interest-rate derivatives - other
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
|
|
|
|
(62
|
)
|
|
|
|
|
|
|
(62
|
)
|
|
|
|
|
|
|
(75
|
)
|
|
|
|
|
|
|
(75
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Actively traded money market funds are measured at their net asset value (NAV) and classified as Level 1. The Companys remaining cash equivalents are classified as Level 2 and measured at
amortized cost, which is a reasonable estimate of fair value because of the short time between the purchase of the instrument and its expected realization.
|
Financial assets at fair value through profit or loss and marketable securities that are included in Financial assets available for sale at fair value
classified in Level 1 are priced using quoted market prices for similar instruments or non-binding market prices that are corroborated by observable market data. The Group uses inputs such as actual trade data, benchmark yields, broker/dealer
quotes, and other similar data, which are obtained from quoted market prices, independent pricing vendors, or other sources, to determine the ultimate fair value of these assets.
The Groups derivative instruments are classified as Level 2, as they are not actively traded and are valued using pricing models that use observable
market inputs (foreign currency exchange rates, volatility indices and interest rates).
There have been no transfers between Level 1 and Level 2 of the
fair value hierarchy for assets and liabilities that are measured at fair value on a recurring basis in the first three months of 2014 and 2013. The financial assets categorized within Level 3 of the fair value hierarchy correspond to
investments in non-consolidated companies. Amounts at stake are not material.
p. 18
NOTE 14.
|
Financial assets transferred
|
a/ Receivables sold without recourse
Balances
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Outstanding amounts of receivables sold without recourse
(1)
|
|
|
1,104
|
|
|
|
1,343
|
|
(1)
|
Without recourse in case of payment default by the debtor. See accounting policies in Note 1s of the 2013 audited consolidated financial statements. We have no material continuing involvement in the receivables sold
without recourse which are derecognized in their entirety.
|
Changes in receivables sold without recourse
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Q1 2014
|
|
|
Q1 2013
|
|
Impact on cash flows from operating activities
|
|
|
(239
|
)
|
|
|
(149
|
)
|
b/ Receivables transferred that are not derecognized in their entirety
Receivables related to French R&D tax credits (i.e. Crédits dImpôt Recherche) were sold to banks but not derecognized from
the statement of financial position, as we are keeping substantially all risks and rewards related to those receivables, due to the ability of the buyer to retroactively cancel the sale in certain circumstances and to the existence of a selling
price adjustment if the receivable is redeemed before or after its contractual maturity (i.e. three years) by the French State.
The proceeds and cost of
such transfers are included in our financial debt (other financial debt), which represented an amount of 249 million as of March 31, 2014 (248 million as of December 31, 2013).
NOTE 15.
|
Pensions, retirement indemnities and other post-retirement benefits
|
Alcatel-Lucent applies IAS 19 Revised which requires the immediate recognition in the statement of comprehensive income of actuarial gains and losses as well
as any adjustments resulting from asset ceiling limits.
98% of Alcatel-Lucents total benefit obligations and 95% of Alcatel-Lucents plan
asset fair values were re-measured as of March 31, 2014. Alcatel-Lucents pension and post-retirement obligations in the United States and Alcatel-Lucents main pension plans outside of the U.S. (in France, Germany, United
Kingdom, The Netherlands and Belgium) have been re-measured based on a sensitivity analysis. The impact of not re-measuring other pension and post-retirement obligations is considered not material.
Discount rates used to measure Alcatel-Lucents pension and post-retirement obligations in the United States and Alcatel-Lucents main pension plans
outside of the U.S. as of March 31, 2014 have been updated and were as follows:
|
|
|
|
|
|
|
|
|
Discount rate
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
U.S. - Pension
|
|
|
3.87
|
%
|
|
|
4.18
|
%
|
U.S. - Post-retirement health care and other
|
|
|
3.44
|
%
|
|
|
3.72
|
%
|
U.S. - Post-retirement life
|
|
|
4.13
|
%
|
|
|
4.48
|
%
|
Euro Pension
|
|
|
3.00
|
%
|
|
|
3.25
|
%
|
U.K. - Pension
|
|
|
4.50
|
%
|
|
|
4.50
|
%
|
p. 19
Change in pension and post-retirement net asset (liability) recognized:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2014
|
|
|
December 31, 2013
|
|
(In millions of euros)
|
|
Pension
benefits
|
|
|
Post-retirement
benefits
|
|
|
Total
|
|
|
Pension
benefits
|
|
|
Post-retirement
benefits
|
|
|
Total
|
|
Net asset (liability) recognized at the beginning of the period
|
|
|
1,392
|
|
|
|
(2,096
|
)
|
|
|
(704
|
)
|
|
|
95
|
|
|
|
(2,636
|
)
|
|
|
(2,541
|
)
|
Operational charge
|
|
|
(31
|
)
|
|
|
|
|
|
|
(31
|
)
|
|
|
(66
|
)
|
|
|
(2
|
)
|
|
|
(68
|
)
|
Financial income
|
|
|
13
|
|
|
|
(21
|
)
|
|
|
(8
|
)
|
|
|
(3
|
)
|
|
|
(81
|
)
|
|
|
(84
|
)
|
Restructuring charge
|
|
|
(10
|
)
|
|
|
|
|
|
|
(10
|
)
|
|
|
(18
|
)
|
|
|
(1
|
)
|
|
|
(19
|
)
|
Effect of divestitures
|
|
|
(11
|
)
|
|
|
|
|
|
|
(11
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Pension and healthcare plan amendments
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
78
|
|
|
|
55
|
|
|
|
133
|
|
Discontinued operations (Enterprise business)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total recognized in profits (losses)
|
|
|
(39
|
)
|
|
|
(21
|
)
|
|
|
(60
|
)
|
|
|
(9
|
)
|
|
|
(29
|
)
|
|
|
(38
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actuarial gains and (losses) for the period on the benefit obligation
|
|
|
(660
|
)
|
|
|
(74
|
)
|
|
|
(734
|
)
|
|
|
2,056
|
|
|
|
228
|
|
|
|
2,284
|
|
Actuarial gains and (losses) for the period on the plan assets
|
|
|
830
|
|
|
|
|
|
|
|
830
|
|
|
|
(639
|
)
|
|
|
43
|
|
|
|
(596
|
)
|
Asset ceiling limitation and IFRIC14 effect
|
|
|
(67
|
)
|
|
|
|
|
|
|
(67
|
)
|
|
|
(21
|
)
|
|
|
|
|
|
|
(21
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total recognized in Statement of comprehensive income
(2)
|
|
|
103
|
|
|
|
(74
|
)
|
|
|
29
|
|
|
|
1,396
|
|
|
|
271
|
|
|
|
1,667
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contributions and benefits paid
|
|
|
51
|
|
|
|
(2
|
)
|
|
|
49
|
|
|
|
177
|
|
|
|
12
|
|
|
|
189
|
|
420 transfer
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(196
|
)
|
|
|
196
|
|
|
|
|
|
Change in consolidated companies
|
|
|
21
|
|
|
|
|
|
|
|
21
|
|
|
|
7
|
|
|
|
|
|
|
|
7
|
|
Other (reclassifications and exchange rate changes)
|
|
|
|
|
|
|
(1
|
)
|
|
|
(1
|
)
|
|
|
(78
|
)
|
|
|
90
|
|
|
|
12
|
|
Net asset (liability) recognized at the end of the period
|
|
|
1,528
|
|
|
|
(2,194
|
)
|
|
|
(666
|
)
|
|
|
1,392
|
|
|
|
(2,096
|
)
|
|
|
(704
|
)
|
of which:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid pension costs
|
|
|
3,335
|
|
|
|
|
|
|
|
3,335
|
|
|
|
3,150
|
|
|
|
|
|
|
|
3,150
|
|
Pension, retirement indemnities and post-retirement benefits liability
|
|
|
(1,807
|
)
|
|
|
(2,194
|
)
|
|
|
(4,001
|
)
|
|
|
(1,758
|
)
|
|
|
(2,096
|
)
|
|
|
(3,854
|
)
|
(1)
|
Accounted for on a specific line item Post-retirement benefit plan amendment in the income statement.
|
(2)
|
The amounts recognized directly in the Statement of Comprehensive Income indicated in the table above differ from those disclosed in the Statement of Comprehensive Income, due to the amounts related to discontinued
operations, which are excluded in the above schedule.
|
Funded status
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
March 31,
2014
|
|
|
December 31,
2013
|
|
Benefit obligation
|
|
|
(25,865
|
)
|
|
|
(25,398
|
)
|
Fair value of plan assets
|
|
|
26,531
|
|
|
|
25,944
|
|
Funded (underfunded) status
|
|
|
666
|
|
|
|
546
|
|
Unrecognized prior service cost and surplus (due to application of asset ceiling and IFRIC14)
|
|
|
(1,332
|
)
|
|
|
(1,250
|
)
|
Net liability recognized at end of period
|
|
|
(666
|
)
|
|
|
(704
|
)
|
p. 20
NOTE 16.
|
Notes to consolidated statements of cash flows
|
a/ Net cash provided (used) by operating activities before changes in working capital, interest and taxes
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
March 31,
2014
|
|
|
March 31,
2013
(1)
|
|
Net income (loss) attributable to the equity owners of the parent
|
|
|
(73
|
)
|
|
|
(353
|
)
|
Non-controlling interests
|
|
|
5
|
|
|
|
(16
|
)
|
Adjustments:
|
|
|
|
|
|
|
|
|
Depreciation and amortization of tangible and intangible assets
|
|
|
134
|
|
|
|
150
|
|
of which impact of capitalized development costs
|
|
|
48
|
|
|
|
39
|
|
Impairment of assets
|
|
|
|
|
|
|
|
|
Post-retirement benefit plan amendment
|
|
|
|
|
|
|
(55
|
)
|
Changes in pension and other post-retirement benefit obligations, net
|
|
|
(10
|
)
|
|
|
(1
|
)
|
Provisions, other impairment losses and fair value changes
|
|
|
(11
|
)
|
|
|
36
|
|
Repurchase of bonds and change of estimates related to convertible debentures
|
|
|
|
|
|
|
|
|
Net (gain) loss on disposal of assets
|
|
|
(21
|
)
|
|
|
(3
|
)
|
Share in net income (losses) of equity affiliates (net of dividends received)
|
|
|
(2
|
)
|
|
|
(2
|
)
|
(Income) loss from discontinued operations
|
|
|
(16
|
)
|
|
|
5
|
|
Finance costs and interest on tax litigations
|
|
|
77
|
|
|
|
106
|
|
Share-based payments
|
|
|
6
|
|
|
|
6
|
|
Taxes
|
|
|
(55
|
)
|
|
|
(52
|
)
|
|
|
|
|
|
|
|
|
|
Sub-total of adjustments
|
|
|
102
|
|
|
|
190
|
|
|
|
|
|
|
|
|
|
|
Net cash provided (used) by operating activities before changes in working capital, interest and
taxes
|
|
|
34
|
|
|
|
(179
|
)
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
b/ Free
cash flow
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Notes
|
|
Q1 2014
|
|
|
Q1 2013
(1)
|
|
Net cash provided (used) by operating activities before changes in working capital, interest and income taxes
|
|
|
|
|
34
|
|
|
|
(179
|
)
|
Change in operating working capital
(2)
|
|
(10)
|
|
|
(92
|
)
|
|
|
(100
|
)
|
Other current assets and liabilities
(3)
|
|
|
|
|
(111
|
)
|
|
|
(37
|
)
|
Net cash provided (used) by operating activities before interest and taxes
|
|
|
|
|
(169
|
)
|
|
|
(316
|
)
|
of which:
|
|
|
|
|
|
|
|
|
|
|
restructuring cash outlays
|
|
(11c)
|
|
|
(110
|
)
|
|
|
(99
|
)
|
contribution and benefits paid on pensions & other post-employment benefits
|
|
(15)
|
|
|
(49
|
)
|
|
|
(43
|
)
|
Interest received/(paid)
|
|
|
|
|
(89
|
)
|
|
|
(101
|
)
|
Taxes received/(paid)
|
|
|
|
|
(34
|
)
|
|
|
(27
|
)
|
Net cash provided (used) by operating activities
|
|
|
|
|
(292
|
)
|
|
|
(444
|
)
|
Capital expenditures
|
|
|
|
|
(106
|
)
|
|
|
(100
|
)
|
Disposal of Intellectual Property
|
|
|
|
|
|
|
|
|
|
|
Free cash flow - excluding Enterprise business
|
|
|
|
|
(398
|
)
|
|
|
(544
|
)
|
Free cash flow Enterprise business
|
|
|
|
|
2
|
|
|
|
11
|
|
Free cash flow - including Enterprise business
|
|
|
|
|
(396
|
)
|
|
|
(533
|
)
|
(1)
|
Q1 2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
(2)
|
Including amounts received from discounted receivables (refer to Note 28 of our 2013 audited consolidated financial statements).
|
(3)
|
Including amounts received from the sale of French R&D tax credits (crédits dimpôt recherche) disclosed in Note 28 of our 2013 audited consolidated financial statements.
|
p. 21
c/ Cash (expenditure) / proceeds from obtaining / losing control of consolidated entities
|
|
|
|
|
|
|
|
|
(In millions of euros)
|
|
Q1 2014
|
|
|
Q1 2013
|
|
Obtaining control of consolidated entities
|
|
|
|
|
|
|
|
|
Cash (expenditure) on acquisition of newly consolidated entities
|
|
|
|
|
|
|
|
|
Cash and cash equivalents of newly consolidated entities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total - net impact on cash flows of obtaining control
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losing control of consolidated entities
|
|
|
|
|
|
|
|
|
Cash proceeds from disposal of formerly consolidated entities
|
|
|
76
|
|
|
|
|
|
Cash and cash equivalents of formerly consolidated entities
|
|
|
(29
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total - net impact on cash flows of losing control
|
|
|
47
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTE 17.
|
Commitments and contingencies
|
a/ Commitments
On February 28, 2014, in conjunction
with the targeted cost savings of our SHIFT plan, we entered into a 7-year Service Implementation Agreement with Accenture regarding the business transformation of our Finance Function, including the outsourcing of our Accounting
function. This agreement supplements two similar service agreements regarding Human Resources and Information technology. The three corporate functions concerned by these agreements are hereunder called Towers. The 7-year contract signed
with Accenture is expected to generate cost reductions to Alcatel-Lucent over the contract period, and includes: data processing services (back office) in finance, accounting and human resources; as well as IT services, support and maintenance of IT
applications in the countries in which Alcatel-Lucent operates.
As part of an initial two year transition and transformation phase, we are committed to
restructuring the three towers, which is estimated to cost 49 million. Overall, Alcatel-Lucent is committed, under these agreements, to purchase approximately 757 million of Accenture goods and services until 2020.
b/ Contingencies
With regard to the May 3, 2012
claim by ICE filed before the Tribunal Contencioso Administrativo y Civil de Hacienda of Costa Rica for U.S.$18 million in pecuniary losses and an undetermined amount for moral damages, the Tribunal at a hearing on March 15, 2014 ruled in favor
of Alcatel-Lucent, confirming that the claim had already been settled. Alcatel-Lucent had not booked a reserve for this claim.
The investigation with
respect to Alcatel-Lucent Submarine Networks (ASN), and certain former employees of Alcatel-Lucent in relation to a project for a telecommunication submarine cable between Tahiti and Hawaii awarded to ASN in 2007 by the state-owned
telecom agency of French Polynesia (OPT) has resulted, in accordance with a ruling of February 6, 2014, in ASN being ordered to stand trial for allegedly benefitting from favoritism. We do not believe that it will have a material
effect on the Group.
In connection with the Trustee of the pension fund in The Netherlands that has been claiming damages from Alcatel-Lucent in
compensation for the wind-up costs allegedly to be incurred following the termination in 2011 of the administration agreement, a pleading session was held on March 7, 2014. The Court proposed to both parties to extend their informal settlement
discussions for a further eight weeks at least, after which the Court would make a ruling if no settlement was reached.
There were no other significant
events during the first three months of 2014 regarding the litigation matters disclosed in Note 36 of our 2013 audited consolidated financial statements appended to the Groups 20-F filing, and no significant new litigation has been commenced
since December 31, 2013.
NOTE 18.
|
Events after the statement of financial position date
|
There were no significant events between March 31, 2014, date of the statement of financial position and May 7, 2014, the date when the Board of
Directors authorized these unaudited interim condensed consolidated financial statements for issue, other than the repayment in full, on April 7, 2014, of the outstanding 274 million 6.375% Senior Notes.
p. 22
NOTE 19.
|
Quarterly information
|
Consolidated income statements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions of euros except per share information)
2013
(1)
|
|
Q1
|
|
|
Q2
|
|
|
Q3
|
|
|
Q4
|
|
|
Total
|
|
Revenues
|
|
|
3,063
|
|
|
|
3,440
|
|
|
|
3,500
|
|
|
|
3,753
|
|
|
|
13,756
|
|
Cost of sales
|
|
|
(2,198
|
)
|
|
|
(2,368
|
)
|
|
|
(2,384
|
)
|
|
|
(2,497
|
)
|
|
|
(9,447
|
)
|
Gross profit
|
|
|
865
|
|
|
|
1,072
|
|
|
|
1,116
|
|
|
|
1,256
|
|
|
|
4,309
|
|
Administrative and selling expenses
|
|
|
(489
|
)
|
|
|
(468
|
)
|
|
|
(471
|
)
|
|
|
(431
|
)
|
|
|
(1,859
|
)
|
Research and development costs
|
|
|
(578
|
)
|
|
|
(581
|
)
|
|
|
(553
|
)
|
|
|
(553
|
)
|
|
|
(2,265
|
)
|
Income (loss) from operating activities before restructuring costs, litigations, gain/(loss) on disposal of consolidated entities,
impairment of assets and post-retirement benefit plan amendments
|
|
|
(202
|
)
|
|
|
23
|
|
|
|
92
|
|
|
|
272
|
|
|
|
185
|
|
Restructuring costs
|
|
|
(120
|
)
|
|
|
(188
|
)
|
|
|
(113
|
)
|
|
|
(97
|
)
|
|
|
(518
|
)
|
Litigations
|
|
|
(2
|
)
|
|
|
(1
|
)
|
|
|
1
|
|
|
|
|
|
|
|
(2
|
)
|
Gain/(loss) on disposal of consolidated entities
|
|
|
2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2
|
|
Impairment of assets
|
|
|
|
|
|
|
(552
|
)
|
|
|
|
|
|
|
4
|
|
|
|
(548
|
)
|
Post-retirement benefit plan amendments
|
|
|
55
|
|
|
|
40
|
|
|
|
|
|
|
|
40
|
|
|
|
135
|
|
Income (loss) from operating activities
|
|
|
(267
|
)
|
|
|
(678
|
)
|
|
|
(20
|
)
|
|
|
219
|
|
|
|
(746
|
)
|
Finance costs
|
|
|
(98
|
)
|
|
|
(109
|
)
|
|
|
(90
|
)
|
|
|
(95
|
)
|
|
|
(392
|
)
|
Other financial income (loss)
|
|
|
(53
|
)
|
|
|
(72
|
)
|
|
|
(128
|
)
|
|
|
(65
|
)
|
|
|
(318
|
)
|
Share in net income (losses) of equity affiliates
|
|
|
2
|
|
|
|
1
|
|
|
|
2
|
|
|
|
2
|
|
|
|
7
|
|
Income (loss) before income tax and discontinued operations
|
|
|
(416
|
)
|
|
|
(858
|
)
|
|
|
(236
|
)
|
|
|
61
|
|
|
|
(1,449
|
)
|
Income tax (expense) benefit
|
|
|
52
|
|
|
|
(26
|
)
|
|
|
62
|
|
|
|
85
|
|
|
|
173
|
|
Income (loss) from continuing operations
|
|
|
(364
|
)
|
|
|
(884
|
)
|
|
|
(174
|
)
|
|
|
146
|
|
|
|
(1,276
|
)
|
Income (loss) from discontinued operations
|
|
|
(5
|
)
|
|
|
(3
|
)
|
|
|
(20
|
)
|
|
|
10
|
|
|
|
(18
|
)
|
Net Income (Loss)
|
|
|
(369
|
)
|
|
|
(887
|
)
|
|
|
(194
|
)
|
|
|
156
|
|
|
|
(1,294
|
)
|
Attributable to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity owners of the parent
|
|
|
(353
|
)
|
|
|
(885
|
)
|
|
|
(200
|
)
|
|
|
134
|
|
|
|
(1,304
|
)
|
Non-controlling interests
|
|
|
(16
|
)
|
|
|
(2
|
)
|
|
|
6
|
|
|
|
22
|
|
|
|
10
|
|
Net income (loss) attributable to the equity owners of the parent per share (in euros)
(2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share
|
|
|
(0.15
|
)
|
|
|
(0.37
|
)
|
|
|
(0.08
|
)
|
|
|
0.05
|
|
|
|
(0.54
|
)
|
Diluted earnings (loss) per share
|
|
|
(0.15
|
)
|
|
|
(0.37
|
)
|
|
|
(0.08
|
)
|
|
|
0.05
|
|
|
|
(0.54
|
)
|
Net income (loss) before discontinued operations attributable to the equity owners of the parent per share (in euros)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share
|
|
|
(0.15
|
)
|
|
|
(0.37
|
)
|
|
|
(0.07
|
)
|
|
|
0.05
|
|
|
|
(0.53
|
)
|
Diluted earnings (loss) per share
|
|
|
(0.15
|
)
|
|
|
(0.37
|
)
|
|
|
(0.07
|
)
|
|
|
0.05
|
|
|
|
(0.53
|
)
|
Net income (loss) of discontinued operations per share (in euros)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share
|
|
|
(0.00
|
)
|
|
|
(0.00
|
)
|
|
|
(0.01
|
)
|
|
|
0.00
|
|
|
|
(0.01
|
)
|
Diluted earnings per share
|
|
|
(0.00
|
)
|
|
|
(0.00
|
)
|
|
|
(0.01
|
)
|
|
|
0.00
|
|
|
|
(0.01
|
)
|
(1)
|
2013 amounts are re-presented to reflect the impacts of discontinued operations (see Note 9).
|
(2)
|
As a result of the capital increase of Alcatel-Lucent in 2013 via an offering of preferential subscription rights to existing shareholders, the calculation of basic and diluted earnings per share for Q1 2013 has been
adjusted retrospectively. Number of outstanding ordinary shares has been adjusted to reflect the proportionate change in the number of shares.
|
p. 23
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
|
|
|
|
|
|
|
Dated: June 2, 2014
|
|
|
|
Alcatel Lucent
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Jean Raby
|
|
|
|
|
Name:
|
|
Jean Raby
|
|
|
|
|
Title:
|
|
Chief Financial and Legal Officer
|