Registration Document 2016
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on 2017-05-05 at 05:40 REGISTRATION DOCUMENT 2016 INCLUDING ANNUAL FINANCIAL REPORT WorldReginfo - 78b96081-9076-4607-9395-5a48943214da CONTENTS Profi le 1 Interview with the Chairman 3 Highlights & key fi gures 4 Applications & services 6 Board of Directors & Executive Committee 10 6 Corporate governance, internal audit and risk management AFR 137 1 The GTT Group AFR 13 6.1 Report by the Chairman of the Board 1.1 GTT presentation AFR 14 of Directors on corporate governance 1.2 GTT and its shareholders AFR 21 and internal audit and risk management procedures AFR 138 1.3 Key fi gures – fi rst quarter 2017 AFR 23 6.2 Statutory Auditors’ report on the report by the Chairman of the Board of Directors AFR 166 Activity report AFR 25 2 6.3 Compensation of corporate offi cers AFR 167 2.1 The liquefi ed gas sector AFR 26 2.2 Onshore storage AFR 41 2.3 Services AFR 43 7 Additional information 181 2.4 Development of new activities 7.1 Legal information 182 by the Group AFR 46 7.2 Share capital AFR 186 2.5 Summary of orders received in 2016 7.3 Shareholding AFR 190 and 2017 AFR 53 7.4 Stock market 192 7.5 GTT’s results over the past fi ve fi nancial years AFR 193 3 The fi nancial statements AFR 55 7.6 Related-party transactions 194 3.1 Analysis of the fi nancial statements AFR 56 7.7 Information about the Statutory Auditors 197 3.2 Financial information under IFRS AFR 66 3.3 Statutory Auditors’ report on the annual fi nancial statements prepared Combined Shareholders’ AFR 8 in accordance with IFRS 94 Meeting of May 18, 2017 199 3.4 Update of forecasts 95 3.5 Statutory auditor’s report 8.1 Agenda of the Combined Shareholders’ on the forecasts for the year Meeting 200 ended December 31,2016 96 8.2 Board of Directors’ report on the draft resolutions 201 8.3 Statutory Auditors’ report AFR 212 4 Social, environmental 8.4 Draft resolutions AFR 214 and societal information AFR 97 4.1 Vision 98 Appendix 219 4.2 Approach and methodology 99 4.3 Employee data 100 1. Financial information AFR 4.4 Societal information 110 under French GAAP 220 4.5 Environmental information 113 2. Statutory Auditor’s report on the fi nancial statements AFR 241 4.6 Independent verifi er’s report on social, environmental and societal information 3. Tables of concordance 242 presented in the management report 118 4. Glossary 251 5. Declaration by person responsible for the Registration Document AFR 253 5 Risk factors AFR 121 6. Preliminary remarks 254 5.1 Operational risks AFR 122 5.2 Industrial and environmental risks AFR 128 5.3 Legal risks AFR 130 5.4 Financial Risks AFR 133 5.5 Risk management process AFR 134 Annual Financial Report items are clearly identifi ed in this summary with the aid of the AFR pictogram AFR WorldReginfo - 78b96081-9076-4607-9395-5a48943214da PROFILE GTT is an engineering company specialised in membrane Company designs and markets technologies which combine containment systems for liquefied gas transport and operational effi ciency and safety to equip LNG carriers, LNG storage. GTT has been developing technological expertise fl oating platforms and multi-gas transport vessels. GTT also in the liquefi ed gas industry for over 50 years, in particular provides solutions for onshore storage tanks and the use of in liquefi ed natural gas (LNG). The company builds trusting LNG as a fuel for vessels propulsion as well as a wide range relationships and lasting partnerships with all its stakeholders : of services in engineering, consultancy, training, maintenance shipyards, ship-owners, gas companies, terminal operators and assistance and technical studies at each stage of the liquefi ed classifi cation societies. gas chain. Thanks to the know-how of its experienced team of engineers and its continuing efforts in research and development, the THE COMPANY’S STRENGTHS 3 Core business 3 Finance - Unique positioning in its core business - Cost base fl exibility - Solid economic fundamentals - No foreign exchange risks - Capacity for innovation and unique know-how - Strong balance sheet - Potential for growth into adjacent areas - High dividend - Sustainable development €236M 96 358 revenues in 2016 current orders as at employees at the end December 31, 2016 of December 2016 Pursuant to its General Regulation and, notably, Article 212-13, the Autorité des Marchés Financiers (the “AMF”) registered this Registration Document on April 27, 2017 under No. R. 17-030 . This document may only be used in connection with a fi nancial transaction if supplemented by an information notice authorised by the AMF. It has been drawn up by the issuer and its signatories are liable for its contents. It was registered in accordance with Article L. 621-8-1-I of the French Monetary and Financial Code after the AMF had checked that the document was clear and complete and the information it contained was consistent. This does not imply that the AMF has verifi ed the accuracy of the accounting and fi nancial items it contains. Copies of this Registration Document are available, free of charge, from the registered offi ce of GTT, 1 route de Versailles – 78470 Saint-Rémy-lès-Chevreuse, and on the website of the Company (www.gtt.fr) and that of the Autorité des Marchés Financiers (www. amf-france.org). WorldReginfo - 78b96081-9076-4607-9395-5a48943214da GTT REGISTRATION DOCUMENT 2016 1 Philippe Berterottière “THE ENTIRE TEAM AT GTT IS FOCUSED ON INNOVATING AND DEVELOPING SAFER AND MORE EFFECTIVE SOLUTIONS THAT BENEFIT THE LNG INDUSTRY, THE COMPANY AND ITS SHAREHOLDERS.” WorldReginfo - 78b96081-9076-4607-9395-5a48943214da INTERVIEW WITH THE CHAIRMAN What kind of a year was 2016? What are GTT’s goals for the coming years? 2016 was marked by a wait-and-see attitude from charterers Demand for LNG remains strong, particularly in Asia. We are and operators who, given the uncertain environment, sought also seeing new countries opening up to the LNG market every to optimise the use of their fleets, therefore limiting the year. In addition, the LNG supply is moving to the United States number of LNG carrier orders. However, thanks to excellent with the construction of several liquefaction projects. All of this cost control, GTT was able to maintain its competitiveness is favourable for LNG transport and storage needs and should with net profi t at a historical high of 119.6 million euros and a gradually result in new orders for LNG carriers from operators. net margin of more than 50%. LNG is also an attractive fuel for new power generation plants due to its higher average thermal effi ciency versus coal and In a market environment which continues to be diffi cult for lower carbon footprint. The conversion by power plants should LNG transport, we noted improvement in certain short-term be further strengthened by the current competitiveness of indicators, such as vessel charter rates, at the end of the LNG prices compared to coal. fi nancial period. We will be watching their evolution over the coming months. However, demand for LNG increased by 6% in Lastly, we are continuing our efforts to expand our offer and 2016. It was particularly sustained in Asia, notably in China and enter new adjacent markets. This is already true in a major area India, which have implemented policies in favour of natural like offshore storage. In addition to the success of FSRUs, we gas and LNG. believe that the emerging market for medium-capacity vessels and LNG as a fuel will be an important source of income over We have also pursued our R&D efforts and received a first the coming years. This is a real energy transition which meets order for our latest technology, Mark V, which is a major a signifi cant challenge in terms of limiting greenhouse gas technological advance. emissions. What is your roadmap for 2017? Many initiatives at both the local and global levels are intended to promote the transition via incentives and stricter 2017 started rather well. We received four orders for FSRUs regulations. At the end of 2016, two years ahead of schedule, - fl oating LNG storage and regasifi cation units- since January the IMO(1) confi rmed the implementation in 2020 of the Global and one for an LNG carrier, which provide better prospects Sulfur Cap, which will limit sulf ur emissions in the world’s than last year and demonstrate that the LNG market is oceans. The European Union and China have also announced continuing to grow. Although we continue to be cautious, measures to limit the emissions of vessels in many ports and we believe that the liquefaction projects under construction, high traffi c areas. notably in the United States, should generate demand for 50 new LNG carriers over the coming years. LNG propulsion has been used successfully on LNG carriers for many years. It enables the near-total elimination of greenhouse With respect to the outlook for the current year, we estimate gases. We believe that these initiatives will help accelerate the that our 2017 revenues should be within a range of 225 to adoption of LNG as a fuel for other types of vessels. This is 240 million euros and we anticipate a net margin above 50% why GTT is implementing a number of initiatives to develop and that the dividend amount will be maintained for 2017. this activity. Furthermore , we are actively pursuing the development of our services activities for the benefit of all the players of the LNG chain . The entire team at GTT is focused on innovating and developing safer and more effective solutions that benefi t the LNG industry, the company and its shareholders .