This excerpt taken from the FTE 6-K filed Sep 2, 2005.
The distribution of any prospectus or the offer or sale of the warrants or shares issued following their exercise may be subject to specific regulations in certain countries. Persons in possession of this document must inform themselves of possible local restrictions and comply with them.
No measure has been taken to allow a public offering of the warrants or of the shares to be subscribed through the exercise of the warrants in any jurisdiction other than France, Germany, Belgium, Spain, the United Kingdom and the Netherlands. The legislation of certain countries may impose restrictions or conditions on the exercise or sale of the warrants by shareholders. Shareholders subject to such legislation must consult their advisors to inform themselves of the measures that must be taken to exercise their warrants.
A prospectus, or any other document or communication concerning the warrants or the shares to be subscribed through the exercise of the warrants, may not be transmitted and may not be considered as a share offering in the countries in which such an offering would violate applicable laws, particularly with regard to the countries mentioned below.
This excerpt taken from the FTE 20-F filed May 17, 2005.
In accordance with IFRS 1, assets and liabilities are to be recognized and measured in France Telecoms consolidated balance sheets and consolidated income statements under IFRS in accordance with the relevant IFRS standards. Compliance with IFRS standards is mandatory as of December 31, 2005, the date on which France Telecoms annual consolidated financial statements under IFRS will be prepared for the first time.
On the first-time adoption of IFRS, the carrying amounts of the assets and liabilities from the consolidated balance sheet reported in accordance with French GAAP as of December 31, 2003, must be measured retrospectively in the IFRS opening consolidated balance sheet on the basis of those IFRS standards that are in force as of December 31, 2005. However, IFRS 1 provides for exemptions from this basic principle in certain cases, some which are described below.
The results that will be reported under IFRS will differ in many respects from France Telecoms results that historically have been presented under French GAAP.
The differences in accounting principles between IFRS and French GAAP which France Telecom expects will have a significant impact on its financial condition and results of operations, and certain of the exemptions provided by IFRS 1 that France Telecom expects to use in measuring its IFRS opening consolidated balance sheet, are summarized below.
This excerpt taken from the FTE 6-K filed Apr 25, 2005.
The resolution to dissolve Equant will become effective immediately following the completion of the asset sale and will be irreversible. The corporate purpose of Equant from then onwards will be focused solely on the liquidation of its remaining assets. Equant will not immediately cease to exist at the completion of the asset sale, but will continue to exist for as long as is necessary to liquidate its assets, without carrying on any activity other than liquidation-related activities.
Effective as of the appointment of the liquidator (as explained in detail below under Appointment of Liquidator), the Management Board will no longer be in place, and the liquidator appointed at the extraordinary general meeting will take on the same duties and responsibilities as a member of Equants management board to the extent they are consistent with the liquidation process. The liquidators actions will be supervised by the Supervisory Board.
The liquidator will prepare a statement of account showing the amount and composition of the liquidation surplus. In addition, the liquidator will prepare a plan of distribution. Both the statement of account and the plan of distribution must be made available for inspection at Equants offices and the trade register of the Chamber of Commerce in Amsterdam. The liquidator must announce in a newspaper with a national distribution in The Netherlands where and until what date the documents will be available for inspection. At the date of the announcement, a two-month opposition period commences. During this period any creditor or person entitled to the liquidation proceeds (i.e., Equant shareholders) may oppose the statement of account or the plan of distribution by submitting objections to the competent district court. After the two-month opposition period has lapsed and any objections are either withdrawn or irrevocably resolved, the liquidator may proceed with the final distribution of the liquidation surplus.
Equant will cease to exist at the moment that all payments to creditors as part of the liquidation process have been settled and all liquidation surplus has been distributed. Upon Equant ceasing to exist, all of its shares will automatically cease to exist.
Pursuant to Dutch law, if at any time after a company has ceased to exist an asset or liability becomes apparent that was not taken into account at the time of the liquidation, the competent court may reopen the liquidation at the request of an interested party. The reopening of the liquidation of a company may result in a claim against the beneficiaries of the liquidated surplus (i.e., Equant shareholders) for repayment of any excess distributions. However, in accordance with the combination agreement, as of the completion of the combination, France Telecom will bear the risk of substantially all liabilities and is entitled to substantially all assets of Equant,
including those liabilities and assets that are unknown to Equant and France Telecom at the time of the liquidation. See The Combination Agreement.