annual business report 2007

Transcription

00 | Table of contents
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1. Message of the CEO
2. Utopia Group of Cinemas
Movies, Moments & More
Utopia: Movies, digital & more
Key dates of the Utopia story
The sites of Utopia Group
3. Company Organisation
Board of Directors
Committees
Executive Management
Country Management
Corporate Governance
4. Company Structure
5. Consolidated Reporting
Consolidated Management report
Independent Auditor’s report
Consolidated balance sheet
Consolidated income statement
Notes to consolidated accounts
6. Statutory Accounts
Management report
Independent Auditor’s report
Balance Sheet
Income statement Utopia S.A.
Notes to statutory accounts
7. Colophon
3
01 | Message of the CEO
The year 2007 will be remembered by the industry for
having clearly shown that there is no structural crisis in
the business, but that cinema clearly depends on conjuncture and other external factors. After a reasonably
good start, a particularly sunny month of April annihilated all efforts to make moviegoers watch films in a dark
theater. After the best summer months ever in Europe
- in terms of cinema visits - the lack of attractive films
during the year’s final period made all summer-grown
hopes and forecasts vanish. Yes, 2007 was a rollercoaster ride perfectly reflecting the industry’s evolution
since its beginning. But this only shows that cinema is
still an appealing entertainment and that the challenge
for exhibitors is to keep their cinemas attractive thanks
to state of the art technology and a culturally diversified
content. If the film production, and thus the offer, is of
quality (and the sun not too shiny), than the cinema
exhibition industry is performing well.
Even though the year 2006 - after a difficult period for
Utopia Group - brought improvement and stabilization,
it was still characterized by a tense structural situation
in the Dutch affiliates of the group. A restructuring of
debts and renegotiation of some major contracts could
however be reached during 2007, allowing management to concentrate again on its core operational business in all four territories.
From its beginning, Utopia’s concept was clearly futureoriented and saw the cinema-going experience as a
culturally and socially driven phenomenon. It’s not just
about films, but about a whole evening out in a pleasant environment. That’s why the group continued developing or expanding new event-driven concepts and
products, like the everywhere hugely successful and
copied ‘Ladies’ Night’, like the ‘sneak-preview’ or the
generalization of family-tickets. New consumer audi4
ences have been targeted by the introduction of special
screenings for children (Kids-Club/Kifika) or for more
mature or elderly audiences (Senior screenings, …) as
well as life retransmissions of operas (e.g. New York
Metropolitan Opera).
Besides constant awareness to the public’s demands
and needs in an ever more challenging leisure environment, Utopia primarily continued focusing on efficient
cost control without losing its primary objective of
delivering the best possible service to an ever more
demanding audience.
| Figures
The group sold 3 607 322 cinema tickets in 2007
(-4,51%) representing a total turnover of € 35,9 million
(-0.41%). This turnover splits up regionally as follows:
Luxembourg
11 616 525 €
32,38 %
Belgium
10 582 047 €
29,5 %
The Netherlands
11 352 518 €
31,65 %
2 319 086 €
6,47 %
France
According to the different activities generating the
revenues, the turnover may be detailed as below:
Movies
23 296 649 €
64,95 %
Foyer Sales
8 972 540 €
25,01 %
Advertising
1 398 816 €
3,90 %
Rents
1 570 055 €
4,38 %
Other
632 117 €
1,76%
The group’s 2007 result on ordinary activities before
taxes comes to a profit of € 0,72 million as compared to
€ 0,95 the year before. This decrease, though reflecting the somehow disappointing business of the year, is
mainly due to extraordinary elements.
Thanks to the operational cash flow of € 6 million generated in 2007 (€ 5,7 million in 2006), and to the fact
that no new major investments were done, the group
was able to lower its net debt position by 13,5 % (from
€ 23,5 million to € 20,3 million) and thus improve its
solvability ratio to a sound 38 %. Furthermore, a relution of the share value resulted from the acquisition of
a package of own shares in May 2007 and the subsequent cancellation of these own shares.
| Into the future
Through its future oriented vision, Utopia was the first
exhibitor in Europe being able to ensure the entire
career of a film in digital projection. Since June 2006,
Utopolis Luxembourg was the first 100 % high definition digital cinema equipped multiplex in Europe and
as of January 2007, all pre-show advertising is done
fully digital at all the group’s screens in Luxembourg.
Utopia was also the first in the Benelux and France to
endorse digital 3D cinema by rolling out this promising
technology as of March 2007 to all its digitally equipped
theaters.
In fact Utopia believes that the main objective for the
future will not be fighting the closing gap of releasewindows, but to put all effort in maintaining and
even increasing the quality gap between the cinema
experience and home-cinema. And to face the future
of cinema, Utopia knows that the film experience in a
cinema must clearly stay a different and better experience than any other way of watching films. That is why
Utopia commits entirely to digital cinema and will continue playing a leading role in this domain as the group
is convinced that a high quality projection in high definition cinema on a giant screen can never be challenged
even by the best full HD flat-screen home-cinema.
Thanks to the quality of its state of the art theatres, and
the constant worry the group puts on service delivered
by dedicated and well trained staff, Utopia strongly believes in the future appeal of its own business concept
and of the whole cinema industry.
This all the more that in 2008 - after a rather slow start,
in line with the end of the previous year – audiences
have shown a strong interest in films programmed as
of mid-February. Thanks to a certain number of mainly
domestic and European films, the first quarter of the
current year has seen a significant increase in visitors
on most territories and the line-ups of the films yet to
come, both for the start of the summer and for the end
of the year, appear to be most promising.
The recent change in shareholder structure and the announced intention of Audiolux to launch an offer for the
acquisition of the shares of Utopia S.A. which remain in
free float and to propose a withdrawal from the stock
exchange will have no effect on management of the
company. Over the next years, after successful accomplishment of the intended operation, Utopia Group
should be able to rely on a stable shareholder structure
and thus fully concentrate on optimizing operational
profitability.
Nico Simon, CEO
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02 | Utopia Group of Cinemas
a. Movies, Moments & More
| The Utopia concept
Aware of the changing needs and demands of the
leisure branch, the Utopia concept was totally implemented in the very first multiplex developed some ten
years ago: Utopolis Luxembourg was conceived as a
global leisure-centre included in a multi-screen cinema
complex. Though, according to Utopia’s concept, cinema
needs to be the central activity, other leisure-linked
activities are a must to create the critical mass to attract
and divert consumers in an ever more demanding and
challenging environment.
Restaurants, cafés, DVD and music shops, fitnesscentres, and even midsized supermarkets fit into the
concept that some 10 years after it was developed,
proves to be the one best fitted to face the future of
cinema: a commercial shopping mall included in a
cinema as opposed to a cinema included in a shopping
mall.
| The Utopia spirit:
From its beginning as a group in 2002, Utopia was
aware of the necessity to create its very own and
distinctive corporate identity. This has lead to ‘Movies,
Moments & More’, an innovative concept developped
by the marketing teams in the four countries, and
designed to perfectly reflect the commercial strategies
of UTOPIA GROUP.
Movies
- the ultimate in motion and sound technology
- vast parking spaces, comfort and safety
- ever expanding activities
- the best in mainstream block-buster films presented
in state of the art cinemas
- clear commitment to art-house films through the
Ciné-Utopia label
Moments
- every visit is a moment of total pleasure
- welcoming atmosphere
- passion, emotion and magic
More
- … value for customers’ money
- … special events (festivals, film-societies, educational screenings, etc.)
- … new Alternate Contents: life-retransmissions;
gaming; documentaries; operas; local low-budget
productions; …
- … fun in a completely integrated leisure environment
- … accessibility and flexibility to corporations for business and marketing events
| The key to the Utopia concept:
- to listen to the public’s demands and requests
- to be active and not re-active
- to remain open to new business opportunities or
special requests
- to closely follow all new technological developments
and above all:
- to deliver good service by leisure professionals and
well trained teams
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b. Utopia: Movies, digital & more
In 2004, Utopia was one of the first groups in Europe to
take an option on the digital future of cinema.
This is a major challenge. Yes, the future of the cinema
will be digital and by vigorously endorsing this new
technology, without renouncing to or neglecting the
‘argentic film-origins’, Utopia intends to position itself
as a foreboding force in Europe. Utopolis Luxembourg
was the first European multiplex to be equipped 100 %
with digital high definition cinema projectors and
servers. Out of 15 screens in the group’s two sites in
Luxembourg, 13 are digital.
In its aim to participate in the film industry’s progression toward digital, Utopia group’s project is not
primarily aimed at a short term marketing advantage
by installing a single digital projector at each site. In its
initial phase, the main objective consisted in installing
several projectors at each of the group’s principal sites,
thus allowing each digital print to have its entire exhibition career in the digital format and not being blocked
in its best positioning, which is essential to the profitability of each cinema complex.
As of January 1st 2007, all pre-show advertisement in
Luxembourg is digitally released thanks to a scheme
that embodies the revenues from this important business into the local business-model and still offers advertisers more flexibility at significantly lower cost.
Utopia group’s decision to go forward and to forego
a large part of the industry’s endless discussions was
motivated by several arguments:
- The quality of the 2k technology available today
is equivalent if not mostly superior to the 35 mm
release-prints delivered to theatres.
- While all the other media have been switching over
to digital for quite some time, cinema exhibition has
desperately, anachronistically and paradoxically clung
to analogue technology.
- High-definition Television and DVD are just around
the corner and they are closing the still existing
quality gap between home-cinema and traditional
film theatres. Digital cinema will ensure exhibitors to
maintain this gap by offering a quality that the best
possible consumer-oriented home-cinema will never
be able to offer.
- Professional high-end digital equipments are currently standardised by now. The faster they can be
implemented in the cinema exhibition business, the
faster cinemas can face the challenges of evolution
in the industry and meet consumers’ and business
partners’ new demands.
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Bridal Show - Utopolis Almere (NL)
Utopia Group sites currently equipped in digital projection:
UTOPOLIS Luxembourg (L) - 10 screens
Ciné UTOPIA Luxembourg (L) - 3 screens
UTOPOLIS Longwy (FR) - 3 screens
UTOPOLIS Mechelen (B) - 4 screens
UTOPOLIS Turnhout (B) - 4 screens
UTOPOLIS Almere (NL) - 3 screens
UTOPOLIS Emmen (NL) - 2 screens
UTOPOLIS Zoetermeer (NL) - 1 screen
Films presented in digital format
(January 2007 till March 2008):
By joining in right from the beginning, Utopia will be
able to participate in its future shape thanks to a learning and experimentation phase, in cooperation with
digital developers, manufacturers and film distributors:
- To be prepared in every department for tomorrow’s
technology, to be an active player in the field rather
than be surpassed by the shape of things to come.
- To present the cinema patron right here and now
with the best available projection quality.
- To explore and develop right now the new possibilities in revenue streams by offering alternative and
diversified content: gaming events, live broadcasting
of sports events, concerts and opera, etc.
- Commercially enhance and develop the rental of
cinema screens for conferences and commercial
presentations by substantially reducing the cost of
multimedia presentation for the client, while at the
same time increasing performance and flexibility.
And already today, digital cinema brings new opportunities to develop the industry’s core business by finally
making 3D-cinema mature. This new technology is just
in the starting blocks to give a new thrilling boost to the
theatrical visits by offering new artistic and commercial
ways of showing and watching films.
Mein Name ist Eugen (DE)
Wo ist Fred? (DE)
Taxi 4 (FR)
Happily Never after (B)
Blood Diamond (US)
300 (US)
Lotti (EE)
Meet the Robinsons 3D (US)
Dinosaurs 3D (CA)
Wild Safary 3D (B)
Harry Potter & the Order of the Phoenix (US)
Ëmmer Bereet (L)
Jeunesse Esch (L)
Le plein d’essence (L)
Am Éisleck (L)
Entrée d’artistes (L)
Vermist (B)
Timboektoe (NL)
Rush Hour 3 (US)
Luxembourg-USA (L)
Nuits d’Arabie (L)
Bloe Steen (L)
American Gangster (US)
Beowulf (US)
Beowulf 3D (US)
Golden Compass (US)
Bee Movie (US)
L

B

Astérix aux Jeux Olympiques (FR)

Charlie Wilson’s War (US)

National Treasure - Book of Secrets (US)

Sweeney Todd (US)

Cloverﬁeld (US)

Fly Me To The Moon 3D (B)
10.000 BC (US)

Léif Lëtzëbuerger (L)

Spiderwick Chronicles (US)

ﬁlms presented in 3D

Hotel op Stelten (Samson & Gert) (B)
U23D (US)

I am Legend (US)
Modus Operandi (B)
Bienvenue chez les Ch’tis (FR)

Aanrijding in Moskou (B)
Thanks to its digital installations, Utopia Group has been
the ﬁrst exhibitor in the territories where it is operating
to screen feature ﬁlms in 3D digital. Introduced in Luxembourg in March 2007, the system was spread to the
other countries for summer and fall this same year and
3D has since regularly been on the Utopolis screens.
Fr

Elisabeth : The Golden Age (US)
No country for old Men (US)
Les femmes de l’ombre (FR)
NL
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c. Key dates of the Utopia story
| Utopia - Luxembourg
1983 December: Founding of the Ciné Utopia, as non
profit association, by a group of film buffs in Luxembourg.
1988: Professionalisation and founding of UTOPIA sàrl in
Luxembourg.
1989: Opening of its first ‘artplex’ in Luxembourg City.
1992: UTOPIA is one of the founding members of ‘Europa
Cinemas’, which actively promotes the exhibition of
European non-national films in European cinemas.
1994: From sàrl, the company status is changed into an
S.A. and obtains financial partnership with Luxempart
and Kinepolis.
December 1996: Opening of its first ‘Utopolis’ multiplex,
dedicated to cinema, leisure and entertainment.
1999: UTOPIA acquires the Cinecity theatres in Belgium
and takes a participation in Kinepolis Thionville.
December 1999: IPO and introduction on the Luxembourg stock exchange.
2000: End of partnership with Kinepolis. UTOPIA terminates its participation in Kinepolis Thionville.
December 2000: UTOPIA and Audiolux acquire a 30 %
share in the Dutch Polyfilm group.
2001: Opening of the Utopolis multiplex in Longwy,
France.
| Cinecity - Belgium
1983 december: founding of Cinecity NV by a group of
film friends in Koersel (B).
1986 16th May: Opening of Cinecity Aarschot.
1993 18th March: Opening of Cinecity Lommel.
1994 21 December: Opening of Cinecity Mechelen.
1999: The Cinecity circuit is acquired by UTOPIA S.A..
| Polyfilm - Netherlands
1981: Founding of Polyfilm BV by a group of film buffs in
Lelystad (NL).
1982: Opening of its first cinema complex in Lelystad.
1984: Opening of its ‘Promenade Cinema’ in Zoetermeer.
1985: Opening of its ‘t Swaentje’ complex in Meppel.
1994: Polyfilm opens ‘Cinemare’ in Almere.
1994: Polyfilm acquires the ‘Cinema Royal’ in Oss.
1998: the ‘Movie Palace’ replaces the ‘Promenade Cinema’
in Zoetermeer.
2000: UTOPIA and Audiolux acquire a 30 % share in the
Dutch Polyfilm group.
10
Première “Enchanted” - Utopolis Luxembourg (L)
| Utopia group - Benelux & France
September 6th 2002: UTOPIA S.A. and POLYFILM, through a
takeover by Utopia, merge to form ‘UTOPIA GROUP’.
November 2002: 2 screens are added to the Lelystad complex (NL).
December 2002: Opening of Utopolis Turnhout (B).
March 10th 2003: Organisation of the first ‘Ladies’ Movie
Night’ at Utopolis Zoetermeer (NL), a concept introduced to
all other sites of the group from 2004 to 2006.
1st semester 2003: Complete refurbishing of the Ciné Utopia theatres in Luxembourg.
September 26th 2003: Complete overhaul of Utopolis
Mechelen (B).
November 2003: Inauguration of Utopolis Den Helder (NL).
October 2004: Start of first refurbishing phase at Utopolis
Luxembourg.
October 2004: Installation of 10 digital projectors in theatres in Luxembourg, Mechelen, Turnhout and Almere.
November 2004: Opening of Utopolis Almere (NL).
June 2005: Total renovation and modernisation of Utopolis
Aarschot (B).
November 2005: Opening of Utopolis Emmen (NL).
2006 Resizing: In the course of 2006, the following
theatres are closed, sold or abandoned: Ciné Ariston in
Luxembourg, Utopolis Hengelo and Ciné Utopia Almere in
the Netherlands.
June 2006: Installation of 20 more HD digital cinema projectors, thus turning Utopia Group, with 30 % of all screens
upgraded, to a leader in the domain of digital cinema.
Utopolis Luxembourg becomes the first multiplex in Europe
to be 100 % digital.
March 2007: installation of the 1st digital 3D equipment in
the Benelux at Utopolis Luxembourg for the release of Walt
Disney’s Meet the Robinsons. In the course of summer
2007, the sites of Mechelen and Turnhout in Belgium and
Almere, Emmen and Zoetermeer in the Netherlands were
also upgraded to the new 3D-exprerience.
11
Utopolis’ “Filmpie/Kifika” with friend
d. The sites of Utopia Group
in 2007 throughout 4 countries
Belgium
1
Utopolis, Aarschot
5 screens
729 seats
2
Utopolis, Lommel
5 screens
706 seats
3
Utopolis, Mechelen
11 screens - 4 digital 2260 seats
4
Utopolis, Turnhout
Total Belgium:
France
5
Utopolis, Longwy
9
Luxembourg
13
Total Luxembourg:
8
5 screens - 3 digital
661 seats
The Netherlands
12
11
4
2
1
8 Utopolis, Almere
9 Utopolis, Den Helder
6 screens
778 seats
10 Utopolis, Lelystad
5 screens
552 seats
11 Utopolis, Oss
5 screens
822 seats
12 Utopolis, Zoetermeer
13 Utopolis, Emmen
Total The Netherlands:
Total Group, Dec 31, 2007:
5
12
7 Ciné Utopia, Luxembourg City
10
3
6 Utopolis, Luxembourg City
6 7
90 screens - 30 digital 17 098 seats
03 | Company Organisation
03 | Company Organisation
a. Board of Directors:
Alain HUBERTY, Director and Chairman of the Board
(Secretary General Luxempart)
Christian KMIOTEK, Director and Vice-President of the
Board (Director of Companies)
Nico SIMON, Director and Chief Executive Officer
Luc NOTHUM, Director (independent)
AUDIOLUX, Director represented by
Jacquot Schwertzer (Director of Companies)
SOFINDEV NV, Director till November 2007,
represented by Ghislain Thijs (Investment Director)
UTOPIA MANAGEMENT, Director represented by
Charles Werner (Engineer)
The Board of Directors assures the follow-up of Management and the supervision of the Company and all
its subsidiaries. This body takes all decisions exceeding
daily business, either by itself, or upon proposal of the
created committees. In 2007, the Board of Directors had
four meetings.
b. Committees:
| Audit Committee:
Ghislain THIJS (Director) chairman of the
Audit Committee till November 2007
Alain HUBERTY (Director)
The Audit Committee assures a close monthly followup of the group’s operational and financial results and
follows the relationschip with the external auditor. It reports to the board of directors and prepares the figures
to be discussed at board level. This body has met five
times in 2007. The Executive Management attended
the meetings, the Chief Financial Officer preparing and
presenting the relevant figures.
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| Remuneration Committee:
Alain HUBERTY, Director
(Chairman of the Remuneration Committee)
Christian KMIOTEK, Director
The Remuneration Committee discusses remuneration
policy for the Executive Management. It reports to the
board of directors.
c. Executive Management:
| Management Committee:
Nico SIMON, Chief Executive Officer
Toon van GILS, Chief Operations Officer
Marleen ELSEN, Chief Financial Officer
The Management Committee is in charge of current affairs for Utopia S.A. and all its subsidiaries. Coordination
meetings are scheduled to take place every fortnight.
d. Country Management:
Stijn VANSPAUWEN, Country Manager Belgium
Jacky BECK, Country Manager Luxembourg and France
Peter ISAAK, Country Manager The Netherlands
In order to take into account specific needs for the
different territories the group is operating in, some
responsibilities have been given to the Country Managers under the supervision and coordination of the COO.
Meetings between Group Management Committee and
Country Managements are held once a month.
Corporate identity matters are coordinated by the COO
and discussed every term in the Group Operations Management Committee.
e. Corporate Governance:
The Corporate Governance Code adopted by the Shareholders at the Annual Shareholders Meeting on May 3,
2007 and as adapted according to evolution of the company can be downloaded from the internet at following
address: http://www.utopolis.lu/group/
04 | Company Structure
04 | Company Structure
UTOPIA MANAGEMENT SA
429 109 shares
PUBLIC
184 124 shares
40,84 %
AUDIOLUX SA
437 585 shares
17,52 %
41,64 %
UTOPIA SA
Capital € 5 254 090
1 050 818 shares
99,99 %
UTOPOLIS LONGWY SAS
Capital € 2 800 000
100 %
0,01 %
(1 share)
99,99 %
0,01 %
(1 share)
UTOPIA NEDERLAND BEHEER BV
Capital € 3 471 600
UTOPIA BELGIUM NV
Capital € 9 105 300
99,98 %
100 %
100 %
UTOPIA NEDERLAND VASTGOED BV
Capital € 7 500
UTOPIA NEDERLAND BV
Capital € 20 000
100 %
16
0,02 %
(1 share)
UTOPOLIS HENGELO BV
Capital € 36 304
100 %
UTOPIA ALMERE BV
Capital € 20 000
UTOPOLIS BELGIUM NV
Capital € 173 525,47
05 | Consolidated Reporting
a. Consolidated Management report
| Market tendencies
In 2007, Utopia Group sold 3 607 322 tickets, down
4,51% compared with 2006. Considering a comparable
perimeter, this decrease only amounts to 3,10%.
The consolidated turnover for 2007 amounts to
€ 35,9 million, a slight 0,41% decrease as compared
with the stronger –4,51% decrease in sold tickets.
As regards sites located in Luxembourg, the number of
visitors reached 1,06 million, i.e. 8,23% lower than in
2006 for a comparable perimeter.
The consolidated EBITDA* suffered a –5,4% drawback at
€ 6,7 million. The 2007 operational result (EBIT*) comes
out at € 2,1 million against € 2,4 million in 2006. This
decrease however is largely due to exceptional elements.
The Belgian sites of Utopia Group, all located in the
Flemish region, drew 1,1 million visitors, representing
a 5,5% setback. This decrease is nevertheless less than
the average realised in the Flanders region, which may
be estimated at some -7%, whereas the overall market
in Belgium only receded by 6,01%, thanks in particular to the outing of a few more promising films in the
French-speaking and Brussels region.
With regard to the global French market, which suffered
a setback of 5,6%, Utopolis Longwy with 277 300 tickets sold was able to maintain the 2006 frequentation
level.
In the Netherlands and for a similar perimeter, the
Group’s sites show a progress of 4,22% on a market
which although it confirmed its 2006 stabilisation - as
compared with the strong drop from previous years suffered an overall 5,6% regression.
18
| Financial results
A setback in cinema attendance was globally felt at
various degrees throughout Europe all along 2007.
A sunny month of April, not favourable to cinema
exhibition, as well as a striking lack of successful movies at the end of the year – whether national, local or
international – made it that the excellent months of July
and August were not sufficient to restore frequentation
to a level comparable to the previous year.
The Group generated an operational cash flow of
€ 6 million against € 5,7 million the previous year. As at
December 31, 2007, the net debt of the Group amounts
to € 20,3 million against € 23,5 million at the end of
2006.
Taking into account the corporate result which closes
with a net profit of € 2,27 million, the Board of Directors will propose to the shareholders to issue a gross
dividend of € 1,44 per share (€ 1,224 net), which
corresponds to a total amount of € 1 513 178.
(*) Utopia has defined EBITDA by adding back charges for depreciation, amortisation to
operating profit before financing costs and income taxes.
(*) EBIT: operating profit before financing costs and income taxes.
| Activities
In 2007, the Group succeeded in concluding significant
new contracts for the purpose of reorganising the Dutch
subsidiary of the Group. The debt was rescheduled and
lease agreements were renegotiated. The continuity of
Utopia Nederland was thus ensured as of July 2007.
Utopia Group promoted the development of new products over all territories where it is operational, such as
the ‘Kid’s Club’, regular shows for seniors, etc. It thus
adapted its offer to new requirements and to the evolution of the various demands of the audience. The group
also continued enhancing the ‘Ladies’ Movie Night’
concept, developed by Utopia in the Netherlands and
introduced since 2005 in the other areas. This highly
successful concept came to a real breakthrough during
2007 at all the group’s sites and has been taken up by
many other cinema operators.
Utopia Group continued its forerunner role in the area
of digital cinema. Utopia installed in March 2007 as the
first Benelux operator digital 3D at Utopolis
Luxembourg. The other main sites of the Group rapidly
followed, thus allowing from the very start to generate profit from this technology which has now become
mature and on which the major production studios are
now focusing. Let us recall that Utopolis Luxembourg
also was the first European multiplex to be equipped
at 100% with digital cinema projectors. Besides an
improved projection quality for films, digital technology
allowed to offer new alternative contents to the public
(as for example the broadcasting in high definition of
sports events, the direct broadcast from the ‘Metropolitan Opera’ in New-York, etc.) and to propose to companies and business partners flexible commercial solutions
for their presentations and conferences.
| Perspectives and significant events
after the closure
Following a rather slow start, in line with the end of
the previous year, the 2008 films have attracted as
from mid-February a stronger interest from the public.
Thanks to a certain number of films, mostly domestic
and European, the first quarter of the current year has
seen a significant increase in visitors on most territories.
The remainder of the year is characterised by promising
line-ups, both for the start of the summer and for the
end of the year. The return of franchises such as ‘Indiana Jones’, ‘Harry Potter’, ‘Narnia’, or yet again ‘James
Bond’, should make 2008 a good cinema year.
It is reminded that the company SOFINDEV NV
(Belgium), a shareholder of the Group since 2002, sold
all its shares to AUDIOLUX S.A. (Luxembourg), which
increased its participation up to 41,64%.
Audiolux moreover announced on March 7, 2008 that
it intended to launch an offer for the acquisition of the
shares of Utopia S.A. which remain in free float and to
propose to the company to leave the stock exchange.
An information notice detailing this offer will be made
public after Utopia’s General Shareholders Meeting.
The realisation of that operation will not however entail
any change in the exercise of control on the company
or its management, since the historical reference shareholders continue to exercise a joint control.
The Board of Directors
Luxembourg, March 28, 2008
19
b. Independent Auditor’s report
To the Shareholders of Utopia S.A.
| Report on the annual accounts
Following our appointment by the General Meeting of
the Shareholders dated May 3, 2007, we have audited
the accompanying consolidated annual accounts of
Utopia S.A. and its subsidiaries, which comprise the
consolidated balance sheet as at December 31, 2007,
and the consolidated profit and loss account for
the year then ended, and a summary of significant accounting policies and other explanatory notes.
Board of Directors’ responsibility for the consolidated annual accounts
The Board of Directors is responsible for the preparation and fair presentation of these consolidated annual
accounts in accordance with Luxembourg legal and
regulatory requirements relating to the preparation of
the consolidated annual accounts. This responsibility
includes: designing, implementing and maintaining
internal control relevant to the preparation and fair
presentation of consolidated annual accounts that are
free from material misstatement, whether due to fraud
or error; selecting and applying appropriate accounting policies; and making accounting estimates that are
reasonable in the circumstances.
20
Auditor’s responsibility
Our responsibility is to express an opinion on these
consolidated annual accounts based on our audit. We
conducted our audit in accordance with International
Standards on Auditing as adopted by the “Institut des
Réviseurs d’Entreprises”. Those standards require that
we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether
the consolidated annual accounts are free from material
misstatement.
An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the
consolidated annual accounts. The procedures selected
depend on the Auditor’s judgment, including the assessment of the risks of material misstatement of the
consolidated annual accounts, whether due to fraud
or error. In making those risk assessments, the Auditor considers internal control relevant to the entity’s
preparation and fair presentation of the consolidated
annual accounts in order to design audit procedures that
are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness
of the entity’s internal control.
An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of
accounting estimates made by the Board of Directors,
as well as evaluating the overall presentation of the
consolidated annual accounts.
We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our
audit opinion.
Opinion
In our opinion, these consolidated annual accounts give
a true and fair view of the consolidated financial position of Utopia S.A. and its subsidiaries as of
December 31, 2007, and of the consolidated results of
their operations for the year then ended in accordance
with Luxembourg legal and regulatory requirements
relating to the preparation of the consolidated annual
accounts.
| Report on other legal and regulatory
requirements
The consolidated management report, which is the
responsibility of the Board of Directors, is in accordance
with the consolidated annual accounts.
Luxembourg, April 18, 2008,
PricewaterhouseCoopers S.à r.l.
Réviseur d’entreprises
Represented by Luc Henzig
Actor-Director Dani Levy at DirActor’s Film Festival Luxembourg
c. Consolidated balance sheet as at December 31, 2007 in Euro
ASSETS
31/12/2007
31/12/2006
137 306
209 044
336 459
560 765
473 765
769 809
35 361 080
34 102 725
3 418 425
4 443 935
2 175 813
2 512 619
58 294
1 000 071
41 013 612
42 059 350
3 688 112
4 319 649
3 688 112
4 319 649
FORMATION EXPENSES | NOTE 3
FIXED ASSETS
Intangible Assets
Concessions, patents, licences, trademarks
and similar rights and assets acquired
for valuable consideration | NOTE 4
Goodwill | NOTE 5
Tangible Assets | NOTE 6
Land and buildings
Plant and machinery
Other fixtures and fittings, tools and equipment
Payments on account and tangible assets
in course of construction
Deferred tax assets
Deferred tax assets | NOTE 13
Financial Assets
Own shares
Other loans
TOTAL FIXED ASSETS
CURRENT ASSETS
Stocks
Finished goods and goods for resale
Trade Debtors
Trade Debtors
- becoming due and payable within one year
Other Debtors
22
Cash at bank, cash in postal cheque accounts,
cheques and cash in hand
TOTAL CURRENT ASSETS
PREPAYMENTS AND ACCRUED INCOME
TOTAL ASSETS
112 816
74 319
77 474
74 319
190 290
45 249 808
47 339 098
198 129
237 967
198 129
237 967
1 246 630
1 260 673
428 878
2 010 846
1 675 508
3 271 519
4 823 165
3 999 082
6 696 802
7 508 568
387 120
409 892
52 333 730
55 257 558
The accompanying notes form
an integral part of the
annual consolidated accounts
LIABILITIES
31/12/2007
31/12/2006
CAPITAL AND RESERVES
Subscribed capital | NOTE 7
Share premium account
Reserves
Legal reserve | NOTE 8
Special reserve | NOTE 9
Reserve for own shares | NOTE 10
Other reserves
Consolidated Reserve
Result for the financial year
Results brought forward | NOTE 11
TOTAL CAPITAL AND RESERVES
5 254 090
5 826 975
6 165 758
20 588 973
463 853
463 853
413 675
1 019 037
2 391 547
2 391 547
3 269 075
3 987 253
3 927 279
-12 918 653
672 909
248 618
112 816
605 362
19 894 473
17 733 166
PROVISION FOR LIABILITIES AND CHARGES
Provisions for taxation
Other provisions | NOTE 12
123 943
193 521
353 498
1 160 471
TOTAL PROVISIONS FOR LIABILITIES AND CHARGES
477 441
1 353 992
DEFERRED TAX LIABILITIES
Deferred tax liabilities
621 400
621 400
621 400
621 400
CREDITORS
Amounts due to credit institutions
- becoming due and payable after more than one year | NOTE 14
Trade creditors
2 362 502
3 141 965
22 748 283
24 317 430
3 971 314
5 068 972
216 065
133 194
133 260
447 604
533 288
360 307
TOTAL CREDITORS
ACCRUALS AND DEFERRED INCOME
29 964 712
33 469 472
1 375 704
2 079 528
TOTAL LIABILITIES
52 333 730
55 257 558
Tax and social security debts
- Tax debts
- Social security debts
Other Creditors
- becoming due and payable after more than one year
23
d. Consolidated income statement Utopia S.A. in Euro.
| Profit and loss account for the year ended December 31, 2007
2007
2006
CHARGES
Reduction in stocks of finished goods
and in work in progress
b) Other external charges
33 450
21 853 070
21 899 955
5 551 360
5 604 421
1 367 445
1 226 548
4 551 276
4 655 746
43 906
17 776
Other operating charges
1 572 554
1 691 363
Interest payable and similar charges
1 448 445
1 477 965
Staff costs | NOTE 16
a) Wages and salaries
b) Social security costs accruing
by reference to wages and salaries
a) Value adjustments in respect of formation expenses
and tangible and intangible fixed assets
b) Value adjustments in respect of current assets
Tax on profit on ordinary activities
Extraordinary charges | NOTE 17
Profit for the financial year
TOTAL CHARGES
811 704
22 069
3 480 207
672 909
248 618
37 928 188
40 302 599
35 870 176
36 018 276
INCOME
Net turnover | NOTE 15
Increase in stocks of finished goods
Other operating income
Other interest receivable and similar income
40 585
1 223 218
1 461 926
43 381
6 788
Extraordinary income | NOTE 17
2 485 197
791 413
289 827
24
TOTAL INCOME
37 928 188
40 302 599
annual consolidated accounts
e. Notes to consolidated accounts
| Note 1: General information
Utopia S.A. (‘the Company’) and its subsidiaries (together ‘the Group’) have as its main objective the purchase,
the sale, the distribution, the renting, the projection
and the production of movies as well as rendering of all
kind of services or other commercial, financial and property operations which can be related directly or indirectly to the main objective. The Group operates cinemas in
Luxembourg, the Netherlands, Belgium and France.
The Company has been incorporated on December 29,
1988 as a private limited liability company (‘société à
responsabilité limitée’) and has been transformed into
a public limited company (‘société anonyme’) by an Extraordinary Shareholders’ Meeting held on February 10,
1994.
The Company has not published IFRS financial Statements as at December 31, 2007. In fact the Company
made a request to the Bourse de Luxembourg on
November 16, 2005 to be quoted on the second market
where no obligation to publish IFRS accounts exists.
The request of change of market has been approved at
November 25, 2005 by the Bourse de Luxembourg. The
change of market is applicable as from January 1, 2006.
The Board of Directors has approved the consolidated
financial statements for issuance on March 28, 2008.
| Note 2: Summary of significant
accounting policies
The principal accounting policies applied in the preparation of these consolidated financial statements are set
out below. These policies have been consistently applied
to all the years presented, unless stated otherwise.
2.1. Basis of preparation
The consolidated annual accounts are prepared in accordance with the Luxembourg legal and regulatory
requirements and especially with the law of July 11,
1988, translating the dispositions of the European Community’s VIIth Directive on consolidation into Luxembourg law.
2.2. Consolidation principles
a) Subsidiaries
Subsidiaries are those companies controlled by the
Group. Control exists when the Company has the
power, directly or indirectly, to govern the financial and
operational policies of an enterprise, accompanying a
shareholding of more than 50 % of the voting rights.
Subsidiaries are fully consolidated from the date that
control effectively starts until the date that control
effectively ceases. The following subsidiaries are fully
consolidated:
Name and
registered office
UTOPIA BELGIUM NV
Spuibeekstraat, 5
B-2800 Mechelen
Belgium
UTOPOLIS BELGIUM NV
Spuibeekstraat, 5
B-2800 Mechelen
Belgium
UTOPOLIS LONGWY SAS
Avenue de Saintignon
F-54401 Longwy Cedex,
France
UTOPIA
NEDERLAND BEHEER BV
Forum, 16
NL-1315 TH Almere
The Netherlands
Capital fraction
held by UTOPIA SA
Total
99.99 %
100 %
0%
100 %
99.99 %
100 %
100 %
100 %
Intercompany transactions, balances and unrealized
gains on transactions between group companies are
eliminated.
25
b) Associates
Associates are those enterprises in which the Group
has significant influence – more then 20% but less
then 50% of the voting rights - but not control, over
the financial and operating policies. The consolidated
financial statements include the Group’s share of the
total recognized gains and losses of associates on an
equity accounting basis, from the date that significant
influence effectively starts until the date that significant
influence effectively ceases. When the Group’s share
of losses exceeds the carrying amount of the associate,
the carrying amount is reduced to nil and recognition
of further losses is discontinued except to the extent
that the Group has incurred obligations in respect of the
associate.
At the closing date there are no such participations.
c) Joint Ventures
A joint venture is an enterprise that is jointly controlled
by the Company or one of its subsidiaries together
with a third party. Joint ventures are incorporated in
the Group’s consolidated financial statements using the
proportionate consolidation by means of recognizing the
Group’s share of the assets that it controls jointly, the
Group’s share of the liabilities for which it is jointly responsible and includes the Group’s share of the income
and expenses of the joint venture.
At the closing date there are no such participations.
26
2.3. Foreign currency translation
During the year, transactions, income and expenses
expressed in currencies other than Euro are translated
into Euro at the exchange rates prevailing at the date of
the transaction.
At the end of the year, current assets and liabilities
into Euro at the exchange rate prevailing at the end of
the financial year.
Exchange losses and realised exchange gains resulting
from those conversions are recorded in the profit and
loss account.
2.4. Formation expenses
Formation expenses are recorded in the balance sheet
at cost less accumulated amortisation. Formation
expenses are amortized using the straight-line method
over a period of 5 years and capitalised costs related to
the capital increases over a period of 3 years.
2.5. Intangible assets
a) Goodwill
Goodwill represents the excess of the cost of an acquisition over the share capital and reserves quota of the
companies held after application of the Group’s valuation rules.
Goodwill is amortized using the straight-line method
over its estimated useful life. Goodwill is generally
amortized over 10 years. An impairment test is done
annually.
b) Concessions, patents, licences, trademarks
Software licences are valued at purchase price including
the expenses incidental thereto or at production cost
less accumulated depreciation amounts written off and
value adjustments.
The amortisation rates and straight-line method applied
are as follows:
Concessions, patents, licences,
trademarks and similar rights
and assets acquired for valuable
consideration
20 % - 33 %
2.6. Tangible assets
All property, plant and equipment are recorded at
historical cost less accumulated depreciations. Cost
includes the purchase price and other direct acquisition
costs less the grants or subsidies received. Tangible assets are depreciated using the straight-line method over
the estimated useful life of the assets.
The rates used are as follows:
Buildings
Plant and machinery
Other fixtures and fittings,
tools and equipment
4 % - 20 %
10 % - 33 %
8 % - 33 %
Land is not depreciated as it is deemed to have an
infinite life.
The tangible assets under construction or advances paid
for the acquisition of tangible assets are not depreciated.
When the Group considers that a tangible asset is subject
to a permanent value adjustment, an extraordinary depreciation is recorded in order to reflect this impairment.
No differences between group depreciation policies and
local policies applied exist.
Leasing contracts that are to be classified as financial
lease have been reclassified accordingly on consolidation level. Where there is a difference between the
leasing contract period, accounted for as operational
lease locally, and the groups economical life-time policies, a consolidation result and related deferred taxes
are recognized on consolidation level (See also 2.14.).
2.7. Financial assets
Financial assets are valued at the lower of acquisition
cost (acquisition charges included) or net realizable
value determined with prudence and good faith by the
Board of Directors on the basis of the last available annual accounts on the balance sheet date.
2.8. Stocks
Stocks are valued individually at the lower of cost and
net realizable value.
If deemed necessary, additional value adjustments are
recorded in order to take into account the obsolescence
of the elements composing the inventories.
2.9. Debtors
Debtors are carried at their nominal value less impairment losses. An estimate is made for doubtful receivables based on a review of all outstanding amounts at
year-end. Bad debts are written off during the year in
which they are identified.
2.10. Prepayments and accrued income
This account includes expenses recorded before the balance sheet date but chargeable to the following year or
income recorded before balance sheet date but payable
by the debtor in the following year.
2.11. Creditors
Creditors are stated at cost.
2.12. Provisions for liabilities and charges
Provisions are recognized in the balance sheet when a
group company has a present obligation as a result of
a past event and if it is probable that an outflow of resources embodying economic benefits will be required
to settle the obligation and a reliable estimate of the
amount of the obligation can be made. The amount
recognized as a provision is the best estimate of the
expenditure required to settle the present obligation at
the balance sheet date.
27
| Note 3: Formation expenses
2.13. Accruals and deferred income
This account includes income received before the balance sheet date but chargeable to the following year,
or charges recorded before the balance sheet date but
payable by the Company in the following year.
2.14. Finance leases
Leases of property, plant and equipment where a
group company assumes substantially all the risks and
rewards of ownership are classified as finance leases.
Finance leases are capitalized at the value of the lease
payments at inception of the lease less accumulated
depreciation. Each lease payment is allocated between
the liability and finance charges. The corresponding
rental obligations are included in other creditors. The
interest element is charged to the income statement as
a finance charge over the lease period.
2.15. Deferred taxes
Deferred tax is provided for all temporary differences
arising between the tax bases of assets and liabilities
and their carrying values for financial reporting purposes. Currently enacted tax rates are used to determine
deferred income tax. A deferred tax asset is recognized
only to the extent that it is probable that the future
taxable profits will be available against which the asset
can be utilized. A deferred tax asset is reduced to the
extent that it is no longer probable that the related tax
benefit will be realized.
28
Formation Expenses
Gross
At the beginning of the year
102 695
Additions
Disposals
Transfers
At December 31, 2007
102 695
Depreciation
102 695
Depreciation of the year
Disposals
Transfers
102 695
Net book value
0
0
| Note 4: Concessions, patents, licences, trademarks and similar rights and assets
acquired for valuable consideration
Concessions, patents, licenses, trademarks and similar rights and assets
Gross
367 321
Additions
15 722
Disposals
Transfers
383 043
Depreciation
158 277
Additions
87 460
Disposals
Transfers
245 737
Net book value
137 306
209 044
Goodwill
Gross
12 293 438
Additions
Disposals
Transfers
| Note 5: Goodwill
An impairment test has been done in 2005 on the
goodwills and the decision has been taken by the
Board of Directors to depreciate the goodwill linked to
Utopia Nederland Beheer BV. This depreciation has been
accounted for in 2005 in the extraordinary charges for
an amount of € 8 082 777.
12 293 438
Depreciation
Additions
11 732 673
224 306
Disposals
Transfers
11 956 979
Net book value
29
336 459
560 765
| Note 6: Tangible assets
Due to the impairment tests performed on Utopia Nederland BV in 2005 and in 2006, the Board of Directors has
decided to depreciate a number of assets. These exceptional depreciations have been accounted for in the extraordinary charges for an amount of € 4 380 775. The disposal related to payments on account and tangible assets in course
of construction concerns the total write-off for projects in the Netherlands.
In 2006, Utopia took an exceptional depreciation of € 3 million on the fixed assets of Utopia Nederland Beheer BV. Utopia
did a write-back of it this year against consolidated reserves as the company renegotiated rental agreements and loans.
Land and
buildings
Other fixtures
and fittings,
tools and
equipment
Plant and
machinery
Payments on
account and
tangible assets
in course of
construction
Total
Gross
Additions
61 395 766
17 460 079
6 710 642
1 000 071
86 566 558
193 149
68 028
200 605
599 729
1 061 511
Disposals
0
0
0
(867 739)
(867 739)
Transfers
632 768
(10 110)
51 109
(673 767)
0
62 221 683
17 517 997
6 962 356
58 294
86 760 330
27 293 041
13 016 144
4 198 023
0
44 507 208
2 567 562
1 083 428
588 520
0
4 239 510
(3 000 000)
0
0
0
(3 000 000)
0
Depreciation
Depreciations of the year
Write-back exceptional depreciation
Disposals
0
0
0
26 860 603
14 099 572
4 786 543
35 361 080
3 418 425
2 175 813
58 294
41 013 612
34 102 725
4 443 935
2 512 619
1 000 071
42 059 350
0
45 746 718
Net book value
| Note 7: Subscribed capital
At year-end, the subscribed capital amounts to
€ 5 254 090 and is represented by 1 050 818 shares
without nominal value. The authorised capital equals
€ 8 956 835.
During the Extraordinary General Meeting of
May 3, 2007 the company reduced the capital by
€ 572 887, representing 114 577 shares.
30
| Note 8: Legal reserve
The Company is required to transfer a minimum of
5 % of its net profit for each financial year to a legal
reserve. This requirement ceases to be necessary once
the balance of the legal reserve reaches 10 % of the
issued share capital. The legal reserve is not available
for distribution except in the case of the liquidation of
the Company.
| Note 9: Special reserve: net worth tax
As from January 1, 2002 on, the Company reduced the
net worth tax liability in accordance with the new tax
law in force. In order to comply with the law, the Company decided to allocate an amount that corresponds to
five times the amount of reduction of the net worth tax
as a special reserve. This reserve is not distributable for
a period of five years from the year following the one
during which the net worth tax was reduced.
€
Net worth tax
Allocation
year 2002
38 785
193 925
year 2003
33 040
165 200
year 2004
10 910
54 550
Total as at December 31, 2007
413 675
| Note 10: Reserve for own shares
No reserve for own shares at December 31, 2007.
During the year 2002, the Company has acquired own
shares for an amount of € 112 816 and recorded a
reserve for own shares for the same amount.
As per decision of the Extraordinary General Meeting of
May 3, 2007 these shares have been cancelled and the
reserve has been transferred to the other reserves.
| Note 12: Other provisions
The other provisions are mainly composed of a provision for major repairs for the sites in the Netherlands
for € 339 470 and € 14 029 for a provision for a dispute.
The provision for re-structuration in The Netherlands for
€ 827 685 is completely used for the write-off on the
new projects.
| Note 13: Deferred tax assets
Concerns recognized deferred taxes as there is a tax loss
carry forward for Utopolis Belgium NV (€ 307 756) and
Utopia S.A.(€ 3 380 356). The Board has considered the
tax losses of these companies as temporary.
| Note 14: Amounts due and payable after
more than one year
Amounts due to credit institutions repayable after more
than one year amount to € 22 748 283, including
€ 11 105 269 reimbursable within 5 years.
From the amount of € 22 748 283, an outstanding of
€ 14 901 021 has a variable interest rate related to the
Euribor 3 months / 6 months and € 7 847 262 has a
fixed interest rate of which the principal loans have an
interest rate of 5% and 5,25%.
| Note 15: Net turnover
| Note 11: Results brought forward
At December 31, 2007, on ‘Results brought forward’ we
have an amount of € 605 362 regarding the take-back
of the special reserve of Utopia S.A.
During the Extraordinary General Meeting of May 3,
2007 an amount of € 13 542 091 has been withdrawn
from the share premium to compensate the results
brought forward.
The net turnover can be detailed as follows:
2007
Movies
2006
23 296 649 64,95% 23 924 862 66,42%
Consumption
8 972 540 25,01%
8 815 997 24,48%
Rent
Commercial
1 570 055
4,38%
1 239 273
3,44%
Advertising
1 398 816
3,90%
1 379 034
3,83%
632 117
1,76%
659 109
1,83%
100% 36 018 276
100%
Others
Total
35 870 177
31
| Note 16: Staff employed by the group
| Note 19: Off balance sheet commitments
At December 31, 2007, the Group employed in average
260,5 FTE (Full Time Equivalents) (in 2006: 245,4 FTE).
Luxembourg
70
France
12,4
Belgium
61,1
The Netherlands
117
| Note 17: Extraordinary results
The extraordinary income of € 791 413 is mainly composed of:
- € 3 479 related to the write-back of provision for bad
debts in previous years;
- € 47 822 related to the write-back of provision for
taxation of 2002;
- € 80 103 related to the write-back of provision taken
last year on the loans of Utopia Nederland Beheer;
- € 660 009 representing the profit on the purchase of
own shares.
The extraordinary charges amounting to € 22 069 are
mainly composed of:
- € 20 406 legal costs related to the purchase of own
shares;
- € 1 663 small amounts related to donations, damages.
| Note 18: Remunerations paid to the
bodies of the group
The remuneration allocated to the administrative bodies
of the Group amounts to € 84 800.
The Group has not granted any advances or credits or
guarantees to the members of the bodies of the Group.
32
Guarantees
Utopia S.A. has granted to several financial institutions
mortgages in 1st order on land and buildings leased or
owned by the Company as a guarantee for 4 loans with
a total outstanding capital of € 3 056 603 on December 31, 2007. The aggregate initial value of the loans
amounts to € 9,9 million. The land of Utopolis Kirchberg
is a long term rental agreement.
Utopolis Belgium NV and Utopia Belgium NV have
granted to ING Bank Belgium a mortgage on the land
and buildings in Turnhout belonging to both companies
for a total amount of € 500 000. Furthermore, both
companies have granted a mandate for a mortgage to
ING Bank Belgium for an amount of € 8 100 000 on the
land and buildings in Turnhout, as well as a mandate to
pledge the goodwill (fonds de commerce) of Utopolis
Belgium NV for a total amount of € 500 000.
The advances granted by Utopia Belgium NV have been
subordinated to the loans of ING Bank Belgium mentioned above for a total amount of € 1 000 000 and this
until entire reimbursement of the loans of ING Bank
Belgium.
These guarantees have been granted with respect to
two loans of Utopolis Belgium NV for a total outstanding capital of € 6 096 683 as per December 31, 2007.
The aggregate initial value of the loans amounts to
€ 9,3 million.
Utopolis Belgium NV has granted to ING Bank Belgium
S.A. a mortgage on its land and buildings in Aarschot
and Mechelen for a total amount of € 1 184 931 and
a pledge on its goodwill (fonds de commerce) for a
total amount of € 1 358 456 as well as a mandate for
a mortgage of € 1 239 467 and a mandate to pledge
the goodwill (fonds de commerce) of the company for
an amount of € 1 239 467. These guarantees have been
granted with respect to a permanent credit line of
€ 125 000 unused as per December 31, 2007. The aggregate initial value of the loans amounts to € 2,9 million.
Utopolis Longwy SAS guarantees the rent payment for
the land to the District of Longwy for an amount of
€ 100 000. That amount is blocked on a bank account of
the Company.
Utopia S.A. guarantees the reimbursement of the loan
of € 3 900 000 contracted by its subsidiary Utopolis
Longwy SAS with Dexia BIL. This guarantee expires on
December 31, 2016. The amount of the guarantee is
reduced after each reimbursement.
Utopolis Longwy SAS has granted a mortgage on the
Longwy building; the outstanding capital of that loan
equals € 2 390 000 as at December 31, 2007.
Bank guarantees on behalf of Utopia Nederland Beheer
BV were issued for an amount of € 466 490 to cover
rental obligations of the cinema’s in Almere and Den
Helder.
All tangible fixed assets of Utopia Nederland Beheer BV
and its subsidiaries have been mortgaged to Rabobank
Almere and SNS Bank.
Equipment, inventory, shares in the subsidiaries, receivables on third parties and all other rights and receivables of Utopia Nederland Beheer BV, and its subsidiaries have been pledged. These mortgages and pledges
have been granted to Rabobank Almere and SNS bank
as a security for the loans granted to Utopia Nederland
Beheer BV and its subsidiaries.
Furthermore, as a security to Rabobank Almere, the
following conditions apply:
- Cross default/joint liability by Utopia Nederland
Beheer BV and its subsidiaries
- No change of ownership/management clause
- No further indebtedness clause
- Debt/Ebitda convenant
- Restrictions on dividends
- Solvability ratio clause
The amount open as at December 31, 2007 amounts to
€ 12 663 052.
Commitments
Multi-year financial obligations
With the landlord of the building in Den Helder, a new
and lower rental agreement was made that lasts for 5
years till 2011. With the landlord in Almere, the company
negociated a lower annual rent as from January 1, 2007
Rental obligations
For the site of Den Helder the rental agreement lasts for
5 years till 2011.
The rental obligation with respect to the cinema in
Almere lasts until October 2014.
Investment obligations
In this respect the company has the following engagements:
- For a new cinema, Utopia Nederland Beheer BV has
agreed to pay a yearly amount of € 120 000 for the
reservation of the land. This amount was paid from
September 2002 until August 2007. No valid building permit was obtained and the project has been
stopped. The paid amounts have been written off
completely. On the final cost of the project, there is
still an outstanding discussion. An unlikely negative
outcome has a maximum of € 93 000. Management
is of the opinion that there is no legal ground for this
claim. Hence no provision has been accounted for.
33
34
06 | Statutory Accounts
a. Management report
| Financial results
The turnover for 2007 amounts to € 11,6 million, a
decrease of 5,7% as compared to the previous year but
less than the drop of -8,76% in sold tickets.
The EBITDA* comes to € 2,78 million (€ 3,77 million in
2006) and the operational result before taxes (EBIT*)
reaches € 1,5 million as compared to € 2,4 million in
2006. These decreases are partly and mainly due to
exceptional elements but also reflect the disappointing conjuncture of the 2007 cinema business. A sunny
month of April, not favorable to cinema exhibition, as
well as a striking lack of successful movies at the end
of the year – whether national, local or international –
made it that the excellent months of July and August
were not sufficient to restore frequentation to a level
comparable to the previous year.
The extraordinary result which amounts to € 0,77 million is mainly linked to the purchase of own shares and
the reduction of tax provisions from previous years.
The result before taxes reaches € 2 274 238 as opposed
to the previous year’s loss of € 7 818 642 resulting from
the write-off of the company’s participation in Utopia
Nederland.
In 2007, the company generated an operational cash
flow of € 3,5 million (€ 3,8 million in 2006) and the
liquidities of the company increased by € 0,6 million
from € 1,9 to € 2,5.
(*) Utopia has defined EBITDA by adding back charges for depreciation, amortisation to
operating profit before financing costs and income taxes.
(*) EBIT: operating profit before financing costs and income taxes.
36
| Profit allocation
Taking into account a net result of € 2,27 million and
profit brought forward of € 605 362, resulting from a
reduction of a special reserve on fortune tax (IF), the
available profit amounts to € 2 879 600.
Thus, the Board of Directors proposes to allocate the
result as follows:
Result of the year
- legal reserve
- dividend (1 050 818 shares * € 1,44)
€
€ 61 556
€ 1 513 178
- special reserve IF
- special reserve IF 2003
- reduction special reserve IF 2002 and
transfer to the results carried forward
- Allocation to results carried forward
0
€ -7 237
€ 193 925
€ 1 491 554
The proposed gross dividend is € 1,44 per share
(€ 1,224 net per share) .
Specifics for dividend payments will be announced at
the end of the Annual Shareholders Meeting.
| Activities
In 2007, the Group succeeded in concluding significant
new contracts for the purpose of reorganising the Dutch
subsidiary of the Group. The debt was rescheduled and
lease agreements were renegotiated. The continuity of
Utopia Nederland was thus ensured as of July 2007.
Utopia Group promoted the development of new products over all territories where it is operational, such as
the ‘Kid’s Club’, regular shows for seniors, etc. It thus
adapted its offer to new requirements and to the evolution of the various demands of the audience. The group
also continued enhancing the ‘Ladies’ Movie Night’
concept, developed by Utopia in the Netherlands and
introduced since 2005 in the other areas. This highly
successful concept came to a real breakthrough during
2007 at all the group’s sites and has been taken up by
many other cinema operators.
Utopia Group continued its forerunner role in the area
of digital cinema. Utopia installed in March 2007 as
the first Benelux operator digital 3D at Utopolis Luxembourg. The other main sites of the Group rapidly
followed, thus allowing from the very start to generate profit from this technology which has now become
mature and on which the major production studios are
now focusing. Let us recall that Utopolis Luxembourg
also was the first European multiplex to be equipped
at 100% with digital cinema projectors. Besides an
improved projection quality for films, digital technology
allowed to offer new alternative contents to the public
(as for example the broadcasting in high definition of
sports events, the direct broadcast from the ‘Metropolitan Opera’ in New-York, etc.) and to propose to companies and business partners flexible commercial solutions
for their presentations and conferences.
| Perspectives and significant events
after closure
Following a rather slow start, in line with the end of
the previous year, the 2008 films have attracted as
from mid-February a stronger interest from the public.
Thanks to a certain number of films, mostly domestic
and European, the first quarter of the current year has
seen a significant increase in visitors on most territories.
The remainder of the year is characterised by promising
line-ups, both for the start of the summer and for the
end of the year. The return of franchises such as
‘Indiana Jones’, ‘Harry Potter’, ‘Narnia’, or yet again
‘James Bond’, should make 2008 a good cinema year.
It is reminded that the company SOFINDEV NV (Belgium), a shareholder of the Group since 2002, sold
all its shares to AUDIOLUX S.A. (Luxembourg), which
increased its participation up to 41,64%.
Audiolux moreover announced on March 7, 2008 that
it intended to launch an offer for the acquisition of the
shares of Utopia S.A. which remain in free float and to
propose to the company to leave the stock exchange.
An information notice detailing this offer will be made
public after Utopia’s General Shareholders Meeting.
The realisation of that operation will not however entail
any change in the exercise of control on the company
or its management, since the historical reference shareholders continue to exercise a joint control.
The Board of Directors
Luxembourg, March 28, 2008
37
b. Independent Auditor’s report
To the Shareholders of Utopia S.A.
| Report on the annual accounts
Following our appointment by the General Meeting of
the Shareholders dated May 3, 2007, we have audited
the accompanying annual accounts of Utopia S.A.,
which comprise the balance sheet as at December 31,
2007, and the profit and loss account for the year then
ended, and a summary of significant accounting policies
and other explanatory notes.
Board of Directors’ responsibility for the annual
accounts
The Board of Directors is responsible for the preparation and fair presentation of these annual accounts
in accordance with Luxembourg legal and regulatory
requirements relating to the preparation of the annual
accounts. This responsibility includes: designing, implementing and maintaining internal control relevant to
the preparation and fair presentation of annual accounts
that are free from material misstatement, whether due
to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that
are reasonable in the circumstances.
Auditor’s responsibility
Our responsibility is to express an opinion on these
annual accounts based on our audit. We conducted
our audit in accordance with International Standards
on Auditing as adopted by the “Institut des Réviseurs
d’Entreprises”. Those standards require that we comply
with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the annual
accounts are free from material misstatement.
38
An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the
annual accounts. The procedures selected depend on
the Auditor’s judgment, including the assessment of the
risks of material misstatement of the annual accounts,
whether due to fraud or error. In making those risk
assessments, the Auditor considers internal control relevant to the entity’s preparation and fair presentation of
the annual accounts in order to design audit procedures
that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the entity’s internal control.
An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of
accounting estimates made by the Board of Directors,
as well as evaluating the overall presentation of the
annual accounts.
We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our
audit opinion.
Opinion
In our opinion, these annual accounts give a true and
fair view of the financial position of Utopia S.A. as of
December 31, 2007, and of the results of its operations
for the year then ended in accordance with Luxembourg
legal and regulatory requirements relating to the preparation of the annual accounts.
| Report on other legal and regulatory
requirements
The management report, which is the responsibility of
the Board of Directors, is in accordance with the annual
accounts.
PricewaterhouseCoopers S.à r.l.
Luxembourg, April 18, 2008
Réviseur d’entreprises
Represented by Luc Henzig
Jazz concert at Utopolis Luxembourg - première “Retour à Gorée”
“Kapitein Rob” cast in Utopolis Almere”
“Rocky Balboa” première in Luxembourg
c. Balance Sheet as at December 31, 2007 in Euro
ASSETS
FIXED ASSETS
Intangible Assets | NOTE 3
Concessions, patents, licences, trademarks
and similar rights and assets acquired
for valuable consideration
Tangible Assets | NOTE 4
Land and buildings
Plant and machinery
Other fixtures and fittings, tools and equipment
Payments on account and tangible assets
in course of construction
Financial Assets
Shares in affiliated undertakings | NOTE 5.1
Loans to affiliated undertakings | NOTE 5.2
Own shares
Other loans
TOTAL FIXED ASSETS
CURRENT ASSETS
Stocks
Finished goods and goods for resale
Debtors
Trade Debtors
Amounts owed by affiliated undertakings
Other Debtors
40
31/12/2007
31/12/2006
87 014
87 014
167 279
167 279
4 329 763
327 923
932 598
5 010 473
408 820
1 051 418
25 042
5 615 326
43 751
6 514 462
10 655 200
3 989 217
5 169
14 649 586
10 305 200
4 016 613
112 816
5 169
14 439 798
20 351 926
21 121 539
21 516
21 516
50 974
50 974
730 264
676 422
34 587
56 833
821 684
366 919
1 043 341
Cash at bank, cash in postal cheque accounts,
cheques and cash in hand
2 513 128
1 951 380
TOTAL CURRENT ASSETS
3 356 328
3 045 695
30 606
48 534
23 738 860
24 215 768
PREPAYMENTS AND ACCRUED INCOME
TOTAL ASSETS
annual accounts
LIABILITIES
31/12/2007
31/12/2006
5 254 090
6 165 758
5 826 975
20 588 973
463 853
413 675
2 391 547
3 269 075
463 853
1 019 037
112 816
2 391 547
3 987 253
605 362
2 274 238
-5 723 449
-7 818 642
17 568 524
16 861 110
PROVISIONS FOR LIABILITIES AND CHARGES
Provision for taxation
Other provisions
29 371
0
91 228
6 200
TOTAL PROVISIONS FOR LIABILITIES AND CHARGES
29 371
97 428
780 000
3 181 049
1 167 144
513 955
794 968
3 967 778
1 575 925
491 815
86 814
82 124
156 372
79 911
71 282
136 412
5 967 458
7 118 091
173 508
139 139
23 738 860
24 215 768
CAPITAL AND RESERVES
Subscribed capital | NOTE 6
Share premium account
Reserves
Legal reserve | NOTE 7
Special reserve | NOTE 8
Reserve for own shares | NOTE 9
Other reserves
Results brought forward - NOTE 10
Result for the financial year
TOTAL CAPITAL AND RESERVES
CREDITORS
Amounts owed to credit institutions
- becoming due and payable after more than one year | NOTE 11
Trade creditors becoming due and payable within one year
Amounts owed to affiliated undertakings becoming due and
payable within one year
Tax and social security debts
- Tax debts
- Social security debts
Other Creditors becoming due and payable within one year
TOTAL CREDITORS
ACCRUALS AND DEFERRED INCOME
TOTAL LIABILITIES
41
d. Income statement Utopia S.A. in Euro.
| Profit and loss account for the year ended December 31, 2007
2007
2006
CHARGES
Other external charges
29 457
6 823 684
7 275 573
2 123 811
301 474
2 092 213
230 490
1 272 557
1 311 802
Other operating charges
758 295
827 320
Interest payable and similar charges
concerning affiliated undertakings
other interest payable and charges
22 498
214 833
16 349
246 689
Staff costs | NOTE 14
- Wages and salaries
- Social security costs accruing
by reference to wages and salaries
- Value adjustments in respect of formation expenses
and tangible and intangible fixed assets
36 570
Extraordinary charges | NOTE 13
22 054
Profit for the financial year
TOTAL CHARGES
10 346 742
2 274 238
13 879 471
22 347 178
11 616 525
12 319 254
INCOME
Net turnover | NOTE 12
Other operating income
42
16 228
1 198 165
1 845 626
Other interest receivable and similar income
derived from affiliated undertakings
other interest receivable and similar income
247 608
29 239
213 108
4 684
Extraordinary income | NOTE 13
787 934
129 636
Loss for the financial year
TOTAL INCOME
7 818 642
13 879 471
22 347 178
annual accounts
e. Notes to statutory accounts
| Note 1: General
Utopia S.A. (‘the Company’) has as its main objective
the purchase, the sale, the distribution, the renting,
the projection and the production of movies as well as
rendering of all kind of services or other commercial,
financial and property operations which can be related
directly or indirectly to the main objective.
The Company has been incorporated on December 29,
1988 as a private limited liability company (‘société à
responsabilité limitée’) and has been transformed into
a public limited company (‘société anonyme’) by an Extraordinary Shareholders’ Meeting held on February 10,
1994.
The accounting year begins on January 1 and ends on
December 31 of each year.
The Company establishes consolidated accounts for the
year ended December 31, 2007. Its registered office is
located at: L-1855 Luxembourg, avenue J.F. Kennedy 45.
Trade register is RCS Luxembourg B 297 56.
The Company made a request to the Bourse de Luxembourg on November 16, 2005 to be quoted on the
second market where no obligation to publish IFRS
accounts exists. The request of change of market has
been approved at November 25, 2005 by the Bourse
de Luxembourg. The change of market is applicable as
from January 1, 2006.
The Board of Directors has approved the financial statements for issuance on March 28, 2008.
| Note 2: Significant accounting policies
2.1. General policies
The annual accounts are prepared in accordance with
the Luxembourg legal and regulatory requirements and
generally accepted accounting methods and presented
in accordance with the dispositions of the law of December 19, 2002 governing the trade and companies
register and the accounting and annual accounts of
undertakings and amending other legal provisions.
2.2. Foreign currency translation
During the year, transactions, income and expenses
into Euro at the exchange rates prevailing at the date of
the transaction. At the end of the year, current assets
and liabilities expressed in currencies other than Euro
are translated into Euro at the exchange rate prevailing
at the end of the financial year.
Exchange losses and realised exchange gains resulting from those conversions are recorded in the income
statement.
2.3. Intangible assets
Intangible assets are valued at purchase price including
the expenses incidental thereto or at production cost
less accumulated depreciation amounts written off and
value adjustments. The amortisation rates and straightline method applied are as follows:
Concessions, patents, licences, trademarks and similar rights and assets
Goodwill acquired for valuable
consideration
20 - 33 %
5 - 10 %
43
2.4. Tangible assets
All property, plant and equipment are recorded at
historical cost less accumulated depreciations. Cost
includes the purchase price and other direct acquisition
costs less the grants or subsidies received.
Tangible assets are depreciated using the straight-line
method over the estimated useful life of the assets.
The rates used are as follows:
Buildings
Plant and machinery
Other fixtures and fittings, tools and
equipment
4 % - 20 %
10 % - 33 %
8 % - 33 %
Land is not depreciated as it is deemed to have an
infinite life. The tangible assets under construction or
advances paid for the acquisition of tangible assets are
not depreciated.
When the Company considers that a tangible asset is
subject to a permanent value adjustment, an extraordinary depreciation is recorded in order to reflect this
impairment.
2.5. Financial assets
Financial assets are valued at the lower of acquisition
cost (acquisition charges included) or net realisable
value determined with prudence and good faith by
the Board of Directors on the basis of the last available
annual accounts on the balance sheet date and other
information.
44
2.6. Stocks
Stocks are valued individually at the lower of cost and
net realisable value. If deemed necessary, additional
value adjustments are recorded in order to take into
account the obsolescence of the elements composing
the inventories.
2.7. Debtors
Debtors are carried at their nominal value less impairment losses. An estimate is made for doubtful receivables based on a review of all outstanding amounts at
year-end. Bad debts are written off during the year in
which they are identified.
2.8. Prepayments and accrued income
This account includes expenses recorded before the balance sheet date but chargeable to the following year or
income recorded before balance sheet date but payable
by the debtor in the following year.
2.9. Creditors
Creditors are stated at cost.
2.10. Provisions for liabilities and charges
Provisions are recognized in the balance sheet when
the Company has a present obligation as a result of a
past event; it is probable that an outflow of resources
embodying economic benefits will be required to settle
the obligation, and a reliable estimate of the amount
of the obligation can be made. The amount recognized
as a provision is the best estimate of the expenditure
required to settle the present obligation at the balance
sheet date.
2.11. Accruals and deferred income
This account includes income received before the balance sheet date but chargeable to the following year
or charges recorded before the balance sheet date but
payable by the Company in the following year.
| Note 3: Intangible assets
Concessions, patents, licenses, trademarks and similar
rights and assets acquired for valuable consideration
Gross
284 302
Additions
Disposals
Transfers
284 302
Depreciation
117 023
80 265
Disposals
Transfers
197 288
Net book value
87 014
167 279
| Note 4: Tangible assets
Movements in the tangible assets during the year can be detailed as follows:
Land and
buildings
Plant and
machinery
Other fixures and
fittings, tools and
equipment
Payments on
accounts and
tangible assets
in course of
construction
Total
Gross
14 114 081
3 552 641
3 105 653
43 751
20 816 126
125 132
43 981
142 752
18 531
330 396
37 240
37 240
14 239 213
3 596 622
3 248 405
25 042
21 109 282
9 103 608
3 143 821
2 054 235
14 301 664
805 842
124 878
261 572
1 192 292
9 909 450
3 268 699
2 315 807
4 329 763
327 923
932 598
25 042
5 615 326
5 010 473
408 820
1 051 418
43 751
6 514 462
Additions
Disposals
Depreciation
Disposals
0
15 493 956
Net book value
45
| Note 5: Financial assets
5.1. Participations
Percentage of
capital held
Directly and
indirectly %
Annual accounts
closed at
UTOPIA BELGIUM NV
100 %
31/12/2007
UTOPOLIS LONGWY SAS
100 %
31/12/2007
UTOPIA NEDERLAND
BEHEER BV
100 %
31/12/2007
Extracted data from the last available annual accounts
Currenties
Shareholders’
equity based on
the last accounts
(result of the year
included)
Result of
the year
UTOPIA
BELGIUM NV
€
7 937 163
316 613
UTOPOLIS
LONGWY SAS
€
723 539
-366 688
UTOPIA
NEDERLAND
BEHEER BV
€
2 677 026
-299 539
These loans are becoming due and payable within one
year and amount to a total of € 3 989 217 (Utopolis
Belgium: € 3 444 712 and Utopolis Longwy: € 544 505).
An additional loan of € 350 000 was given to Utopia
Nederland Beheer BV in 2007. Utopia S.A. decided in
2007 to transfer the loans given to Utopia Nederland
Beheer BV into equity for an amount of € 3 450 000
(including the € 350 000 of this year). All intercompany
loans have a variable interest rate: EURIBOR 6 months
plus 0,5%.
| Note 6: Subscribed capital
The original value of the participation in Utopolis Longwy SAS (€ 2 799 990) is adjusted with an amount of
€ 1 599 990 resulting in a total value of € 1 200 000
as at December 31, 2007. The original value of the
participation in Utopia Belgium NV is € 9 105 200 and
is still the same. The original value of the participation
in Utopia Nederland Beheer BV was € 15 222 288 as at
December 31, 2006 and has been depreciated to nil in
2005 and 2006. In 2007, a new capital increase of
€ 3 450 000, as a condition for the renegotiation of the
bank loans, was done. At December 31, 2007, the participation in Utopia Nederland Beheer BV of € 18 672
288 is adjusted to an amount of € 350 000.
46
5.2. Loans to affiliated companies or undertakings
The loans to its subsidiaries are mainly composed of
loans towards Utopolis Belgium, Utopolis Longwy and
Utopia Nederland Beheer.
At year-end the subscribed capital amounts to
€ 5 254 090 and is represented by 1 050 818 shares
without nominal value. The authorised capital equals
€ 8 956 835.
2007 the company reduced the capital by € 572 887
representing 114 577 shares.
| Note 7: Legal reserve
The Company is required to transfer a minimum of
5 % of its net profit for each financial year to a legal
reserve. This requirement ceases to be necessary once
the balance of the legal reserve reaches 10 % of the
issued share capital. The legal reserve is not available
for distribution except in the case of the liquidation of
the Company.
| Note 8: Special reserve net worth tax
As from January 1, 2002 on, the Company reduced the
net worth tax liability in accordance with the new tax
law in force. In order to comply with the law, the Company decided to allocate an amount that corresponds to
five times the amount of reduction of the net worth tax
as a special reserve. This reserve is not distributable for
a period of five years from the year following the one
during which the net worth tax was reduced.
€
Net worth tax
Results brought forward at Dec 31, 2006
-5 723 449
Result for the year 2006
-7 818 642
Take back special reserve
605 362
Incorporation in share premium
Results brought forward as at Dec 31, 2007
13 542 091
605 362
allocation
year 2002
38 785
193 925
year 2003
33 040
165 200
year 2004
10 910
54 550
Total as at Dec 31, 2007
| Note 10: Results brought forward
At December 31, 2007, the movements on ‘Results
brought forward’ can be detailed as follows:
413 675
| Note 9: Reserve for own shares
No reserve for own shares at December 31, 2007.
During the year 2002, the Company has acquired own
shares for an amount of € 112 816 and recorded a
reserve for own shares for the same amount.
As per decision of the Extraordinary General Meeting
of May 3, 2007 these own shares have been cancelled
and the reserve has been transferred to the other
reserves.
The allocation has been decided during the Annual General Meeting held on May 3, 2007.
2007 an amount of € 13 542 091 has been withdrawn
from the share premium to compensate the results
brought forward.
| Note 11: Amounts due and payable after
more than one year
Amounts due to credit institutions repayable after more
than one year amount to € 3 181 049, including
€ 1 825 693 repayable within 5 years. All loans are
fixed interest rate loans (5 % for the principal loan)
except for one loan who has a variable interest rate
related to the EURIBOR 3 months.
47
| Note 15: Remuneration paid to the
bodies of the company
| Note 12: Net turnover
The net turnover can be detailed as follows:
2007
2006
Movies
6 815 805 58,67 %
7 423 625 60,26%
Consumption
2 667 793 22,97 %
2 781 150 22,58%
Rent
Commercial
1 058 959
9,12 %
852 829
6,92 %
Advertising
877 880
7,56 %
999 428
8,11 %
Others
196 088
1,69 %
262 224
2,13 %
100 % 12 319 256
100 %
Total
| Note 16: Off balance sheet commitments
11 616 525
| Note 13: Extraordinary results
The extraordinary income of € 787 934 is mainly composed of:
- € 47 822 related to the write-back of provision for
taxation of 2002;
- € 80 103 related to the write-back of provision taken
last year on the loans of Utopia Nederland Beheer;
- € 660 009 representing the profit on the purchase of
own shares.
The extraordinary charges amounting to € 22 054 are
mainly composed of:
- € 20 406 legal costs related to the purchase of own
shares;
- € 1 648 small amounts related to donations, damages.
| Note 14: Staff employed by the company
During the year 2007, the Company employed in average 70 FTE (full time equivalents): 42 full time staff
(2006: 40) and 67 part time staff (2006: 67).
For the financial year 2007, the social security contributions covering the pensions amount to € 147 639
(2006: € 150 135).
48
The remuneration allocated to the administrative bodies
of the Company amounts to € 84 800.
The Company has not granted any advances or loans
nor guarantees to the members of the bodies of the
Company.
UTOPIA S.A. has granted to several financial institutions
mortgages in 1st order on land and buildings leased or
owned by the Company as a guarantee for 4 loans with
a total outstanding capital of € 3 056 603 as at December 31, 2007. The aggregate initial value of the loans
amounts to € 9,9 million.
The land of Utopolis Kirchberg is a long term rental
agreement.
Utopia S.A. guarantees the reimbursement of the loan
of € 3 900 000 contracted by its subsidiary UTOPOLIS
LONGWY SAS with Dexia BIL. This guarantee expires on
December 31, 2016. The amount of the guarantee is
reduced after each reimbursement. UTOPOLIS LONGWY
SAS has granted a mortgage on the Longwy building;
the outstanding capital of that loan equals € 2 390 000
as at December 31, 2007.
10th anniversary party Utopolis Luxembourg
Utopolis Almere - Ladies Movie Night
Katja Schuurmann at Utopolis Almere
Sophie Marceau at DirActors Film Festival Luxembourg
“Insomnia Night” - Utopolis Luxembourg (L)
07 | Colophon
Editing
Utopia Group
Images
Utopia Group
Artwork
volta (www.volta.be)
Responsible publisher
Nico Simon
45, avenue J.F. Kennedy
L-1855 Luxembourg
UTOPIA S.A
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8VeîVaYZ*#'*)#%.%æG8$AJM7'.,*+IK6AJ&+%.%(-%

annual business report 2007

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