Under the Euro Medium Term Note Programme ... - Finance - EDF
Under the Euro Medium Term Note Programme ... - Finance - EDF
Under the Euro Medium Term Note Programme ... - Finance - EDF
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Risk Factors<br />
Risks associated with acquisitions and disposals<br />
As part of its development strategy, <strong>the</strong> <strong>EDF</strong> Group has carried out and may carry out<br />
transactions involving <strong>the</strong> acquisition of assets or equity interests, as well as mergers or <strong>the</strong><br />
creation of joint ventures and, more generally, all types of external growth transactions.<br />
External growth transactions involve inter alia <strong>the</strong> following risks: (i) <strong>the</strong> assumptions used by<br />
<strong>the</strong> <strong>EDF</strong> Group in valuing <strong>the</strong> acquisition may not prove accurate, particularly concerning<br />
market prices, cost savings, profits, synergies and profitability; (ii) difficulties concerning <strong>the</strong><br />
quality and performance of assets acquired or <strong>the</strong> underassessment of <strong>the</strong> liabilities of<br />
acquired companies may be encountered; (iii) difficulties integrating <strong>the</strong> businesses or<br />
companies acquired may occur; (iv) <strong>the</strong> <strong>EDF</strong> Group may not be able to retain certain key<br />
employees, customers or suppliers of <strong>the</strong> acquired companies; (v) <strong>the</strong> <strong>EDF</strong> Group may be<br />
required or wish to terminate certain pre-existing contractual relationships on costly and/or<br />
unfavourable financial terms; (vi) <strong>the</strong> <strong>EDF</strong> Group may increase its debt to finance <strong>the</strong>se<br />
acquisitions, limiting its financial flexibility and <strong>the</strong> opportunity to obtain additional loans in <strong>the</strong><br />
future; and (vii) <strong>the</strong> <strong>EDF</strong> Group may be required to make commitments to <strong>the</strong> antitrust<br />
authorities, which may be implemented on terms that are less favourable than anticipated for<br />
<strong>the</strong> <strong>EDF</strong> Group.<br />
Consequently, <strong>the</strong> benefits expected from future or completed acquisitions may be lower or<br />
may not be obtained as quickly as expected, which could have a negative impact on <strong>the</strong> <strong>EDF</strong><br />
Group’s financial results, financial position and outlook.<br />
The <strong>EDF</strong> Group has also carried out and may carry out transactions involving <strong>the</strong> disposal of<br />
assets or equity investments. In <strong>the</strong> connection with such disposals, <strong>the</strong> <strong>EDF</strong> Group may<br />
provide guarantees concerning <strong>the</strong> assets sold and, consequently, may have to pay<br />
compensation or make price adjustments to <strong>the</strong> purchaser, which could have a negative<br />
impact on <strong>the</strong> <strong>EDF</strong> Group’s financial results, financial position and outlook.<br />
The <strong>EDF</strong> Group may also decide to not carry out external growth transactions and disposals<br />
it has planned, or to carry <strong>the</strong>m out for a price o<strong>the</strong>r than <strong>the</strong> desired price, due inter alia to<br />
contractual, financial or regulatory limitations, or political intervention. This may have a<br />
negative impact on <strong>the</strong> <strong>EDF</strong> Group’s financial results, financial position and outlook.<br />
The various reorganisations required by market liberalisation could have operational<br />
and financial consequences for <strong>EDF</strong><br />
Liberalisation of <strong>the</strong> market has resulted inter alia in a transfer mainly of distribution and<br />
transport activities to subsidiaries and <strong>the</strong> reorganisation of <strong>the</strong> joint entities through which<br />
<strong>EDF</strong> and primarily GDF Suez (formerly Gaz de France) previously managed sales, billing,<br />
customer services and <strong>the</strong>ir distribution networks. The various reorganisations may impact<br />
<strong>the</strong> functioning of marketing and distribution activities and relationships with local authorities.<br />
Fur<strong>the</strong>rmore, <strong>the</strong>y may generate substantial costs to adapt support structures and functions,<br />
in particular information systems.<br />
Risks associated with information systems<br />
The <strong>EDF</strong> Group operates multiple and highly complex information systems (servers,<br />
networks, applications, databases, etc.), which are essential for <strong>the</strong> conduct of its<br />
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