REGISTRATION DOCUMENT Including the Annual Unancial Report Worldreginfo - 4E3f6317-7984-4435-8B2c-Cd58e13b8244 CONTENTS
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2 0 1 7 REGISTRATION DOCUMENT including the annual Unancial report WorldReginfo - 4e3f6317-7984-4435-8b2c-cd58e13b8244 CONTENTS MESSAGE FROM THE MANAGEMENT 1 KEY FIGURES, GROUP STRATEGY BOARD’S CHAIRMAN 2 AND RISK FACTORS 11 CORPORATE 1.1b 2017 key Ɠ gures 12 GOVERNANCE 3 1.2b Group strategy 14 MAROC TELECOM IN BRIEF 4 1.3b Risk factors 16 HIGHLIGHTS 2017 6 2 GENERAL INFORMATION ABOUT THE COMPANY 23 2.1b Person responsible for the Registration Document and for the audit of the Ɠ nancial statements 24 2.2b Information about the Company andbcorporate governance 26 3 DESCRIPTION OF THE GROUP, BUSINESS ACTIVITIES, LEGAL AND ARBITRATION PROCEEDINGS 61 3.1b Description of the Group 62 3.2b Business activities 70 3.3b Legal and arbitration proceedings 103 4 FINANCIAL REPORT 105 4.1b Consolidated results of the past threebyears 106 4.2b Overview 109 4.3b Consolidated Ɠ nancial statements atb31bDecemberb2015, 2016 and 2017 120 4.4b Statutory Ɠ nancial statements 166 5 RECENT DEVELOPMENTS AND GROWTH OUTLOOK 197 5.1b Recent developments 198 5.2b Market outlook 198 5.3b Objectives 199 6 NOTES 203 Cross-reference table 204 Financial information reported in 2017 207 Statutory auditors’ fees 207 Ordinary Shareholders’ Meeting ofbAprilb24,b2018 208 Glossary 210 WorldReginfo - 4e3f6317-7984-4435-8b2c-cd58e13b8244 2017 REGISTRATION DOCUMENT Including the annual financial report This Registration Document was filed with the French Financial Markets Regulator (AMF) on April 09, 2018, in accordance with Article 2212-13 of its General Regulations. The Registration Document may be used in connection with a financial transaction if supplemented by an offering circular (note d’opération) approved by the AMF. The document was prepared by the issuer and is binding on its signatories. MAROC TELECOM ____ 2017 Registration Document 1 WorldReginfo - 4e3f6317-7984-4435-8b2c-cd58e13b8244 + MESSAGE FROM THE MANAGEMENT BOARD’S CHAIRMAN Abdeslam Ahizoune Despite strong competitive and regulatory pressure, the performance of the Maroc Telecom Group in 2017 was excellent and demonstrated its resilience and agility in adapting to market developments. Its good results afƓ rm its strategic choices and give it the resources to achieve its ambitions. The Group is oriented toward Africa, where it currently has nearly 57bmillion customers, including more than 35bmillion in its subsidiaries on the continent. Maroc Telecom is one of the Ɠ rst companies that shared its know-how to help Africa develop harmoniously and rely on its own strength to achieve progress. This development, which involves promoting employment and investment to combat the digital divide, aims to provide everyone with the tools to speed up access to knowledge and expertise. The success of Maroc Telecom’s subsidiaries is based on the geographic proximity and the sharing of a common cultural and historical heritage, as well as respect for identities and, of course, the participation of local human resources. All of these assets can be seen in the current rapid growth of Maroc Telecom’s platform, one of the most successful in Africa and a signiƓ cant contributor to the Group’s results today. Because access to new technologies is an essential condition for the emancipation of individuals and societies, Maroc Telecom has made it a priority to support the development of a uniform and efƓ cient digital society. This is what made 2017 anotherbyear of massive investments across the Group to deploy and expand infrastructure and make technological innovation accessible to as many people as possible. Efforts are still constantly underway to connect the most remote areas. It is in this context that Maroc Telecom, after deploying 52,000 km of Fiber Optic cable nationally and internationally, will launch the West Africa international Ɠ ber optic undersea cableway in 2018. By signiƓ cantly increasing the connectivity of the countries linked to it, this cable will contribute to the permanent reduction of the digital divide in Africa. More than a global telecoms operator, Maroc Telecom is assisting the development of an entire continent. More than a global telecoms Abdeslam Ahizoune operator, Maroc Telecom is assisting the development of an entire continent. 2 MAROC TELECOM ____ 2017 Registration Document WorldReginfo - 4e3f6317-7984-4435-8b2c-cd58e13b8244 + CORPORATE GOVERNANCE François Hassan Abdeslam Larbi Brahim VITTE RACHAD AHIZOUNE GUEDIRA BOUDAOUD MANAGEMENT BOARD SUPERVISORY BOARD Chairman Chairman – Abdeslam Ahizoune, – Mohamed Boussaïd, Chairman of the Management Board Minister of the Economy and of Finance Members Deputy Chairman – Larbi Guedira, – Eissa Mohamed Al Suwaidi, Managing Director Services Chairman of the Board of Directors of Etisalat Group – Hassan Rachad, Managing Director Networks and Systems Members – Brahim Boudaoud, – AbdelouaƓ LAFTIT, Managing Director, Legal and Regulatory Affairs Minister of the Interior – François VITTE, – Abderrahmane Semmar, Chief Financial OfƓ cer Director of Public Companies and Privatization at the Ministry of the Economy and of Finance – Mohamed Hadi Al Hussaini, Maroc Telecom also Member of the Board of Directors of Etisalat Group includes eight regional divisions reporting to the Management Board’s Chairman – Saleh Al Abdooli, Chief Executive OfƓ cer of Etisalat Group – Mohamed Saif Al Suwaidi, Director General ofbAbu Dhabi Fund for Development – Hatem DOWIDAR, Managing Director of Etisalat International – Serkan Okandan, Chief Financial OfƓ cer of Etisalat Group MAROC TELECOM ____ 2017 Registration Document 3 WorldReginfo - 4e3f6317-7984-4435-8b2c-cd58e13b8244 + MAROC TELECOM IN BRIEF MAROC TELECOM Burkina Faso Morocco ONATEL CASANET % % 51 100 MAROC TELECOM MAROC TELECOM Niger AT NIGER Mauritania % MAURITEL 100 51.5 % MAROC TELECOM MAROC TELECOM * Benin ETISALAT BÉNIN 100% Mali MAROC TELECOM SOTELMA 51% MAROC TELECOM Central Ivory Coast AFRICAN RÉPUBLIC AT CÔTE D’IVOIRE % % 100 85 MAROC TELECOM MAROC TELECOM Ivory Coast PRESTIGE TELECOM CÔTE D’IVOIRE Gabon GABON TELECOM % Togo 100 AT TOGO % MAROC TELECOM % 51 95 MAROC TELECOM ** MAROC TELECOM LB@GBU<:GMIE:R>K BGMA>><HGHFB< :G=LH<B:E=>O>EHIF>GMH? 10 African countries * 51.5% controlled via CMC, a Mauritanian company. ** Merger of Gabon Telecom and AT Gabon on June 29, 2016. Historical Maroc Telecom is the incumbent 1984 1998 2001 2004 telecommunications operator in the Kingdom of Morocco. It operates in the Fixed-line telephony, Mobile telephony and Internet segments. &UHDWLRQRI2137 Creation Acquisition IPO in Moroccan Post and RI0DURF7HOHFRP6$ of 54% Casablanca 7HOHFRPPXQLFDWLRQV of Mauritel SA and Paris Bureau Vivendi’s entry into 0DURFb7HOHFRPōVFDSLWDO 4 MAROC TELECOM ____ 2017 Registration Document WorldReginfo - 4e3f6317-7984-4435-8b2c-cd58e13b8244 MAROC TELECOM IN BRIEF 3 5 49 % MAD billions OF THE GROUP REVENUES GROUP EBITDA MARGIN TOTAL CONSOLIDATED REVENUES 5.9 8.2 MAD billions MAD billions ADJUSTED NET EARNINGS, IN GROUP INVESTMENTS GROUP SHARE 57 10, 879 millions GROUP WORKFORCE OF CUSTOMERS 2006 2007 2009 2014 2015 2016 Acquisition Acquisition of 51% Acquisition Etisalat acquires Acquisition of Etisalat’s Merger of 51% of Gabon Telecom of a 51% stake a stake in six African subsidiaries of Gabon stake in Sotelma Maroc Telecom in Ivory Coast , Gabon, Telecom in Onatel Sale of 4% of Maroc Telecom Niger, the Central African and Moov Gabon by the Moroccan Government Republic and Togo on the Casablanca stock exchange MAROC TELECOM ____ 2017 Registration Document 5 WorldReginfo - 4e3f6317-7984-4435-8b2c-cd58e13b8244 + HIGHLIGHTS 2017 March – In Morocco, reintroduction by the ANRT of a 20% asymmetry for Mobile January termination rates. Maroc Telecom’s Mobile termination rates decreased from MAD 0.1399/min to MAD 0.1169/ min, while Orange’s and Inwi’s remained – In Morocco, launch of a new 59 DH unchanged at MAD 0.1399/min. mobile plan: 3bhours of calls and 3GB. – In Morocco, launch of a satellite Internet February – In Morocco, Roaming rate overhaul offer to Residential, Business and accompanied by new zoning. Professional segments, with a range of speeds up to 20 Mb/s starting at – In Mali, the operators’ contribution to MADb249 incl. tax. the Universal Access Fund was increased – In Morocco, overhaul of Residential Fiber from 1.0% to 2.0% of revenues excluding – Cancellation of voice roaming charges for Optic offerings, with the decrease of the interconnection charges. customers between Senegal, Ivory Coast, 100MB rate to MADb500 incl. tax/Month, Mali, Togo, Burkina Faso and Guinea – In Benin, introduction of a new 10% tax on the launch of the new 200 Mb/s speed and starting Marchb31, 2017. gross revenues replacing the incoming marketing cessation of the 50 Mb/s speed. international call tax (CFA francb 53/min), – In Gabon, cancellation of ROAM (10% of – In Ivory Coast, Februaryb7, 2017 regulator the tax on outgoing calls (CFA franc b5/ revenues) and its replacement by a social decision prohibiting On-Net & Off-Net rate min) and the SMS tax (CFA franc b2/SMS). VAT of 1% of revenue. differentiation for all operators. en attente retour image sur la VF 6 MAROC TELECOM ____ 2017 Registration Document WorldReginfo - 4e3f6317-7984-4435-8b2c-cd58e13b8244 HIGHLIGHTS 2017 June May – In Morocco, referral to Wana regarding certain operational aspects of roll-out of unbundling. – In Morocco, enhancement of MADb 5 – In Morocco, enhancement of the prepaid Mobile internet pass, which now Residential Fiber Optic plan by addition April offers 500MB instead of 400MB. of a free Ɠ xed line with unlimited access to the Maroc Telecom Fixed-Line network – In Gabon, awarding to Gabon Telecom and 10b hours of calls to Domestic of a new universal license for a 10-year Mobile lines and the major international period and an amount of CFAb9bbillion. – In Morocco, enhancement of the Jawal destinations of Zone A. – In Ivory Coast, the Prestige Board of SIM card pack: customers now have a – In Morocco, launch of the Datacenter Directors approved the early dissolution MADb50 voice credit valid for 6bmonths Hosting plan designed to meet the need of the Company on Juneb16, 2017. instead of 3bmonths, 1bhour of domestic to share company IT infrastructures.