z - Euro Disney SCA

Transcription

z - Euro Disney SCA
z
<
z
>
z
()
>
r
o
Summary .
Int roduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . •
M essage to th e Shareho lders
Major events in 2000
Financ ial highlight s
•
Cast Me m bers
•
O ur missio n sta tement
•
Looking ahea d
Z
....................... •
t'I1
Euro Disney S.C.A. and Stock Exchange
•
Intern et Sites
•
Euro pea n O ffices
•
CJ"l
CJ"l
Gera nt 's repo rt
Co nso lida ted fina ncial sta tements . . . .. ........ .. .. •
z
Report of the sta tu to ry a udito rs . . . . . . . ......... . . •
>-
Genera l report of th e Supervisory Board . . . . . . . . . . . . •
z
o
Par ent company informa tion
Significant operating contracts . .. .. . . . . . . . . . . . . . . •
Legal struc ture of Euro D isney S.C.A.
Corporate orga nisation of the Group
Own ersh ip struc ture of th e Gro up . . .. . . . . . . . . . .. . •
/
\
,
Introduction
In the heart of Europe, Euro Disney S.C.A. and its
subsidiaries operate Disneylande Paris.
Bringing Disney magic to life for millions of visitors each
year, the Disneyland Park presents 42 attractions in five
different themed lands - Adventureland, Discoveryland,
Fantasyland, Frontierland and Main Street USA.
Ranking as Europe's leading tourist destination,
Disneylande Paris also offers a choice of seven themed
hotels celebrating classic American locations, two convention centers and a 27-hole golf facility.
At Disneye Village, leisure activities and fine food are readil y available. Themed restaurants, nightclub and shops
in addition to a 15-screen cinema complex and two live
shows welcome resort guests as well as local and Parisian
residents.
In addition, the new Val d'Europe International Shopping
Centre opened in October, offering shoppers and visitors
a wide range of stores and dining experiences.
To make future visits even more enjoyable, Euro Disney
S.C.A. is building a second theme park, Disney Studios,
dedicated to the world of movies, television and animation.
In fiscal year 2000, Euro Disney S.C.A. reported higher
net income, resulting primarily from increased guest spending at both the Disneyland Park and the hotels, growth
in operating performance at Disney Village, contributions
from real estate development activities and savings in
lease and net financial charges.
With the introduction of new entertainment programs,
the construction of the second theme park, the building of
the Val d'Europe Town Centre and the launch of additional real estate development projects, Euro Disney S.C.A.
is building the 11 Euro Disney of the Future 11 •
Message to the Shareholders
Jay RASULO
Chai rma n
0~ Cbief Executive Officer
of Euro Disney S.A.
As [ loo k back o n fisca l year 2 00 0,
it is clea r to me th at t his was th e
year th at th e full visio n o f th e
"E uro D isne y of th e Future "
began to ta ke for m.
No t only w a s construc tion of
D isn ey Studios started , but o ther
im porta nt d evelo pm ents a cross
th e spectru m o f o ur Com pa ny's
futu re activities wer e la unc hed co mp letio n of th e Va l d ' Eur ope
Intern at ion al Sho ppi ng Ce nt re ,
la un ch o f th e nex t p ha se o f ho tel
develo pment , gro und brea king o f
th e Val d 'Eur ope Tow n Ce ntre,
on-going fina lisa tio n of a ge nera l
develo p ment agreement for the
Business Park and contin ued
growth in reven ues in th e co nven t io n bu sin ess a nd a t Disn ey
Village. All of t hese init ia tive s
foretell th e near- term fut ur e o f
Eu ro Disney S.C. A. [ think th a t
Eu ro Disn ey S.C.A . w ill fro m no w
o n be see n as a co m pa ny th a t has
evo lved a nd go ne th ro ugh difficulties, bu t th at has a lways had a t its
co re in no va tio n, imagi na tio n and
growt h. Most importa nt ly, our
Company is buil t on a so lid base
a nd th us read y to face the new
cha llenges to com e. To a ll of this
mu st be a dde d th e rea l esta te develo p ments, both o ffice a nd residen t ia l, w hich ha ve been laun ched
this yea r. T he " Eur o D isney of th e
Future " is a co mpa ny that is well
esta blished bot h o n th e loca l ma rket a nd a ll ove r the Euro pea n
co nti ne nt, w ith a to uris tic co re
a nd sta bilising ac tivi ties to support that core, wi t h a n inn o vat ing
an d ex pa nd ing prod uct.
>
FISCAL YEAR
2000
OPERATING
PERFORMANCE I N
REVIEW
In 20 0 0 , Disneyland Pari s reco nfin n ed its posit io n as th e lead ing
to uri st dest inat ion in Eur o pe, welco m ing so me 12 m illion gues ts
with w ho m o ur Cast M ember s
sha red th e Disney magic. H o tel
oc cupa ncy ro se to a new record
level o f 1) 2.9'1." a nd Disn ey Village
revenues inc reased by a lmost 9 %.
Alt ho ug h th e Dis ney la nd Park
a tte nda nce w a s dow n s lig h tly,
refle cting the nega tive impact o f
wea ther co nd itio ns, incl uding a
ma jor sto rm o n Dece m be r 2 6,
1999, spe nd ing per guest a t the
Di sn eyland Park co nt in ued to
impro ve. As a result, revenu es
increa sed by 4 % a nd net income
wa s up 64% to € 39 mi llio n
(FF 254 m illion ).
Disn eyland Pa ris has a tta ine d its
pro minence as a tourist destina t ion la rgely owi ng to th e co nt in ued ex pa ns io n o f attracti on s,
parad es, live stage sho ws and specia l eve nt s at th e Disney la nd Pa rk.
In fisca l year 2 00 0 , o ur ente rt a inment offer was enha nce d by three
new gues t ex periences: T he Tarzan
Enco u nte r st a ge sho w, a new
Ad ventureland a tt ra ctio n, Indiana
j on es">' and th e Temple o f Peril :
Backwards ], and a new, full yrherned childre n's p laygrou nd,
Pira tes' Beac h. T he yea r also sa w
the successful implemen tation of
Fastf'a ss", th e Co m pa n y' s new
attraction reser vati on syst em, the
grea tes t innova tio n introduced in
Q!J r industry in decades.
Disn eyla nd Pari s' seve n thern ed
hotels, a n integ ra l pa rt of Euro
Disn ey' s stral!gy a lso saw continued grow th in fiscal yea r 200 0 5,2 % in the revenues o f th e H otels
a nd Disn ey Village. Our future
bo ok ings and yield management
w ill be fu rt he r a ugm ent ed by eco mmerce reservatio n ca pa bility
whi ch will be int roduced in the
first hal f o f 2 0 0 I.
But th e growth a nd success o f
Disn eyland Pari s continues to be
fue lled by o ur grea tes t asset - the
ene rgy, m oti va tion a nd hard work
o f o ur 11,000 Cast Members wh o
fill 5 0 0 different rol es in th e creatio n of " D isney magic" as ente rtai ners, a ttraction o pe ra to rs , hotel
and res ta u ra nt teams wh o se commi t m ent to se r vice ha s ma d e
Disneylan d Pa ris t he ben chma rk
in Europe in th e service and ent ertainment sectors. Through o ur
am bit iou s human resources man age me nt policy, Disneyland Pari s
offers Cast M embers more tha n
80 traini ng programs to enhance
th eir pro fession a l skills. In fiscal
year 2000 , Euro Disn ey S.C.A.
em ployees ben efited from more
th an 4 8,0 00 training da ys.
> BUILDING OUR FUTURE
TODAY
G rowth bas ed o n an innovative,
crea ti ve product an d q ua lity of
se rv ice is the hallmark of " Euro
Disn ey of the Future" . This yea r
we la un ched th e la rgest d evelop m ent p la n und er tak en b y o u r
Company since the opening o f the
D isn eyland Park. Disney Studio s,
the Val d 'Euro pe Intern ation a l
Shopping Ce nt re, new hotels a nd
th e Val d 'Eu rope Town Ce nt re
will pro vide o pport unities for to urists well beyond the o ffer of. th e
past. To ens ure the s uc cessful
co m mercia lisa tion of th e develo pments, a new ma rk eti ng strategy
has a lso bee n la ubched . It is based
on four pr inciples: levera gin g of
the Disn ey br and, enha nce d com mun icati on via a new a dve rtisi ng
agency, furth er strengt?e ning of
o ur sa les and marketin g effo rts
throug h str o ng co m me rcia l a llia nces w ith the Pariscand Euro pea n
tra vel industry, and d irect sa les
and cu stomer relat ion ship manageme nt via th e Inrerner. j'Ihe ma rketing of o ur p roduct wi ll be
stronger than ever in th e co ming
years.
\'lIe believe that th e streng th o f o ur
market ing and ente rt ai n me nt progra ms , in add ition to o ur pla nned
inn o vat ion s, is fundam enta l to th e
continu ed success o f o u r Co mpan y. Sha reho lders ca n be assure d
that th ese co re ro uri sti c ac tiv ities
combined with th e resid ential and
o ffice development of Val d 'Europ e
and th e co nti n ued strength of th e
con vention centres will p ro vid e
so lid ba ses for steady gro wth into
th e fut ur e.
+
+
+
Major events in 2000
>
INDIANA JONES™
AND THE TEMPLE OF PERIL: BACKWARDS
>
FASTPASS ®
A technol og ical innova t io n
un ique
in
Europe, FastP ass® was
in tro duced in Ap ril
2 0 0 0 at three m ai n
D isne yland Par is attractions - Peter Pan's Flight,
Space M ountain, from
t he Earth to the Moon ,
a nd Ind ia na j on es">' a nd
th e Templ e of Peri l :
Backwards ! Easy to use
and ava ila ble to all the
park' s guests at no ch a rge,
a FastP as s® tick et mean s less
waiting in line, since gues t can
reser ve th eir ride tim e a nd be free
to enjoy th e Pa rk befor e returning
to experience the a tt rac tio n . The
service has been ex tre mely well
received and w a iting t ime in these
three att ractions is redu ced by
al most 5 0 % since its impleme ntation .
Th e Adven rurela nd a ttra ctio n,
Indi a na j on es">' and the Temple of
Per il: Back w ard s! o ffers new
thrills fo r gues ts to Disne yland
Pa ris. The infuriated god s ha ve
heighten ed th e terrible reven ge
th ey wr eak o n those who dare to
tr a vel th rou gh the H idden Cit y
within th e ruins of the Temple of
Peri l. Pa ssengers cli mb aboard
min e ca rs a nd th e rid e begins, but
instea d of rolling fo rwa rd th e
min e ca rs start ro lling back w ards
on a wi ld, 600-me ter run , w hich
.... ....
~ (A
g
t,i
0
0
" :x-"
2
o t::t o
.,
>
0
includ es a 3 60 loop ! With the
increased fright factor, pure exc item ent is guaranteed . T he Tem ple
of Per il defin itely lives up to its
nam e.
PIRATES' BEACH
Reduction in Peak Period Wait Time
>
Indiana Jones" and th e
Temple of Peril: Backw ards!
>
THE TARZAN
ENCOUNTER
-
Peter Pan's
Flight
Bet ween April 1 and October 31,
200 0, th e Chapa rral T hear er pr ese nted a new stage show, th e
Tarza n Enco unte r.
Gues ts set o ur o n a
real expedi tion into
th e heart of th e jun- .
gle, where th e life o f
Tarzan wa s recounted in five episo des ,
from child hood to
ad ulthood a nd his
enco unter wi th j an e. Mixi ng realist ic a nd st ylised a p pro aches,
costum es a nd se ts, thi s new
Dis ney la ndo Pa ris produ cti on
recr eated th e at mosphere , emotio ns and sto ry line of th e D isne y's
37th animated film in a unique
-
Space Mountain, fro
the Earth to th e Mac
25-m inure show ove rflo wi ng with
rhyth m a nd ac roba tics. M o re th an
10 0 specia lists (d irector, cho reog ra ph er,
a rtis tic
di rec to r, decora to r,
costu me
designer,
technici an s,
etc .)
w orked six months
to present thi s exc iting production .
THE TARZAN ENCOUNTER:
from April 1, 2000 to October 31, 2000 :
915 shows and 1,153,000 attendees
equals a 90% occupancy rate.
Hidden away in Adve nrure land's
Bazaar, th e Agr abah Ca fe serves a
variety of Midd le-Ea stern dish es
in surro und ings inspi red by O ne
T ho usand and O ne N ights. O pened
in fisca l yea r 2000, thi s ne w
Disneyland Pari s restaurant adds
an other dim en sion to th e pa rk' s
th ern ed
rest aurants, offer ing
guests th e opportu nity to savour
a ll th e flavo urs of the Mid d le East
in th e m iddle of the bazaar, on a
small pat io o r in a room full of
copper ke ttles and colo ured
lamps .
Disneyland Paris has opened a new
chi ldren's playground in Adventureland. At Pirates' Beach, childre n
fro m 3 to 9 clamber through shipwrecks craftily designed to offer
climbing fra mes. Th e specia l area
reserved for older chi ldren (7 to 9)
is th emed like a real-life pirate com bat tra ining gro und with a series of
walkways between different are as
of th e ' playground . Created by
D isneyland Pari s Imagineers, th is
new area is high ly prized by th e
pa rk's younger guests.
>
DISNEY
STUDIOS
THEME PARK
Euro Di sn ey S.C.A . has begun
con structi on of a second theme
park in Marne-La -Vallee, celeb rat ing the world of m ovies, television
and a ni ma tion. Disne y Studios wi ll
off er guests a no ther full day of
ent ert a inment . As of to day, Euro
Disn ey S.C.A . ha s a lready invested
€ 168 mi llion (FF 1.1 billion ) in
AGRABAH CAFE
th e pro ject o ur of € 6 10 million
(FF 4 billion ) financed in pa rt by
th e eq uity rights offe ring co mpleted by the Company in fisca l year
2000. Ninety percent of th e ca pital increase wa s su bscr ibed by
exi sting shareho lder s. T he Disney
Stud ios proj ect is o n time and o n
bud get . The official o peni ng of
Dis ney Stu d ios is sched uled for
Apri l 2002, an d atte nda nce and
hot el occupancy ar e ex pected to
reach new levels .
BnrRroowN oF REVENUES
BYACTIVITY
In fiscal year 2000, income before
leaseand financial chargesimproved
almost 6%. Although Disneyland
Park attendance was affected by
exceptional weather conditions
during the year and especiallyby the
major storm on December26,1.999,
revenues and operating margin
continued to grow.
At the DisneylandPark, the performance was fuelled by increasesin
merchandisespending(+6.L"/') and
averagefood and beveragespending
(+4.5t/"), as well as moderately
Drsrurvuruo
Penr
48%
higher admission prices. Hotel and
Disney Village revenuesrose 5.27"
owing to increased guest spending
per room (+3.2%) and strong performanceat DisneyMllage (+8.8%).
Hotel occupancy reached a new
record level of 82.9%.
Revenuesfrom real estate development activities and savingsin lease
and net financial chargesalso contributed to results.
Net income in fiscal year 2000
increasedby € 15.1 million (FF 99
million) to € 38.7 million (FF 254
million), ry 647..
PnnrSperuotruc
PER :
PnRrAtreruonruce Dtsttpvmruo
DtsrueYmruo
3
Horrl OccupRlcv
prRRootvt
AvrneceSperuotruc
vAT)
GUEST(including
( N u m b e ro f G u e s t si n m i l l i o n s )
(includingVAT)
-r"r$$u
+I
I
rd"
,l'
12.5
12.O
FF258
FF257
'1998
1999
2000
1998
1999
FF277 : 80.9%
82.6%
1999
i 1998
82.9%
2000
1998
€ ' t 83.0
F F 1 ,200
1999
2000
FF
€
FF
€
FF
REVENUES
DISNEYLANDO
PARIS
959.2
6,292
920.2
6,036
897.9
5.890
LEASE
BEFORE
DEPRECIATION,
INCOME
ANDFINANCIAL
CHARCES
225.6
1,480
215:t
1,411
223.9
1.469
BEFORE
LEASE
AND
INCOME
CHARCES
FINANCIAL
175.8
1,153
166.2
1,090
176.5
1,158
CHARCES
LEASE
ANDNETFINANCIAL
(138.3)
(eo7)
(145.0)
(e51)
(136.4)
(895)
ITEMS
EXCEPTIONAL
INCOME
BEFORE
37.5
246
21.2
139
40.1
263
NETINCOME
38.7
254
23.6
155
44.2
290
168.9
1,108
108.0
708
93.8
615
DATED
BORROWINGSCONSOLI
2,356:1
15,455
2,427.9
15,926
2,426.9
15,919
EQUITY
EQUITY
& QUASI
1,400.3
9,185
1,'14'1.9
7,490
1,118.5
7,337
206.5
'167.7
1,355
1,100
72.5
476
ACTIVITIES
CASHFLOWSFROMOPERATING
EXPENDITURES*
CAPITAL
including
for Disney
Studios
g
e
€ fls.e € l t z . s
F F1 , 1 4 0 F F1 , 1 6 3
-
(in millions)
+
/-
l-i
2000
t
jlX
€ Eg.s € qo.z € qz.z i
'12.5
Orxen Hotrls aruo
Vrlucr
13% DrsHeY
|
39Yo
<
>
- includingdebtof the unconsolidated
in shares(ORAs)
and excludingthe bondsredeemable
financingcompagnies
.. includingdeferred
charg,es.
56.7
372
GEOGRAPHICAL BREAKDOWN
MORE SATISFACTION AND VISITOR LOYALTY
O F D ISNEYLAND PARK VISITORS
ANNUAL PASS HOLDERS EVOLUTIO N
FRANCE
+ +
SPAIN / ITALY
40 %
8%
O THER
11 %
--:-.. . . .ir;oo----.. . .~
_
B ELGIUM /
L UXEMBOURG
9%
--49 ,442
58 ,410
63 ,431
. 88 % of Fastf'asse users said they are completely
G ERM ANY
8%
N ETHERLANDS
UK
9%
15 %
or very satisfied since the system implementation
in Apr il 2000
• Repeat visitation percentage in 2000 = 40 %
HE BIGGEST RESORT SITE IN EUROPE:
Seven themed hotels representing 5,800 rooms.
In 2000, 1 ,748,000 room nights .
ENTERTAINMENT: A UNIQUE
KNOW-How IN EUROPE
• 46 boutiques
and 23 outside points of sale
• 8,653 available merchandise items
• 26 ,300,463 merchand ise products
sold in 2000 .
• 304 animals;
more than
30 diff erent species.
•
•
•
•
14 hours of live shows performed each day;
25 ,000 costumes: the largest collection in Europe;
6,000 met ers of fabr ic are necessary for a parade;
24 tons of pump kins were used in th e Hallow een Festival.
I
Cast Members
I
Our Greatest Asset: the Dedication,
the Enthousiasm and the Energy
of our Cast Members
At the Disneyla nd Pa rk , Hotels
and Di sney Village, guests receive
th e fu ll atte nt ion o f Disn eyland
Pari s' Cas t M embers. Euro Disney
S.C.A. employs more th an I 1,000
Cas t M emb ers, 10,000 o f whom
ar e per ma ne nt sta ff. M ore tha n 95
nati o nal ities a re repr esent ed and
Cas t M embers spea k a to ta l of
so me 19 lan guages. Almos t hal f of
the Cast M embers ha ve worked
for th e Compa ny for five yea rs or
more, a nd th e a verage age of perman ent Cas t M emb ers is 32.
More than 95 nationalities
are represented and Cast Members
speak a total of some 19 languages
Di sneyland Pa ris offers Cas t
M emb ers th e oppo rt un ity to perfor m a wide ran ge o f job s as ente rta iner s, att rac tion ope rators, hotel
staff, cooks, acrobats, gardeners,
la nd scap ers, firefig hters, clean up
cre ws, sho w techn ician s, sa les
sta ff and specialists in marketin g,
fin an ce, lega l a nd in fo rm at io n
technol ogy services. Altoge ther,
more th an 500 professio ns are
represented at Disneylan d Par is.
At the operationa l level, almos t
half o f th ese job s involve we lco ming a nd ente rta ining park guests.
M ainten ance a nd c ustodia l a re
also tw o key areas, with sa les act ivities a nd behind- the-scenes support sys tems (fina nce, ma rk etin g,
legal, informa tio n serv ices) co mpletin g th e breakdo wn. In eac h
department, tr aining pro grams ar e
organi sed to im p rov e Cas t
M embers' skills a nd ens ure the
qu alit y o f se rv ice for which
Disneyland Pa ris is kno wn.
M ore than 500 professions
are represented
at Di sneyland» Paris
Imagineering
--- ~f6NErf~~~'
>/
0
e
0
0
0
et
MANAGEMENT TEAM
jeff ARCHAMBAULT
Vice President, Co rpora te
Alliances
0
Howard PICKETT
Senio r Vice President, Mar ketillg
& Sales
Yann CAILLERE
Senior Vice President, Operati ons
0
j ean POCHOY
Vice President, Ent ertainment
Dominique COCQUET
Senio r Vice President,
Development
and Externa l Affairs
0
jay RASULO
Cbairtnan 0~ CEO
~ j ean-Yves REMOND
Senior Vice President , Human
Geoffr oy de la BOURDO
Resour ces
AYE
Vice President, M erchalldise
& Retail
~ Marc ROBINO
Vice President, Food and
Serge NAIM
Beverage
Vice President, Finance
~ j ean-Patrick THIRY
Vice President, Hot els
Chris tian PERDRI ER
& Con venti on Centers
Seni or Vice President,
Gperational Supp ort
~~ .u
ast Members
Our Cast Members come from all horizons
and it is this blend of the world's cultures that
makes almost anything possible at DisneylandParis. Here are some of their stories.
> 1 M A RC O B ERN 1Nl
Park Op erations D i re cto r
H e was a professional [ootba ller ill
ivlilau , Th e m eeting
w ith th e I I' OIl Ill Il
who teas to bec ome
his wife m ade him
leave Italy (or
Paris. H e turned up
spontaneously at
D isn evlan d Paris ill
1992. ;l/Id ill less
than a week [ound
bim sel] at Big
Th under M oulltaill.
H e w ork ed at Peter
Pall's Flight, then at
the Pirat es of th e
Carribean. H e treats it all as a
game and loues to see guests
en joying tb ems elues. O ne yea r
later, h e was appoin ted m alwger o(
training p rograms (or Fron tier land
and Aduenture land . He w or ked ill
Ticliet ing (or a tim e where he
became aware o( th e complexity o(
th e dat a processing sys tem , bec am e mallager o( th e A nnual
Passp ort department and pro vided
th e in terfa ce bet w een lvla rke tillg
and Sales (or all th e Park 's pro nto tions . His respo nsibilities ill creased
until, ill September 2. 000, he wa s
app oin ted O pera tions IVlallager (or
th e Park . Ca p screwed onto h is
head, a smile alw ays a ll his lip s, as
o ftell as possible h e is ill th e field
where h e invent ed th e idea o f th e
"toalkin g m eeting "!
> 1 M AR IE-H ELENE G O M ISG I RARD I N
Responsib le for I ntern al
Events
A natiue o( Senega l,
Ma rie-H eli!lle trav elled a great d eal befor e
jo in ing th e Co m pa ny.
W ith a d egree fro m
th e Bordeaux
Business Sch ool , she
was recruited int o th e
managem ent training
program ill 19 92.. She
sta rted ill th e field, ill
th e custo dial detiart m ent, where she trailied th e day an d night
teams. A t th e end o f
three yea rs, at th e tim e of th e ope ning o f Space lvlol l//tai ll, she w as
elect ed "Am bassad or ". All tnt[orge ttab le ex perie nce th at she to ok
a ll with h er h ead ill th e clouds and
[eet fir m ly planted 0 11 th e g ro un d .
A t th e end of that year, she ioan tcd
to ioin a department ill contact
w ith the [ield . For th e past (our
"ea rs, she has been ill conuuunicati OIlS, managing internal events ,IS
part o( th e Internal Conununications tea m.
> 1 N,C OLAS G O Ll N SKI
Se n i o r Mana ge r
G u es t Flo w Team
> 1 S EVERINE DIGER
Purchas ing A ssistant
A t th e en d o f h er b us iness stud ies, Seuerine came to wo rk 0 11
th e site before "s eriously looliing
(or w or k '' . She stayed. H er firs t
[ob was th e parade ill [un e 1993.
Fond of all sp orts , cra::y abou t
a rtistic slia ti ng, bas k etb a ll and
m odem iazz, sh e to ok part ill th e
sh ow for uearlv I S ni ontbs. H er
ca reer then led her to an administrative positio n ill the cos tume
dcpnrtmeut , Sb « managed plan ning ill permanent contact with
G ISt i'vle mbers. Then sh e was
p rom oted " buyer " fo r eve ryt hing
invo lving textiles . Fu ll o f life,
urhen sh e is 1I0t ill h er office , she
scurries a t h igh sp eed th rough th e
long corridor s lin ed u ritb costum es . A tte ntive to th e small est
de tail, sh e mallages th e stocks o f
clothing, III perma nent ca lltact
with sup plie rs, she m ak es th em
produ ce according t o th e th em es
and needs.
A h igh lcucl gym nas t, Nicolas was
preparing fo r th e G lym pic Ga m es.
A ll accide n t OIl th e para llel bars
(a rced him to change his [ocus. H e
bec ame a gymnastics teacher.
Somewhat ath let ic for all of(ice
w orker, he was loohing fo r a challenging iob and [onnd it. H e joined
the Company ill 1992. and sta rted
as assistant ma nager ill the Park 's
Custodial D epartment, night first,
then th e day. " It is a school o(
humility w h ere yo u learn teamw ork , so lidarity, and hum an
values ", he savs. III 1995, h e ask ed
fo r a trans fer to th e attrac tio ns
d epartment and receiue d it . After
having tak en part ill th e setting up
of th e "Small World " co n cept, he
gai ne d prom otion afte r prom otio n
until he was appoin ted mallager of
guest flo w. III synergy w ith th e
ente rtainm ent, food and beverage
and m erchandising departments, he
m an ages and organises th e queu es,
th eatres, th e D isn eyland Park 's
int erna l transport and in form ation
and always guides gues ts ill thi s
sp o rtin g spirit of st rictn ess and
tenac ity.
> 1 C H RI ST O PHE G I RA L
Pro ject Manager
Wh ile st ill a stu dent, h e joined th e
Co m pany ill 19 91
ill a seasonal sccurityiob. H e was
guarding w hat
was litt le m o re
tbau a building
site . H e carried
ou t h is end o( st udi es training co u rses 0 11 projects as
varied as th e ina uguration o( Space
M oulltaill , th e
coo rdination of an Elto n [ob n
concert and th e uniting o f a real
estate tOWII planning an d arc hitectu ral d ossier o f som e hundred
pages d evo ted to the Disn eylat ide
Paris site. Th e d ossier received th e
excellen ce prize awarded by th e
FIAB C I (Inte rnatio nal Fed erati o n
o f Real Esta te Pro fessions) against
ttuenty o the r [iualists. A ft er tw o
years ill th e lmagineering dep artm ent, h e had th e op po rtun ity to
w ork 0 11 a co m plete ly ueio com m ercial pro ject : th e internatio nal
shoppi llg cen tre Val d 'Eu rop e. As
th e Project Mallager, h e has had
responsibility for th e co m mercial
co ncept and th e choice of bou tiques. Val d 'Eu rop e is 1I0W ope n;
h e is lo ohing for fresh challenges .
> 1 OUVIER GARAiALDE
Senior Manager
Business Planning
With a dip loma
fro m th e famou s
h otel school of
Lau san ne, he [oilied th e
Co m pa ny ill
1992 . H e th en
d ecid ed to leave
Fran ce fo r neto
he manages his staff - nearly 1,500
people 0 11 average th rough out th e
year - and assures th e goo d [unctioning of all departm ents and is getting ready for th e estim ated requir ements of Disney Studios. But his
permanent objective is custo mer
satisfaction . "Wheth er th e" have a
littl e or a lot to spend, eacl] guest is
important and has his needs. It is
up to us to m eet the m . "
> 1 VERONIQUE DERAMAUX
Community Relations
Manager
horizons.
For th ree years,
he perfect ed his
trainin g ill h otel
m anagem ent ill
th e Un ited States
and M exico . Disnevlan d Paris
m ad e COlitac t w ith -h im again to
offer him th e jo b o f finan cial
contro ller of th e Santa Fe H ot el.
He acce pte d . 111 tim e, h e becam e
[inancial contro ller of th e six
h ot els and th e campground o f th e
sit e and o f Disney Village . 111
August 2000, he was pro m oted
Senior Jv!allager. H e is 33. III this
position , h e has set up a tax ation
di agn ost ic sy stem and a glo bal
alialysis of th e H otels ' results. Bu t
this [ina ncier is also ve ry attentiue
to th e gu est satisfactio n in dex .
" It's essen tial ill our job ", he says.
> 1 FAOUZ I M ILOUD
Par k s Food and Beve ra ge
D i rec tor
A native of th e Cap BOil ill Tunis ia,
Faoici trained at th e h ot el school ill
N ab eul, itself controlled by that ill
Lausanne. He joined th e Company
after nearly ttoenty years' ex periencc ill h ot els and foo d and beverage
w ith Club M ed, th e M eridiell chain ,
ill th e Accor gro up , ill
Egypt, M orocco and
M ex ico. He was engaged
as th e general manager
of the Santa Fe Hotel to
w hich was added th e
Hot el Cbevenne. III
1996, he l i h l S give n
respon sibi lity fo r foo d
and beverage throu gho ut th e w hole of
~
Disney Village. 111 April
1998, he was elltrus ted
,
,~;
w ith th e m anagem ent of
~,- .:
food and beueragc for
th e whole Park . He k eeps a close
eye 0 11 hygiene and product quality,
join the publishing departmen t
ill charge of prod ucing tick ets,
passp ort s and mea l uoucbers.
111 [au uary 1998, he rejoined th e
m edia partnership department
where he d euelop ed partnership
operations with th e magaz ine
and national daily press .
> 1 AUDR EY BRAZ IER
A Parlianientarv assistant ,
Yeroniq ue [oin cd th e Co m pany ill
1991 ill th e local ex ternal relations
department . She was then ill tou ch
w ith the pol itical world and th ose
involve d ill th e Dis ney pr oject . She
very quick ly took charge of th e
com m un ity relatio ns depart m ent
which w as all integra l par t of th e
Com pany's cultu re. She set up
hospital visits ill Paris and th e ll ede -Prance and orga nised numerou s
eve n ts sp ecially dedi cated to d epri ued children. Ha ving supported
th e cause of th ousands of children,
sh e devoted herself to her OWII and
took a year's parental leaue. At th e
end of this leaue sh e rejoi ned th e
com m unity relations team. "They
waited for m e, .. she says, "that's
rare and challengin g." She wa s
euen pr omot ed to Ma llage r, a pro m otion th at sh e sees as a personal
achieveme nt and a challenge ill her
career deuelopntcnt,
> 1 FAB IE N GAV ARD GATO N
Marketing Promot ion
Represen tative
III or de r to [ina nce h is com m ercial
tra ining period ill a Parisian adue rtising agen cy, h e w ork ed ioeck ends
at the Park . A fte r h is m ilitary setuice, he joined th e Conipany fulltime as team malla ger for th e
Parks en trance com plex. From th e
to llgates ill th e perking lo t to th e
k ennels, he train ed ill th e field .
He left th e opera tio nal scene to
A mb a ssad o r 2000
Each " ear, a Cas t
M e ml~cr is elec ted
to represent all
th e other s a nd
becom es th e
.,Amba ssador " .
Thi s tr aditi o n,
comm on to a ll th e
Disn ey pa rk s, was
cre ated in 1965
by Wa it Disn ey.
Th e Am ba ssa do r
pa rti cipa tes in a ll
the eve nt s of
Disneyla nd Pa ris.
Its mi ssion a lso
consists of bringin g Dis ney magic
to a ll th e childre n wi t h o ur commu nit y re lations dep artme nt .
Audrev Brazier wa s elected
Amba ssad or for th e yea r 200 0.
ri/hell sh e joined D isn eylan dei
Paris ill 19')5, A udrev didn 't
consider w ha t wou ld- bring h er
year 2000. During her first three
yea rs ill the Com pany, Audrey was
all attractio n h ost ess where sh e
su ccessively worked at fou r
tb em ed rides, where she learned
and applied the high standards of
a service-oriented com pany with
a uery tnulticultura! cliente le.
III 1999, she wa s part of th e
Co ncierge team o f th e biggest
Europ ean h ot el, th e Ne w po rt Bay
Club. But this was nothing ill
com pariso n w ith 2000. There sh e
was electe d to represe n t th e Cas t
of Dis ne yla nde Paris ami th e
Co m pmry bo th int erna lly and
externa llv. \I?hat did sh e recall as
her best ;lIomCllts ? Th e time spe nt
with th e uolun tec rs visiting
hospitals and the ope ning of th e
Ch ristmas seas on with th e
O lym pic m ed allist Duuid Douillet,
Our mission statement
Together, let's bring
the Disney magic to life
At D isn eyland Pari s, we ha ve a
visio n - to be th e ben chm ark for
se rv ice in Europe by b ringin g th e
D isney m a g ic to life fo r o ur
gues ts . Eve ry day, Cast M embers
put thi s visio n into practice by
focu sin g o n three key ob jectives :
to crea te , to sha re a nd to gro w.
Attaining these o b ject ives in vol ves living n ine Co m pa ny va lues .
C reati ng th e m ag ic of D isney
t a kes C re a t ivity, In it iat ive and
H u m o u r. Sha ring t he Di sn ey
m agic eve ryday in vo lves Liste ning, Trust an d Solidari ty. And
last bu t no t lea st, growi ng to be
th e ben chmark for se rv ice in
Europ e requires Ex ernp la rit y,
Excellence a nd Rea lism . By co mbin ing th eir tal ent s and effo rt s,
Cast Membe rs ens ure guests a
mem o rable ex pe rie nce .
Bu r g ues t sa t isfac t io n is just o ne
side o f th e co in. Eur o Disn ey
S.C.A . is al so d edi cat ed to offering em p loy me nt a nd pr o vid ing
its Cast M emb ers, man y of w hom
co me to Di sne yla nd Par is fo r
th eir first jo b, with o ppo rtu n ities
to acquire pr ofession a l sk ills. O nthe-j ob t ra in ing is a pri ority. Euro
Disney S.C.A. o ffers its em plo yees
m o re th an 80 t ra ining p rogra ms
in a wid e va riety of fields . In fisca l
year 2000, Euro Dis ney S.C.A .
employees benefi ted from more
than 4 8 ,0 0 0 days of trai ning,
rep rese nt ing 4 .8 % o f tota l payroll .
To be the benchmark
for service in Europe
by bringing the Disney
magic to life for our
guests
48 ,000 training days
To create,
to share and
to grow
More than 80 training programs
>
SYSTEMS
In the field of new techno logy,
Euro Disney S.C.A. is investing in
its informa tion, reservat ion an d
yield manage me nt systems with
the goa l of mai ntai ning a tec hnologica l edge in th e to uris m industry. In the last three yea rs, th e
Co mpa ny has spent alm ost € 152
m illion (FF 1 billion ) on systems
im p lem enta tio n, en ha ncement
a nd support in o rde r to inc rea se
efficiency.
Ov er thi s pe riod , conti n uous
improvements have been mad e to
th e rese rvatio n a nd booki ng
syste m. Used by th e Centra l Reservatio n Office, this system la rgely
contributes to its efficiency in terms
of call answeri ng and package
booking. T he Company expec ts to
introduce e-commerce reservation
capability in the first ha lf of 2001.
This initiative will enable Euro
Disney S.C.A. to develop on line
sa les and serve as a link to the main
reserva tion systems of distributors
and travel agencies.
.s
Ano ther project, which was laun ched to upgrade the Company's
Back Office informa tion systems,
is moving forward at a rapid pace .
It is designed to facilita te accounting, control, purc hasing and
maintenan ce activities.
In order to improve room s invenrory managemen t a nd optirnise
park attenda nce, an efficient yield
mana gem ent system has been
impl ement ed since the summer of
1999. It has pro ven to be a rea l
success, as dem onstra ted by th e
hotel occupa ncy rates.
Last but far from least, a new
ticketing system will be introduced
with th e ope ning of Disney Stud ios.
It will expand possibilities for better management of da ted tickets
an d enhance implementation of th e
Com pany's commercial strategy.
On top of this, the Company is still
payi ng strong attention to the
implementation of modifications
required to make all its systems
comp liant with the Euro currency.
Investing
in information,
reser vation and
yield management
system s
Looking ahead
To continue to bring
the Disney magic
to life for park guests in the years
/
1 11
to come, Euro Disney S.C.A.
focuses on improving access,
serv ice, hotel capacity
>
EXTENSION OF THE FASTPASS ®
Foll owing th e successful imp lementat ion in fisca l year 2000 o f
Fasrl'asse , the Co mpany 's ne w
attra ction rese rva tio n system, a t
and its entertainme nt offer.
Peter Pan' s Flight, Spac e M ou nt ain ,
fro m th e Ear t h to th e M oo n, a nd
In di an a j on es!" a nd th e Tem ple o f
Peril : Backwards}, th e Co m pa ny
>
TOON CIRCUS
In 2001 , co me a nd discover th e
new Disneylan d Pa ris sho w, Too n
Circus, o n M a in Str eet USA severa l
times a da y fro m M arch 3 1 to
Sep te mbe r 30 . After th e ann ual
Christmas festivi ties, shows a nd
firew o rk s di spla ys, cl im b o n
Durnbo' s circu s train a nd ma rvel
at th e antics of Go ofy th e circu s
>
EXPANDED HOTEL
CAPACITY
To increase lo dging ca pa city at
D isn ey la nd Pa r is, new hot els w ill
be deve lop ed w ith t hird-parr y
partn er s. In ad d it io n ro the 5, 800
hotel roo ms av a ila ble toda y a t
th e Di sn eyland Paris site we are
p lannin g ro a dd 1, 00 0 to 1,5 00
plans to ex pa nd th e pro gr am in
2001 to include tw o add itional
maj or a tt rac tio ns, Big Thunder
M ountain and Sta r Tours.
roo ms by th e sum me r o f 2003 .
D isn eyland Pari s ben efits from its
posit ion as France 's lead ing tour ist destinatio n and a major
co nve nt io n -ccnt re. Likewi se, the
con structi on of Di sne y Stud ios
a nd t he Va l d 'Europe urban develo pm ent proj ect are ex pe cte d ro
ma ke a very positi ve co nt r ibut io n
ro th e fut ure developm ent of th e
site .
stro ng ma n, Ro ger Rab bit th e juggler, th e firemen clow ns and the
hippop otamu s fro m Fantasia o n a
trapeze, all introduced by M ick ey
himself as master of ceremo nies.
This new a dd itio n ro Disn eyland
Pari s's impressive array o f parades,
live stag e sho ws a nd specia l events
wi ll plea se yo ung an d o ld a like.
>'
DISNEY STUDIOS
Construction
of
Disney Studios, Euro
Disn ey S.C.A.' s second
th em e park, is w ell
under way. Celebra ting the world of
~fs~Ei" (hannel .
L'imog;Nocho/Nl:'
movies, television and
animation, the new
park is sched uled to
op en in the spring of 2002. The
construction is on time and on budget. Disney Studios will employ
approximately 1,500 Cast Members and will be a live-action, animation and television studio, wh ere
guests will experience movies and
television both from behind the scenes and in front of the cam era.
Gue sts of th e pa rk will disco ver th e
~
U" .
~
Val d'Europe is an ambitious
urban development proj ect
con ceived by French public
authorities and Euro Disn ey
S.C.A . to create a new city
near Disneyland Pari s.
Th e goal is to strike a balance between modernity and
tradition while promoting
quality living and respect for
the enviro nment . The proj ect involves
building a major sho pping centre,
an international business park, offices, ap artments, individual homes
and hotels.
The Val d 'Europe proj ect is moving
ahea d at a rapid pace. After th e op enin g of th e Int ernational Shopping
Centre in October 2000, furth er
world of cinema , see ho w movies
are made today and step into th e
future of movie making.
Beginning in Jul y 2001, Disn ey
Studios w ill also be th e hom e of
th e Disn ey Cha nne l, and Disn ey
television progra ms w ill be produced at the site .
nati on al Busin ess Park a im s a t
becoming th e referen ce in th e I1 ede-France reg ion enc ompa ssin g
event ually 650, 0 00 m' o f SHON
(net a rea) .
developments in th e urban centre of
Val d'Europe ar e taking sha pe.
Three highly specialised property
developers, Fen~al- CGIS, M euni er
Promotion and Bou ygue s Imrn obilier, ha ve begun construction of a
complex of 600 quality apa rt me nts
in the Qu artier de la Gar e near th e
RER station, sched uled to op en
early 2001. In addition , in this sa me
d istrict, Euro Disney S.C.A. and
Eto iles d'Europe S.A.S ha ve signed
an agr eem ent relating to th e construction of th ree o ffice buildings.
Thi s neighbourhood w ill be built
around a large sq uare w ith restaurants, bars and convenience sto res.
It will event ua lly comprise 900
dw ellin gs, a 3-sta r ISO-room hotel,
100,000 m- of offices and services,
a nd th e main ent ra nce to th e
Internation al Shopping Centre.
Euro Disney S.C.A. has also entered
into a gen er al agreement regard ing
th e de velopment and commercialisa t io n o f th e Val d' Europe
Internati on al Busin ess Park with
Arl ington Securities. Thi s Inr er-
Fina lly, as part o f Euro Disn ey
S.C.A.'s stra tegy to increase hot el
cap acity, th e French to ur ism co mpany Pierre et Vacanc es ente red into
an ag reeme nt w ith Euro Disney
S.C.A to build of a 3-star 21O-room
residential hotel in Val d'Europ e.
Through coh erent and co ntro lled
town planning, th e construction of
high q ua lity publ ic a me nities, a
diversified hou sing policy and th e
con serv ati on of th e environment,
Val d' Eur op e is destin ed to becom e
o ne of th e main eco nomic cent res of
th e eastern Par isian region, th us
reinforcing its rol e as a tourist destinati on.
uro Disney S.C.A.
and Stock Exchange
Shareholder Information
SHARE PRICE IN FISCAL YEAR 2000 / AVERAGE DAILY TRADING VOLUME_
A volatile stock exchange context
Volu me (average p er day, in millions )
4 .000
.~
3.500
3 .000
I
e - -e
2.500
2.000
1.500
•
Share Price (end of month, in euro)
1.4
1.2
1.0
- -e -e--e -e -e _
I
0.8
e - e- -e
0.6
-----e
0.4
1.000
0.2
0.500
0 .000 -+_ _--==-_---""--_.....E:._ _.z:::..._ ---'=-_--':::....-_ ..:...:II"--_ .........:::....-_---""--_---"''--_ :.='--_ :...:z::'--_ _+ O
oct -99 no v-99 dec-99
>
jan-OO
feb -OO
mar-OO apr- OO
m ay-OO
jun- OO
jul-OO
aug-OO
sep- OO
STOCK MARKET CAPITALISATION
AND CAPITAL INCREASE
At the end o f fisca l yea r 200 0, the
stoc k mark et ca p ita lisa tio n of
Euro Disney S.C.A. totall ed € 5 91
millio n (FF 3.9 billio n).
Shar es of Euro Disney S.C. A. are
trad ed o n th e Pa ris, Brussels and
Lon don stock ex changes. In
December 1999, th e Co m pa ny
issu ed a pp ro x ima tely 2 88 milli on
new sha res t h ro ug h a n eq uity
rights o ffer ing, wh ich provided
preferenti al subscriptio n rights to
ex isting shareho lders. T his offering , a uthorised at the Novem ber 2,
1999 extra ordinary sha re ho lders '
meeting, generated ne t pro ceeds of
€ 21 9.5 mi llio n (FF 1.4 billion ),
w hich are being mainl y used to
fina nce a portion of t he design and
con struction costs of Di sney
Studios.
In fisca l year 2000, th e perf or man ce o f Euro Disney S.C.A. sha res sho uld be view ed in light o f th e
vo la tile stock ma rk et enviro nme nt
w hich characteri sed th e period .
Euro Disney S.C.A . nevertheless
remai ns on e of the top ten co m panies cit ed by ac tive yo ung sha reholders (T LB Euro place study) .
A warrant, w hic h was issued free
of charge to sha re ho lde rs o n
record as o f Jun e I4, 1994, is likew ise traded o n the Paris sto ck
exch an ge.
A 6.75 % con vertible bond, maturin g in O ctober 200 J, is also traded in Pari s. In fisca l year 2000,
the Co m pa ny bou ght ba ck
2, 305, 604 con vertibl e bonds.
SHAREH OLDIN G STRUCTURE
(as of September 30 , 2000)
c.*
The WaIt Disr
Other
Shareholders
.......
~
* via it s w holly- owned subsidiary,
EDL Holding Company
a company
whose shares are held by tru sts for the benefit
of Prince Alwaleed and his fami ly.
** via KINGDOM 5-KR-21 . Ltd,
Prince Alwaleed * *
IfIiI
d
MARKET CAPITALISATION
FISCAL YEAR
2000
1999
1998
NUMBER O F SHARES
(in millions)
1,056
768
768
591
1,052
960
High (in euro) *
1.27
1.47
1.80
-,Low (in euro)*
0.56
0.96
0 .97
MARKET CAPITALISATION
(in millions euros)
SHARE PRICE
I
-
'share price adjusted for dilution impact of the December 99 equity rights offering.
ST OCK EXCHANGE ACT IVITY
_
PRICE AS OF END
SEPTEMBER 2000 *
SHARE
PARIS
LO NDO N : LOCAL
BRUSSELS
CONVERTIBLE BOND
PARIS
0.56 €
0.40 £
0.5 4 €
1,765,388
79,538
80,800
€
18,150
24.89
I
W ARRANT
PARIS
0.02
€
128,47 9/
" last stock exchange day of fiscal year : Sep tember 29, 2000 in Paris and Brussels. September 28 in London.
For all queries regarding the regist ration of
any of your holdings in Euro Disney S.C.A,
please contact :
if
• France :
Banque Credit Agricole Indosuez,
Service Actionnaires,
92 920 Paris La Defense Cedex,
33(0)1 41 894324
• Belgium :
KBC Securities,
14, Place Sainte Gudule, B-1000 Bruxelles
• United Kingdom:
• Share and Warrant :
Computers hare Services,
PO Box 82, The Pavilions, Bridgewater Road,
Bristol, B S99 7NH
• Convertible Bonds :
Nathwest Wealth Management,
Turnpike House, 123 High Street, Crawley,
West Sussex, RH10 1DQ
uro Disney S.C.A.
and Stock Exchange
Shareholder Information
>
T H E SHAREHOLDERS' CLUB
Create d in 1995 for ind ivid ua l
investo rs, the Sha re ho lders' Clu b
a m bit ion is to keep its member s
regu la rly info rme d, partic ular ly
th rou gh a q uarter ly new sletter
w hich presents th e Co m pa ny's
res ul ts and im po rt a nt news. C lub
sha re ho lde rs a re a lso offe re d
s ign ifica nt red uc ti o ns o n pa rk
a d miss io ns , hot el ra tes a nd go lf
co urse g ree n fees, as well as di sco unts a t D isney land Pari s sho ps,
table-service restaura nt s a nd th e
Legend of Buffa lo Bill d inn e r
sho w. T he re a re tw o di rect telepho ne lines at th eir disposa l, o ne
for financia l inf orm a tion , (33) I
64 74 5 6 30 , a nd the o the r for
reser va tion s a t Disn eyland Pa ris
hotels, (3 3 ) 1 603060 72 .
EURO
D\~~~.!. ..?.:~:.~:
....................
Club Aet\onna\res
Le
, Club
Shareholders
IDENTIFICATION SHEETS
_
/.
IDENTIFICATION SHEET OF EURO DISNEY S.C.A. SHARE
NOM INAL
->
0 .76 EURO S PER SHARE AS OF 09 /30/00
NUM BER OF SHARES
MARKETPLACES
->
->
1,055 ,772,071 AS OF 09 /30 /00
PARIS ( SR D)
LONDON
M AIN CODES:
SICOVAM
REUTERS
->
->
BLO OM BERG
ISIN ->
12 5 8 7
EDL.PA
->
EDL
FP
FR0000 1 25874
BRUSSELS
~-----:--------------------~'-
>
N OM INAL AND COUPON
->
CORPORATE
GOVERNANCE
21.34 € PER BOND WITH
A COUPON AT 6 .75 %
AS OF 09130/00
N UM BER OF BONDS
PARITY
->
->
22 ,58 1 ,69 1 AS OF 09/30/00
1 C ONVERTIBLE BOND
=
1 .455 NEW SHARES AS OF 09/30 / 00
REIM BURSEM ENT
M ARKETPLACE
->
->
OCTOBER 1,2001 AT 1 10 % OF PAR
PARIS
M AIN CODES:
SICOVAM
->
85 2 1
REUTERS ->
BLOOM BERG
IS IN
EDLx.PA
->
->
EU RD 6 .75 10/01
FR00000852 19 ./
( I DENTIFICATION SHEET OF EURO DISNEY S.C.A. WARRANT
N UM BER OF W ARRANTS ->
PARITY
->
2 9 0 ,0 0 0 ,000 AS OF 09/ 30/ 00
3 W ARRANTS
= 1 .0 6 9
NEW SHARES
AS OF 09/3 0/00
EXERClCE PERIOD
->
FROM D ECEMBER 31 , 1 9 9 5
TO JULY 11 , 2004
M ARKETPLACE
->
PARIS
M AIN CODES:
SICOVAM
->
51 4 72
REUTERS ->
BLOOM BERG
ISIN
->
RF5 1 472 .PA
->
EURD 7 / 1 1 /04
FR00005 1 472 1
-------------=------------~/
>
I
T he Euro Disney S.C.A struc ture
introduces, un der Fren ch law, a
clear d istinctio n between th e
M an agem ent Team of Eur o
Disney S.C.A., w hich is resp on sible for o pera ting th e Co mpa ny,
and th e Sup er visory Board, w hich
is respon sible fo r ove rsee ing the
ma nagement of the Co mpa ny.
Th e ro le of the Supe rviso ry Board
is to sa feguard th e best inte rests of
the Co m pa ny a nd its sha reho lders
and to gua rante e th e q ua lity o f th e
info rm ation co m m unica ted to
shar eh o ld ers. Th e Su perv iso ry
Board M ember 's Cha rter d ict ates
funda me nta l o bliga tions to w hich
the mem bers of the Board shou ld
co nfo rm. Severa l ob ligatio ns in
this charter go well beyo nd th e
de ma nds of th e la w a nd th e
Company 's by- laws, req uiring, for
exa mp le, each board memb er to
own at leas t 1,000 Euro Disney
S.C.A shares . Four Super viso ry
Boa rd M eet ings we re held in fiscal
year 2000.
An Aud it Co mm ittee, co mposed
of thr ee m ember s of th e
Supe rviso ry Bo ard , was created in
1997 to review acco unt ing a nd
reporting issues as well as int ern a l
and externa l a ud it pro cesses. Th e
members of th e Aud it Co m m itt ee
are An ro ine j ea nco urt -C al ign ani ,
Dr. j ens O de wa ld a nd La ur ence
Pa risot. Three meetings o f th e
Audit Co m mittee wer e held in fiscal yea r 2000.
SUPERVISORY BOARD
Cha irm an
of the Sup erv isory B oard
M em be rs
of the Sup erviso ry Board
Antoi ne J eancourt-Galign ani ,
Presid enr -d irecreur genera l, AG F
Amm inistrato re Delegato of
Dr. Claud io Ca labi,
Dr. J ens Od cwald,
Chai rma n of th e Su perviso ry
Boa rd, Unidata AG, Schwaig,
T chibo H old ing AG a nd
Euro bike AG
Rizzolli Co rriere della Sera
Sir Da vid Frost ,
Preside nt, Da vid Parad ine Ltd.
Philippe Lab ro ,
Vice-President, RT L
Sandford M . Litvack ,
Vice Chairman of th e Board,
T he Wai t D isney Co mpany
Lauren ce Pari sot ,
Presiden t-d irecteur genera l, IFO P
Fra ncis Veber,
President, EFVE Films, Escape
Films, Escape Films Production
Co mpa ny, Inc.
Internet Sites
>
www.eurodisney.com
::.I
Disneyland» Paris has
two web sites:
one commercial
and one institutional.
O ur corpora te Intern et site :
w ww.curod isn ey.com
pr o vid es
users with a ran ge of extensive
inform a t ion re leva nt t o th e
Co m pa ny, o ffcr ing th e viewe r a
glo ba l visio n o f th e Co m pa ny a nd
a n o pport unity to bette r understand o ur activity.
T he site is based around three cr iteri a :
o "W ho are we ?" regroups a ll
a vaila ble informa tion co ncern ing
t he esse nt ia l figures o f the
Co mpa ny, em ployees as we ll as
o ur enviro nme nt po licy a nd o ur
co mm unity re lat ion s actio ns .
6 "The future is bein g b ui lt
today" is d ed icated to th e
Co mpa ny's develo pment proj ect s.
€) "Sha reho lders " prov ides Co mpa ny finan cial informa tion to a ll
o ur Shareh o lder s. An o n-line bo ut iq ue , reser ved excl usi ve ly for
m em bers o f th e Euro D isn ey
S.C. A. Shareho lders' Clu b, wi ll
soo n be in oper a t io n, o fferi ng
C lu b member s d iscounts o n a
selecte d pan el of Disn eyla nd Pa ris
produ cts.
"Press ki ts" a nd "student kits "
ca n a lso be download ed fro m th e
site.
>
www.disneylandparis.co
O ur co mme rc ia l site:
www.d isncy landparis.co rn, pro vides a w ide ra nge of inform ati on .
Availa ble in six lan gu ages (French,
English, Ge rma n, Spani sh, Ita lian
and Du tc h), it gives co mplete info rmat ion o n th e Disneyland Par k, th e
H ot els, th e Disney Village and th e
Go lf facility a nd man y good tips to
know. Wi th ma ny multi med ia elements (video s, so unds, virt ua l visit
of the Disneyland Pa rk), www .disneylandparis.com is an inv itation
to come and visit th e resor t.
Ga mes a re a lso avai la ble fo r children of a ll ages (me mo ry ga mes,
pu zzles, q uizzes, co lo uri ngs).
Beginn ing 200 1, o n line sa les and
book ing wi ll a lso be possible o n
the w eb sire with secure d pa yment.
European Offices
,
...
Germany
W
W
France
5 Pa i n
W
B ELGIUM
N ETHE RLANDS
468 C ha ussee R oma in e
185 3 G RIMBER G
Pho ne: + 32 2 2 63 1717
Fax + 32 2 2 63 171 6
Windestraat 9
Po st Office Box 349
1170 AH BADH OEVED ORP
Ph one: + 3 1 2 0 658 0300
Fax + 3 1 2 0 659 2 025
U ' IT ED KI NGDOM
3 Queen Caroline Street
H AM M ERSMI TH W6 9 PE
Pho ne: + 44 208 222 100 0
Fax + 44 208 222 2425
F RA CE
Euro Di sney S.C.A.
BP 10 0
77777 M AR E LA VALL EE
Ce de x 4
Ph one: + 33 1 64 74 4 0 00
Fa x : + 3 3 1 60 45 72 50
P O RT UGAL
Ed ificio Alva rez Ca bara/
Ru a da fon te de cas po line 6-2
Q uinta da fonte
2 78 0-730 PAC O D 'A R CA S
Ph one: + 35 1 2 1 44 66 15 60
Fax : + 35 1 21 44 6 15 75
G ERM AN Y
Ko lner stra sse 10
65 760 ESC H BO RN
Ph one: + 4 9 61 96 5 95 9 06
Fax + 4 9 6 196 5 95 99 0
ITALY
Via Sa ndri, 1
2 012 1 M ILAN
Ph o ne: + 39 02 2 90 85 730
Fax + 39 02 2 9 0 85 74
S PAIN
Ed ificio Gor bea III
Joese Bard ascan o Baos 9
MAD RID 2 801 6
Ph o ne: + 34 9 1 38 4 9450
Fax + 34 9 1 76698 14
>
I M PRO VI N G
A CCESS
Eu ro Disney is co nt in ui ng to p rom o te th e inf ras tr uc t ure in vestments requi red to impro ve acce ss
to D isn eyland Pari s, includ ing new
fast tr ain (TGV ) dest in at ion s, new
high w ays a nd the ex tension of
Paris 's su b ur ba n tra in netw ork
(R ER) . A co nc re te exa m ple is th e
opening of the seco nd RER Val
d 'Europe sta tion, Serris-Montevrain,
w hich is sche du led fo r th e beginn ing of 2 0 0 I.
Summary
Ger an t's report
Intr odu ction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26
Op erat ing sta tistics . . . . ..
. . . . . . . . . ..
26
.............
27
......
....
Fiscal year 2000 financial results . . . .
.....
.. . . . . . .
.....
. . . . . . . . . . . . . . . . . . . ..
...
Capita l investment, liquidity and financing
30
Oth er matters . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
........
................ .........................
33
Outl ook . . . . . . . . . . . .. . . . . . . .. ...
34
Consolidated finan cial statements
Consolidated balance sheets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
36
Consolidated statements of income . . .. .. . . . . . . . ... . . .. . . . . . .. . .. . . . . . . .. . .. . . . . . . .. . . . . . . . . . . . . . . . . . . .
37
Consolidated statements of cash flows . . . . .
...........................
38
. . . . . . . . . . . . . . ... . . . .. . . .. . . .
39
. . . . . . .. . . . . . . . . . . ..
No tes to consolidated financial statements .. . .
Report of the statutory auditors.........
. . . . . .. . . . . . . . . . . .
....
.......
...........
68
Gene ral report of th e Supervisory Board ........................................... ..... ....
69
Parent company information
Five year financial review. . . . . . . . .. . . . . . . . . . . .. . . .. ....... .. .. . . . . . . . . . . .. . . . . . .. . . .. . .. . . . . . .. . .
71
Significant operating contracts
Agreements with French Governmental Author ities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
72
Participant agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
73
Undertakings and agreements of TWDC and subsidiaries . .. . . . . . .. . .. ... . . . . . . ... . .... .. .. .. .. .. .. .. ..
74
Legal structure of Euro Disney S.C.A.
The Geran t . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
77
T he Supervisory Board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
79
The General Partner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
79
Th e shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
80
Corporate organisation of the Group
Operating companies. . . . . . . . . . . .
. . . . . .. .
81
Financing companies . .. . . . . . . . . . . . . . . . . . . ... . . . . . . . .. . . . . . .. . . . . . . . . . . . . . . . . . . . .... ... . . . ... . . .. . . . . . .
.. . . . . . . .
.......
.......
.
81
Ownership structure of the Group
h
•• •
• •
• • •
Overview of Group legal structure . .. . . . . . . . . . . . ... . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
84
Overview financing structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
85
• • •• ••• • • •• •• • • • •• •• • •• • •• •
• •
• •
• •• • •• • ••• •• •
• •
• • • •• • • •• • •• • •• • •• • • •• •• ••• •
• • •
• • •
• •• • • •
• •••• • • •
• •
• •• • ••• • •
• •• •• • • •• ••• •• •
• • • •• • ••••• •
• • • • • •• •
• • •• • • • ••• • •• • • • •• •••• • • • •• • • • •
• • • •••• •
• •
• •• • • •• •
• •
• •••• • •
• •
• • •
• •• • ••• •••• •
GERANT'S
REPORT
Euro Disney S.C.A. and subsidiaries
(Fiscal year ended Septemb er 30, 2000)
INTRODUCTION
F
iscal year 200 0 was a year marked by continued improvement in our operating performance, as well as
a year marked by major efforts related to the developm ent of our site.
Net income increased € 15.1 million to € 38.7 million, an improvement of 64%. Operating performance in
fiscal year 2000 improved 5.8%, or € 9.6 million , over the prior year. These imp ro vements resulted primari ly from increased guest spending at both the Th eme Park and the H otels, growth in the operating perform ance of Disney Village and contributions from real estate development activities. Net incom e also grew
du e to savings in lease and net financial charges.
In additi on, we focused our efforts on several initiatives involving significant investments by third -party partners that we consider critical to the future developm ent of our site. These initiatives, several of which are ongoing,
include the completion of an internati on al shopping cent re, the completion of negotiations for the construetion of an international business par k and num erou s negotiations with third -parties aimed at increasing our
hotel offer in anticipation of the dema nd to be created by the ope ning of Disney Studios.
And finally, Disney Studios, our second theme park, is well under construction and is scheduled to open in
the spring of 2002. Disney Stud ios will employ approximately 1,500 cast members and will be a live-action.
animation an d television stu dio, where guests will experience movies and television both from behind the
scenes and in front of the camera. Guests of the park will discover the world of cinema, see how movies are
mad e today and step into the futur e of movie makin g.
We expect that Disney Studios will have a significant impact o n our results of operations, as discussed below
under "Outlook -Impact of Disney Studio s." ReC.1I1SCof the changes in o ur financial obligations and the potential impact of Disney Studios, the trends reflected in the Group's histo rical results of operations may not be
fully relevant to an evaluation of our future results of operations.
OPERATING STATISTICS
The follow ing table prov ides inform ation regarding the key opera ting indicator s of the Group:
Theme Park
Fiscal years
2000
1999
1998
1997
1996
Hotels
Spendint
Total guests
(in millions)
Spend ing
Per guest"
Occupancy
Rate ' }
Per room"
12 .0
12.5
12.5
12 .6
11.7
€ 42 .2
€ 40.7
€ 39.3
€38.3
€ 37 .8
82.9 %
82.6 %
80 .9 %
78 .0 %
72 .2 %
€ 183.(
€ 177.:
€ 173.1
€ 158.:
€ 155.1
Average dailyadmission price and spending for food, beverage and merchandise sold in the Theme Park, including VAT.
(2) Average daily rooms sold as a percentage of lolal room inuentory (total room inventory is approximately 5,800 rooms).
(3) Average daily room price and spending 0 11 food, beverage and merchandise sold ill hotels, including VAT.
(1)
G ER A N T ' S
Impact ofDecember 26, 1999 5t0171t
Th e sto rm of Decemb er 26th, on e of the wor st in recent French history, had a significant imp act on the
o perations of th e Gro up during the first semester of fiscal year 2000 . The storm disrup ted operations at
the park and resulted in the loss of approximately 10% of the Gro up's hotel capac ity for a period of approximately four mont hs, due to the closure of the Davy Croc kett Ranch. Th e Group received an insurance reimbursement of € 2004 million to compensate for th e operating losses resultin g from the impact of th e sto rm
on attenda nce and hotel occupancy. This insurance reimbursement is included in the line "Other" in the
Revenues table presented below.
In addition to the ope rating losses incurre d by the stor m, th e Gro up also suffered asset dama ge and incurred significant clean -up costs. Th e insurance reimbursement for these losses has been recor ded in exceptional incom e. All costs associated with th e storm repair s and clean-up have been classified as exceptional
expense.
FISCAL YEAR 2000 FINANCIAL RESULTS
Ce rt ain reclassifications have been ma de to th e 1999 comparative amounts to conform to the 2000
presenta tion .
Revenues
Revenues of the Group were genera ted from the following sources:
Year ended September 30,
2000
( € in millions)
Theme Park
Hotels and Disney Village
Theme Park, Ho t els and Disney Villa ge Revenues .......
Oth er
~ Total Disneyland" Paris Revenues
.
1999
Percent
Change
460 .2
352 .0
(0.2) %
8 12.2
2.2 %
108.0
19.8 %
920.2
5.2 %
4.2 %
.................................................................................................................................................................................................................................
RE POR T
G ER ANT 'S
R EPORT
Theme Park spend ing per guest conti nued to im prove (+3.7 %) o ffsetting the imp act o f decreases in Th eme
Park atte nda nce. The incr ease in Them e Park spe nd ing per guest reflected healthy im p rovem ents in
aver age merch andise spe ndi ng (+6 . 1% ) a nd average food a nd beverage spe nd ing (+4 .5 %) , as well as
mod erately high er average admissio n prices (+2.4 %).
Theme Park attendance dec reased 4 % to 12. 0 million guests in fisca l year 2000 co mpared to 12.5 million
guests in fiscal year 1999, due in part to the negative impact of weather conditions, patticularly the December
2 6th sto rm.
As a resul t, Theme Pa rk reven ues (w hich ex clude th e insur a nce reimbursem ent for o pera ti ng losses)
rem ained sta ble at € 45 9.5 million compared to € 460.2 million.
Hotels and Disney Village revenues (w h ich exclude the insu ran ce reim bursement for o perating losses)
rose 5 .2 % to € 37 0.3 million du e to increased guest spending per roo m (+3.2%) and strong performance
at Disn ey Villa ge (+8. 8 %). D esp ite th e loss of avail abl e ro o ms at th e Da vy C ro ckett Ran ch du e to the
Decem be r 26th sto rm, occupancy reached a new record level of 82.9 % in fisca l year 2000, up fro m 82.6 %
in fiscal year 1999.
Other re venues (includ ing pa rt icipant spo nso rships, rea l esta te development activities, a nd tran sporta tion and other tr avel services so ld to guests) increase d € 21.4 million to € 129.4 millio n. The increase
prima rily reflected the insur ance reimbursement for operating losses resulting from the sto rm and an increase
in real esta te development revenu es of € 5 .9 million, part ially offse t by a € 9.5 million decrease assoc iated
with the prior year receipt o f a fina l payment relat ed to o ne of o ur sponso rship contracts.
Cost s a nd exp enses
Cos ts and expe nses of the G ro up were co m pos ed o f:
Year ended September 30,
Percent
(€ in millions)
Direct operating costs*
Marketing, general and admin istrative
Depreciation and amortisation
Royalties and management fees
~ Total Costs and Expenses
2000
.
1999
Change
502.8
171.4
48 .9
30.9
5.7 %
(0.2) %
2.0 %
0.6 %
754.0
3.9 %
"Includes operating wages and employee benefits, cost of sales for m erchandise ami foo d and beverage, utilities, maintenance.
insurance and operating taxe s.
Costs and expenses increased 3.9 % to € 78 3.4 million prima rily refle cting higher dir ect o pera ting costs.
including lab our and cost of sa les. Fiscal yea r 20 00 lab our cos ts reflected the full-year impact of the irnplement ati on of the 35 -hour wo rkwee k and on-going init iati ves to imp ro ve the qu ality of the guest exp erience.
................................................. .....................................................................................................................................................
G ER A N T ' S
Lease rental expense and net financial charges
Lease rental expense and net financial charges were composed of:
Year ended September 30,
Percent
(€ in m illions)
2000
1999
Change
Lease rental expense
131 .1
15.3 %
Financial income
(54 .6)
68.5
37 .0 %
(9 .5) %
145.0
(4.6)%
Financi al expense
~
Total ............•................•....................
Lease renta l expe nse repr esent s payments und er financial lease ar ra ngeme nts with the unconsolidared
financing com pan ies and approximares the related debt service payments of such financing companies.
Financial income is principall y composed of the interest income earned on long-term loan s pro vided to the
financing companies and interest income on cash and short-term investments, as well as net gains arising
from foreign currency transactions. Financia l expense is principall y composed of interest charges on longrerm borrowings and the net impact of interest rate hedging tran saction s.
Th e rate of interest forgiveness resulting from the 1994 financial restructuring was at its peak durin g the
second half of fiscal year 1994 and has progressively decreased since that time. In fiscal year 1998, substantially all interest charges were reinstated to norma l levels; however, approximately € 6.1 million of interest
forgiveness per year will conti nue in effect through fiscal year 200 3.
Lease and net fina ncial charges decrease d by € 6.7 million in fiscal year 2000 when compared to the prior
year. T his decre ase is prim a rily attributa ble to € 12.2 million of int erest savi ngs genera ted fro m the
re- negot iation of the interest rates on the existing Caisse des Depots et Consignations (" CDC") loan s and
€ 6.3 million increased interest income on cash and sho rt-term invesrments, part ially offset by € J 0.7 million
of planned increases in lease rental expense related to principal repayments on the debt of th e financing
co mpa nies.
Duri ng fiscal year 2000, the component of lease rental expense related to the financi ng companies loan
repay ments was € 26 .8 million. For fiscal years 2001 and 2002, the equivalent amounts are scheduled
to
increase to € 47 .4 million and € 71.5 million, respectively. Of rhese amou nts third party loan principal repayments (requiring a net cash outflow from the Gro up) were € 4.3 million in fiscal year 2000, and will be
approxi mately € 13.1 million and € 30.3 million in fiscal years 2001 and 2002, respectively.
:e
.................................................................................................................................................................................................................................
R E P OR T
G ERA N T ' S
R EPORT
Exceptional income, net
For fiscal year 2000, exceptio nal inco me to ta lled € 1.2 million, prim arily reflecting € 10.1 million of net
ad justments to provisions (excluding th e sto rm) and asset va lua tio n reserves, partially offset by fixed asset
wri re-offs of € 3.4 million , € 2.6 million of Disney Stu dio pre-op cning costs and € 1.7 million of net losses
related to the sto rm.
Exceptional incom e in fiscal year 1999 roralled € 2.4 million , prima rily reflecting € 3.0 million of tax reimbursements and € 0.5 million of net adjustments to pro vision s an d asset valuatio n reserves, partially offset
by € 2.3 million of Year 2000 rernediarion and euro impleme nta tion costs.
Net income
Ne t income increased € 15.1 million to € 38.7 million. T his improvement resulted prim arily fro m increased guest spending at both the Th eme Park and the H otels, growt h in the operating performance of Disney
Village, contributio ns from real estate develo pment activities, and savings in lease and net financial cha rges.
CAPITAL INVESTMENT, LIQUIDITY AN D FIN ANCIN G
Capital investment
Ca pital expe nditures during the year relat ed primarily to the construction of the Disney Studios theme park
(€ 167.7 million) and investments related to current operations. These investments included a new logis-
tics and cos tuming building to improve back-stage efficiency a nd to pro vide add itiona l ca pac ity for
Disney Studios, various investments in o ur information and reservation systems, a new parade and stage
show (lmagibiations and Th e Tarzan Encounter), renovation s at the H otel New York an d the Newport
Bay Club Hotel, improvements to the Adventureland attraction, Indiana l an es and the Temp le of Peril:
Backwards!, an d inves tments in FastPass, a n innovative new attrac tion reservation system wh ich is
helping to redu ce ave rage guest wa it-times and improve the capacity ut ilisat ion of ma jor attractions in the
Th eme Park .
Debt
Our principal indebtedness (excluding accrue d interest) decreased to € 873.8 million at September 30, 2000
com pared to € 941.4 million at Septem ber 30, 1999 primarily as a result of € 19.1 million of scheduled
pr incipal repay ments, and € 53.7 million related to the early repur chase of 2.3 million of th e Co mpany's
6.75% Co nvertible Bonds which will mature on October 1, 2001 . Includin g the uncon solidated finan cing
companies, our principal indebtedness was € 2,349.8 million as of Septemb er 30, 2000 compared to
€ 2,419.4 million as of September 30, 1999.
G ER A N T ' S
Our principal payment o bligations, and the principal portion of our lease payments to the unconsolidared
financin g companies, recommenced in fiscal year 1998 pursuant to the terms of the 1994 financial restructuring. We paid € 2.9 million and € 77.0 million (including the Convertible Bond repurc hases) of principa l in fiscal years 1999 and 2000, respectively (net of principal payments we receive from the subordina ted
loans we made to the financing companies). On the same basis, we will be required to pay € 16.5 million
and € 563 .6 million of net principal in fiscal years 2001 and 2002, respectively.
Effective as of September 30, 1999, we comp leted a re-negotiation of the terms of our outstanding loans
and th ose of the unconsolidated financing companies with the CDC. Th e modifications include a reduction of the interest rate from 7.85 % per annum to 5.15 % , deferral of principal repayments, which were
to begin in fiscal year 2000, to fiscal year 2005 and an extension of the final maturity date from fiscal year
2015 to fiscal year 2024. We also entered into a new € 38 1.1 million subordinated credit agreement with
th e CDC (the "New CDC Loan " ) on September 30, 1999 . As of September 30 , 2000, no amounts have
yet been drawn under this credit agreement.
Add ition ally, the financial restructuring agreements include covenants with respect to o ur financing arra ngements. These covenants include restrictions on addit ional indebtedness and capital expenditures, the provision of certain financial information and compliance with certain financial thresholds. In conjunction with
Disney Studios, o ur lenders agreed to authorise the project and to waive several of these covenants durin g
the construction period of the pro ject. In addition, the lenders have approved an increase of € 15.2 million
per year in the ma ximum level of recurring capita l expenditures permitted under the covena nts for fiscal
years 2000 throu gh 2002.
Liquidity
Cash flows generated by operation s increased 56 % to € 168 .9 million in fiscal year 2000 co mpared
to € 108.0 million in the prior year. Thi s increase was primarily du e to the improvement in opera ting
performance and working capita l management.
Cash a nd sho rt- term inves tments increased to € 408.1 million as of Septem ber 30, 2000, compared
to
€ 302 .5 million as of Septemb er 30, 1999 . Addit ionall y, the Gro up has an unu sed € 167.7 million ,
10-year, unsecured revolving credit facility at EURIBOR , made available by The WaIt Disney Company
in 1994. Based upo n the Gro up's cash and short-term investments, the € 167.7 million credit facility, the
New CDC Loan and current forecasts, we believethat the Gro up will have the resources necessary to meet
funding requirements arising in the short-term, including the redemption and/or refinancing upon maturity on October 1,2001 of the remainin g 6.75 % Con vertible Bonds, which will total € 530.0 million , and
our needs related to Disney Studios as described below. The Group's future liquidity will depend upon,
among other thi ngs, improvements in operating performance sufficient to finance ongoing capital expenditure requ irements and debt repayments.
.................................................... ..................................................................................................................................................................................
R EPORT
G ER A NT ' S
R EPORT
Equity
Shareholders' equity increased to approximately € 1,247.5 million at September 30, 2000 from € 1,140. 8
million at September 30, 1999, as a result of net income for fiscal year 2000 and the net proceeds of the
issuance of new sha res described below, offset by the transfer of Bond s Redeemabl e in Shares (" O RAs")
back to qua si-equity, also described below.
Following the authorisation for the issuance of new shares granted at the Nove mber 2, 1999 extraordinary shareho lders' meeting, the Company issued approximately 288 million new shares in December 1999
through a rights offering which provided preferential subscription rights to existing shareho lders. Th is offering generated net proceeds of approxima tely € 219.5 million, which are being used to finance a portion
of the design and cons truction costs of Disney Studios.
During fiscal year 1998, the rights of 2.5 million ORA s were conditionall y wai ved and their € 151.4
million carrying value was transferred to shareholders' equity. As of September 30, 1999, the conditions
for the reinstatem ent of the interest and capital redemption rights were met. T hus, on Octo ber 1, 1999 ,
the waived rights were reinstated and this amo unt was transferred back to quasi-equity.
As of September 30, 2000, TWDC, through indirect wholly-ow ned subsidiaries, held 39.1% of the Co mpany's shares and approximately 17.3% of the Company's shares were owned by tru sts for the benefit of
Prince Alwaleed Bin Talal Bin Abdul aziz Al Saud and his family. No other shareho lder has indicated to the
Compa ny that it holds more than 5% of the share capital of the Compa ny.
No dividend allocation is prop osed with respect to fiscal year 2000, and no dividends were paid with respect
to fiscal years 1999, 1998 and 1997.
Market risk and financial instruments
We are expose d to the impact of inte rest and fore ign curre ncy excha nge ra te cha nges. In th e norm al
course of business, we employ esta blished policies and procedures to ma nage our exposure to changes in
interest and foreign currency exchange rates using primarily swa ps and forw ard agreements. It is our policy
to enter into interest and foreign curr ency rate transactions only to the extent considered necessary to meet
our objectives. We do not enter into interest and foreign currency rate transactions for speculative purposes.
The Group has significant variable rate short-term investments, long-term receivables and debt. We also
have interest rate risk associated with lease obligations, as amounts due under th ese contrac ts are tied to
variable interest rates. With respect to these interest rate sensitive instruments and obligations, a hypothetical 10% increase in interest rates, as of September 3D, 2000 and 1999, would have a € 3.2 million
and € 1.2 million, respectively unfavou rable impact on our near-term ann ual cash flows. Th is amo unt
excludes the positive cash flow impact such a change in interest rates wo uld have on short-term investment income.
G ER A N T ' S
The Group's exposure to foreign currenc y risk relates primaril y from British pound denominated sales and
U.S. dollar denominated exposures. The Group primarily utilises foreign exchange forw ard contracts to
hedge these expenditures. With respect to these foreign exchange rate sensitive instruments, a hypoth etical 10 % adverse change in the U.S. dollar an d British pound exchange rates (correlation between currencies is not tak en into acco unt ) as of September 30, 2000 and 1999 woul d result in a € 12.0 million and
€ 3.4 million decrease in their marke t value. No amount of this decrease wou ld impact earnings since the
loss on these instruments wo uld be offset by an equal gain on the und erlying exposure being hedged.
OTHER MATTERS
Implementation of the Euro
On January 1, 1999, eleven of the fifteen member countri es of the European Union established fixed conversion rat es between their existing currencies ("legacy currencies" ) and one commo n currency - the euro. T he
euro is now traded on currenc y exchanges and may be used in business transactio ns. Starti ng January 2002,
new euro-deno rninated bills and coins will be circulated, and legacy curre ncies will be withdrawn from
circulatio n by Ju ne 30, 2002 (February 2002 for the French franc).
Under the direction of an executive steering commi ttee, a cross-functional team of project mana gers is planning the system, business process and training requirements necessary to prepare the Disneyland Paris Resort
for the changes in the legal curre ncy described above. The requ ired modifica tions to systems and procedures include two major components, changes that focus on the customer and sales and changes that focus
on company administra tion and reporting. A first step in this process was completed on January 4, 1999
when we began to accept guest credit card and check payments in euro. Currently, our euro prices arc determined by a simple conversion of prices already published in various nation al cur rencies. Beginning with
the winter seaso n 200 1-2002 , we plan to establish and publish package prices in euro . Detailed planning
for the compa ny administration and reporting aspect of the implementation began in Ma rch 1999 and will
encompass all the modifications necessary for the euro to become the reference currency at Disneyland Paris.
These changes ar e plann ed to be completed before Janu ary 2002 and will include modifications to backoffice systems (finance, payroll, purchasing, etc.), eventual conversion of historical data and re-ticketing of
all merchandi se with euro prices. We anticipate no significant business risks associated with ado pting the
euro as planned.
Total costs for euro prepara tion are currently estimated at € 6.7 million of which approxima tely € 1.2 million
has been incurr ed thr ough September 30, 2000 (€ 0.6 million in fiscal year 2000). Th ese costs relate to
program coordin ation, signage for dua l pricing, training, and communication activities and are expensed as
incurred. Th e above amounts do not include capital expend itures associated with IT systems enha ncements
and th e acquisition of new equipment. Capi tal expenditures related to the euro implementa tio n a re
currently estima ted to be € 1.8 million of whi ch , approximatel y € 1.2 millio n has been incurre d as of
Septembe r 30 , 2000.
.....................................................................................................................................................................................................................................
R EP OR T
G ER A NT ' S
R EPORT
OUT LOOK
Outlook - Fiscal Year 2001
• For the T heme Park, Hotels and Disney Village, our focus wi ll be on aggressively redep loying our
ma rk eting and sa les efforts by pr imarily target ing mark ets with high affi ni ty to our prod uct. O ur
ente rtainmen t offer will continue to include an imp ressive array of parades , live stage shows and special
events, including Th e Disney hnagit-lations Parade, the Mains treet Electrical Light Parade, Th e Tarzan
Encounter and MlIlall, the Legend stage shows, as well as our ann ual Christmas festivities and special events.
In March 200 1, we plan to de but Toon Circus, an innova tive new show, with a circus theme. Toon
Circus will provide a cent ral enterta inment theme that will evolve in interesting ways throug hout the year.
Following the successful implementation in fiscal year 2000 of FastPass, our new attraction reservation
system, at Space MOllntain, Indiana [on es and the Temple of Peril: Backwards! and Peter Pans Flight, we
have been a ble to red uce the average peak-period guest waiting times on these attra ctions by approximately 45 %. We expect to expand the program in fiscal year 200 1 to include two additi onal major attractions, Big Thunder M ountain and Star Tours.
In additi on , we continue to invest in our information, reservation and yield management systems in order
to maintain a technological edge in the to urism and travel industry. We expect to introduce e-commerce
reservation capa bility in the first half of 2001 , and to complete an enterpri se resource plannin g implementa tion for selected components of our back-office systems.
• In th e real esta te developm ent division , the opening of an international shopping centre in October 2000
will be the catalyst for furth er developm ents in the ur ban centre of Val d'Europe, including a new mu ltiuse district being developed aro und the second subur ban rail station (R.E.R.) to be opened on the site. In
addition, construction of the first phase of an Internationa l Business Park is planned to begin, subject to
the finalisation of the conditions of the long-term contract that was signed, with a third-parry developer
in fiscal year 2000. And finally,significant efforts will be focused on our strategy to increase the hotel capacity on our site in co-operation with third-part y partners in anticipation of the demand to be crea ted by
the opening of Disney Studios.
O utlook - Impact of Disney Studios
Disney Studios will have a significant imp act on our resul ts o f operations, particu larl y beginning in
fiscal year 2002 wh en the park is schedu led to open. Until the opening, we do not expect to receive any
material revenues from Disney Stu dio s. We do expect to incur pre-opening costs and expe nses rela ting
to Disney Studios that will impact our net results in 20 01 and 2002.
O ur current construction budget for Disney Studios is app roximately € 609.8 million, excluding interest
charges that will be capitalised as part of the cost of the completed assets. Th e pro ject is being financed by
the proc eeds of the Decemb er 1999 equ ity offering and the New CDC Loan. As of Septembe r 30, 2000 ,
the construction is on-schedule and on-budget with a pproximately € 167.7 million of project related expenditures to date.
........................................................................................................................................................................................ ..................
G ERANT' S
Conclu sion
Co ntinued improvement in operating performance will be key to our success. Taking into accou nt the
impact of unseason abl e weather, fiscal year 20 00 attenda nce was below our expectations. In order
to
re-vitalize attenda nce gro wth, we are strengthening our marketing programs, developing our entertainment offer to guests and furth er expanding the FastPass system. Ma nagement is committed to these strategies, as increased attendance, occupancy and guest spending are fundamental to futu re improvements
in opera ting performa nce.
Chessy, Nove mber 17, 2000
T he Geranr, Euro Disney S.A.
Jay Rasulo, Chairman and Chief Executive Officer
......................................................................................................................................................................................................................................
R E POR T
C o N S o L I D A T E D
F I N A N C I A L S T A T E M E N T S
September
30,
FixedAssets
Intangibleassets
Tangibleassets
Long-termreceivables
*rt
v
*,
CurrentAssets
lnventories
Accountsreceivable:
Trade
Other
Short-terminvestments
Cash
13.6
493.9
1,435,2
1,942.7
6
7
8
$
12.7
455.9
1,449.2
1,928.8
33.8
32.9
75.1
107.2
273.2
29.3
518.6
62.2
95.8
246.7
20.4
459.0
57.5
2,518.8
57.8
2,445.6
t!1
"}J
r*,
DeferredCharges
) Total Assets
"Y
Equity
Shareholderc'
Sharecapital
Sharepremium
waived
ORAs,conditionally
Retained
earnings
10
10
10
10
585.2
288.9
151.4
115.3
1,140.8
Quasi-Equity
Provisions
for Risksand Charges
Borrowings
11
12
13
1.1
13.3
983.3
1.4
22.6
978.3
CurrentLiabilities
Payableto relatedcompanies
Accountspayableand accruedliabilities
14
'15
57.9
256.4
314.3
41.6
239.8
281.4
16
66.0
2,518.8
44.8
2,445.6
il";
{*
;
585.1
288.7
151.4
9't.9
1,117.1
{J
:
{}
{r3
?
1
DeferredRevenues
) Total Shareholderc' Equity and Liabilities
"SeeNotesto Consolidated
Financial
Statements.
C O N SO LI D AT E D
F INANCIAL
STAT EMENT S
CONSOLIDATED STATEMENTS OF INCOME
1\
~~
Year ended September30,
(t in millions)
Revenues
Costs and Expenses
Notes: ______ 2000
17
Income Before Lease and Financial Charges
Lease renta l expense
.
23
Financial income
Financial expense
.....................................................................................................................................................
Income Before Excepti onal Items
Exception al income , net
18
Net Income
Average number of common shares o utsta nding (in mill ions)
Earnings per Share (€)
' See Notes to Con solidat ed Financial Statements .
.
10
1999
1998
920 .2
(754 .0)
897 .9
(721.4)
166.2
176 .5
(131.1)
(125.5)
54.6
(68.5 )
61.0
(71 .9)
(145.0)
(136.4)
21 .2
2.4
40 .1
4.1
23.6
44.2
768
.
0.03
767
0.06
C o N S o L I D A T E D
F I N A N C I A L
S T A T E M E N T S
Net income
to reconcileNet Incometo Net CashFlows
Adjustments
from Operating Activities:
Add back:
Depreciation
and amortisation
Other
in:
Changes
Receivables
lnventories
Payables
and otheraccruedliabilities
) Cash Flows from Operating Activities...............
17
Changein cashand cashequivalents
beginningof period
Cashand cashequivalents,
) Cash and Cash Equivalents, end of period
CashFlowInformation:
Supplemental
Interestpaid
to BalanceSheet:
Reconciliation
Cash
Short-terminvestments
in accountspayableand accruals)
Bankoverdrafts(recorded
) Cash and Cash Equivalents, end of period
*SeeNotesto Consolidated
Financial
Statements.
44.2
48.9
14.O
47.4
9.9
(23.3)
(10.8)
(4.1)
7.2
93.8
(0.e)
45.7
108.0
(62.4)
(5.3)
(3.8)
for fixedassets
Capifalexpenditures
for intangibleassets
Capitalexpenditures
in deferredcharges
Increase
from short-terminvestments
Proceeds
Other
) Cash Flows used in Investing Activities
from equityoffering
Net proceeds
of borrowings
Repayment
bonds
Repurchase
of convertible
Other
) Cash Flows trom | (used in) Financing Activities
23.6
(72.1)
(45.7)
(3.5)
(7.5)
22.9
1.2
(32.6)
(0.5)
(0.2)
(o.s)
(o.s)
o.4
10
13
13
35.4
257.1
fo.:l
302.s
60.7
206.4
267.1
57.O
57.9
29.3
273.2
20.4
246.7
302.5
267.1
NOTES TO CONSOLIDATED FI N A NCIA L ST A T E M E N T S
Euro Disney S.C.A. a nd subsidiaries
1-
Description of the Business and the Financial Restructuring
. . Description of the Business
E
uro Disney S.C A. (the "Company" ) and its wholly-own ed subsidia ries (collectively, the "Group" )
commenced opera tions with the official opening of Disneyland Paris on April 12, 1992 (" O pening
Day" ). T he Group operates the Disneyland Paris Resort , wh ich includes the Disneyland Th eme Park
(the "Theme Par k" ), seven themed hotels, the Disney Village entertainment centre and a golf course in
M arn e-la-Vallee, France. In addition, the Group manages the rea l esta te development and expansion of
the related infrastru cture of the property.
Th e Co mpany, a publi cly held French compa ny, is owned 39 % by indirect, who lly-ow ned subsidiaries
of Th e Wait Disney Company ("TWDC") and managed by Euro Disney S.A. (the Company's Gerant),
an ind irect, 99 %- owned subsidiary of TWDC Th e General Partn er is EDl Participat ion s S.A., also
an indirect, wh olly-owned subsidiary of TWDC Entities included in the fiscal year 2000 consolidated
finan cial sta tements and their primar y operating activities are as follows:
% of Control and
Company
Ownership
Euro Disney S.c.A.
Primal)' Operating Activity
Operator of the Theme Park, Disneyland Hotel,
Davy Crockett Ranch and golf course,
and manager of real estate development
EDL Hotels S.c.A.
99.9
Operator of the Phase IB Facilities
(seetermsdefined below)
Centre de Divertissements SA
Cheyenne Hotel SA
Hotel New York SA
Hotel Santa Fe SA
Newport Bay Club SA
Sequoia LodgeSA
99.8
99.8
99.8
99.8
99.8
99.8
Special purpose leasing companies,
all subsidiaries of EOL Hotels S.c.A.,
which were created in connection with the
leasing and financing of the Phase IB Facilities
EDL Services SA
99.8
Management company of the Phase IB Financing
Companies (see terms defined below)
EDL Hotels Participations SA
99.9
General Partner of EOL Hotels S.c. A.,
EO Resort S.CA and EO Resort Services S.CA
Euro Disney Vacances SA
99.9
Tour operator selling Disneyland Paris holiday
packages, principally to guests from Germany.
Benelux, the United Kingdom and Italy.
Euro Disney Vacaciones SA
99.9
Spanish subsidiary of Euro Disney Vacances SA
Val d'Europe Promotion SA
99.8
Real estate developer
S.E.T.E.M.O. Imagineering SAR.L.
100.0
Provides studies and supervision of construction
for theme park attractions
....................................................................................................................................................................................................................................
C O N S O LID A T ED
FI N A NCIAL
STA T EM E NT S
Company
% of Contro l and
Ownership
Primary Operating A ctivity
EO Spectacles SAR.L.
100 .0
O perator of Buffalo Bill's Wild West Show
Debit de Tabac S.N.C.
100 .0
Tobacco retailer at Disney Village
EO Resort S.CA
EO Resort Services S.c.A.
EO Finances 1 S.N.C
EO Finances 2 S.N .C.
EO Finances 3 S.N.C.
EO Finances 4 S.N.C.
m
T
99 .9
Companies currently inactive
99 .9
100.0
100.0
100 .0
100.0
Disney Studios
he Gro up is constructing Disney Studios, a second theme park located at the Disneyland Paris Resort
("Disney Studios" ). Disney Studios will be designed aro und the theme of a live-action, anima tion and
television studio with both recreational and educational themes. Disney Studios is scheduled to open in the
spring of 2002 and will cover, at openi ng, approxima tely 25 hectares. Th e current construction bud get for
Disney Studios is approximately € 610 million, excluding interest charges that will be capitalise d as pan
of the cost of the comple ted assets. The project is being financed by the procee ds of the Decem ber 1999
equity offering (see N ote 10) and a new € 38 1 million subo rdinated credit agreement executed with the
Caisse des Depots et Consignations on Septem ber 30, 1999 ("the New CDC Loans" ) (see N ote 13).
m
T
Disneyland Paris Resort Financing
he Gro up ow ns the Disneyland Hotel, the Davy Croc kett Ranch, the golf course, the und erlying land
thereof and the land on which the five other hotels and the Disney Village entertai nment centre are
located and leases substantially all the remaining operating assets as follows:
Phase lA
In 1989, vario us agreements were signed between the Company and Euro Disneyland S.N .C. (the "Phase
lA Financing Company" ) for the development and financing of the Theme Park. Pursuant to the original
saleJIeaseback agreeme nt, all of the assets of the Th eme Park and the und erlying land, as of Opening Day,
were sold by the Co mpa ny to the Phase lA Financing Company and simulta neously leased back to the
Co mpany. In 1994, the Co mpany cancelled its original agreement with the Phase lA Financing Co mpany
and estab lished certain new agreements . Under this new lease structure, the Phase lA Financing Company
is leasing substa ntia lly all of the T heme Par k assets to Euro Disney Associes S.N .C. ("EDA S.N .C. " ), an
indirect, who lly-owned affiliate of TWDC, which is in turn subleasing those assets to the Company. The
Gro up has no ow nership interest in the Phase lA Financing Company or EDA S.N .C.
Phase m
In 1991, vario us agreements were signed for the developm ent and financing of five hotels: Hotel Ne w York,
Newport Bay Club, Sequ oia Lodge, H otel Cheyenne and Hotel Sant a Fe, and the Disney Village entertainment centre (collectively, the " Phase IB Facilities"). Pursuant to saleJIeaseback agreements, the Phase IB
.................................................. ............................ ..... ........... .................................................. ............................................... ...........t...
C O N S O LI D A T E D
FINANCIAL
S T A TE MEN TS
Facilities were sold by the Company to six special purpose companies that were established for the financing
of Phase lE of Disneyland Paris (the "Phase lE Financing Companies" ) and are being leased back to the
ope ra tor, EDL Hotels S.C.A. Th e Group has no own ership interest in the Phase lE Financing Co mpanies.
Hereafter, reference to the "Phase I SNCs" includes the Phase lA Financing Company and the Phase lE
Financing Companies.
Additional Capacity Them e Park Assets
In 1994 , the Compan y entered into a saleJleaseback agreement with EDA S.N .C. for certain Th eme Park
assets which were constructed subsequent to Openin g Day. Pursuant to this agreement, these assets were
sold by the Compa ny and the Phase IA Financing Company to EDA S.N.C. and are being leased back to
the Company.
Neioport Bay Club Convention Centre
In 1996, various agreements were signed with Centre de Congres New port S.A.S.,an indirect, wholly-owned
affiliate of TWDC for the developm ent and financing of a second convention cent re located ad jacent to
the Newpo rt Bay Club hotel. Pursuant to sale/leaseback agreements, the assets of the New port Bay Club
Convention Centre were sold as they were constructed by EDL Hotels S.C.A. to Centre de Congres Newport S.A.S. and are leased back to the operator, EDL Hotels S.C.A.
Hereafter, reference to the "Financing Companies" includes the Phase lA Financing Company, the Phase
lE Financing Companies, EDA S.N.C. and Centre de Congres Newport S.A.S.
. . Financial Restructuring
I
n 1994, the Company, TWDC, the Phase I SNCs and certain of the financial instirutions and comp anies
that are creditors of the Com pany and the Phase I SNCs (the " Lenders" ) executed agreements related to
a financ ial restru cturing (the " Financial Restructuring" ). Th e Financial Restructurin g was essentially comprised of concessions and contri butions made by the Lenders and TWDC and the prepayment of certain
outstanding loan indebtedness of the Gro up and the Phase I SNCs with the € 880.5 million net proceeds of
a rights offering. Th e Financial Restructuring continues to have a significant positive impact on the Gro up's
net incom e ma inly due to the part ial waiver of royalties and management fees by TWDC and remaining
interest forgiveness.
1-
Summary of Significant A ccounting Policies
Basis ofPreparation and Use ofEstimates
The Group's consolidated financial statements are prepared in conformity with accou nting principles
generally accepted in France. Th e preparation of these financial statements requires management to make
estima tes an d assump tions that affect the amo unts presented in the financial statement s and footn ot es
thereto. Actua l results cou ld differ from those estimate s. Certain reclassifications to the 1999 and 1998
comparative amo unts have been made to conform to the 2000 presentation.
......................................................................................................................................................................................................................................
CO N SOLID A T ED
F I N A NC I A L
STATEMENTS
Principles of Con solidation
The Group's consolidated financial statem ents include the accounts of the Compa ny and its subsidiaries.
All significant intercompany accounts and transactions have been eliminated.
Leased Assets
Th e Group leases a significant portion of its operating assets. Pursuant to options available under French
accounting principles, the Gro up accounts for these tran sactions as operating leases.
Fixed Assets
Intangible assets consist of software costs and licensee rights and are carr ied at cost. Amo rtisatio n is
computed on the stra ight-line method over two to ten years.
Tangible assets are carr ied at cost. Depr eciati on is computed on the stra ight-line meth od based upon
estimate d useful lives, as follows:
Estimated usefu l liues
Secondary inf rastr ucture
Buildings
Leasehold improvements, f urniture, fi xtures and equipment
10 to 25 years
20 to 33 years
2 to 25 years
Interest costs incurred for the construction of fixed assets and the acquisition and development of land are
capitalised. Projects under developm ent are capit alised to the extent technical and economic feasibility has
been established.
Inventories
Inventories are stated at the lower of cost or market value, on a weighted-average cost basis.
Income Taxes
T he Gro up files a consolidated tax rerum . Th e Gro up provides for deferred income taxes on tempora ry
differences between financial and tax reporting. The Gro up uses the liability method under which deferred
taxes are calculated app lying curre ntly enac ted tax ra tes expected to be in effect when th e tem porary
differences will reverse.
Debt Issue Costs
Direct costs of the issuance of debt are capitalised and amor tised on a straig ht-line basis over the life of the
related debt . Upon con version of converti ble debt , the pro rata am ount of unam ortised issue costs is
offset against the share premium arising from the issuance of the related shares . Upon repurchase and/or
retirement of debt, a pro rata amount of the unamortised issue costs is expensed and included as part of
the gain or loss resulting from the transaction.
Conuert ible Bond Redemption Premium
T he liability for the convertible bond redemption premium is provided for on a straight-line basis over the
term of the bond s, depending on the prob ability that the premium will be paid.
CO NSOLID AT ED
FI N A N CI A L
STATEMENTS
Pension and Retirement Benefits
All em ployees (cast memb ers) participat e in state fund ed pension plan s in accorda nce with French laws
and regulation s. Certain cast mem bers also participate in a suppl emental defined contr ibu tion pension plan .
Cont ributions to all plans are based on gross wages and are shared between the cast members and the Gro up.
Cont ributions paid by the Group are exp ensed as incurred and no future commitments exist with respect
to th ese plan s.
A retirem ent ind emnity in an amount not to exceed 1.5 months o f gross wa ges is pro vided to ca st
members who re tire from th e Gro up after complet ing a defin ed number of service yea rs. Retirem ent
ind emnities are ex pense d as paid . N o significant co m mitme nt exis ts w ith respect to retireme nt indernnitie s as of Sep te mber 30, 2 000 and 1999.
Risk Management Contracts
In th e normal co urs e of busin ess, the Group empl oys a var iery of off-balance-sheet fina ncial instr ument s
to manage its ex pos ure to fluctu ation s in interest and foreign cur rency exc ha nge rat es, including interest
rat e and cross-currency swap agreements, forward, and option contracts. Th e Group designates and assigns
th e financial instrument s as hedges for specific assets, liabilities or ant icipated transactions. When hedged
assets or liabilities are sold or ext inguished or the anticipated transactions being hedged are no longer expec ted to occur, th e Group recogn ises th e gain or loss on th e designated hedging finan cia l instruments. Th e
G ro up acc rues th e di fferential for interes t rate and cross-cur rency swa ps to be paid or received un der th e
ag reements as interest and excha nge rates shift as ad justments to interest incom e or ex pense over th e lives
o f the swa ps. Gains and losses on the termination of swap agr eements , prior to their original matu rity, are
deferred and amorti sed over th e rema ining orig ina l term of th e instruments . Gains and losses arising fro m
fore ign currency forward an d option contracts are recogn ised as offsets of gains and losses result ing fro m
the item s being hedged .
Foreign CIII1'ency Transactions
Transactions denominated inforeign currencies are recorded in French ftanc s at the exchange rat e prevailing
at the mo nt h-end pr ior to th e tran saction date. Assets and liab ilities denominated in for eign currencies are
sta ted at their eq uivalent value in French fran cs at the exchange rate prevailing as of the balan ce sheet dat e.
Net exchange gains or losses resulting from the tran slation of assets and liabilities in foreig n cu rrencies at
the balan ce sheet date are deferred as tran slation ad justments. Provision is made for all unr ealised exch ange
losses to th e extent not hedged .
Participant Revenue
Fees billed to companie s (" Partic ipants ") th at enter into lon g-term marketing agreements with th e Gro up
for th e spo nsorship of attractions are recognised as revenue rat eably over th e period of the app licab le agreement s, co m mencing with th e opening of the att ractio n.
........................................................................................................................................................................................................................................
C ON S O LID A T E D
FIN AN CIAL
S T ATE ME N TS
Earn ings per Share
Earnings per share of commo n stock is computed on the basis of the weighted average number of shares
outsta nding during the fiscal year.
Statement of Cash Flows
T he sta tement of cash flows measures changes in cash and cash equivalents. Cash and cash equivalents
consist of cash on hand and short-term investm ents with or iginal maturities of three months or less. Shortterm investments are sta ted at the lower of cost or market value.
1-
Tangible Fixe d Assets
(€ in millions)
Sept. 30,
1999
Additions
244 .2
269 .8
3.5
0.2
(0.2)
(0.5)
185.3
1,8
5.5
(12. 1)
18.9
(12.8)
29.7
Land and secondary
inf rast ructure
Buildings
Leasehold improvements,
furniture, f ixtures and
equipment
Subtotal .................................
Construction in progress
Accumu lated depreciation
~ Total ............. .........
69 9.3
43.2
(248 .6)
Transfers/
Deducti ons Adju stment s
Sept. 30,
2000
1.7
9.1
(17 .0)
188 .8
(38 .9)
9.1
493 .9
Fixed assets with a net book value of € 181.0 million at September 30, 2000, are either mortgaged or pledged
as security und er loan agreements. In fiscal years 2000 and 1999, interest capitalised on assets during their
construction period amo unted to € 4.1 million and € 0.8 million, respectively.
1-
Long-Term Receivables
September 30,
(€ in millions)
Phase lA Financing Compan y (a)
Phase IB Financing Compani es (b)
Oth er (c)
~ Tot al
2000
1999
1,000.1
383 .1
52.0
.
1 ,43 5. 2
........................................................................................................................................................................................................., ,, ... ...,
C ON SOLID AT ED
F INANC IAL
STATE MENTS
(a) Phase lA Financing Company
Pursuant to the original Theme Park financing agreements and the Fina ncial Restructu ring, the Company
provided lon g-term subo rdinated loans of € 1,010.1 million to the Phase lA Financing Co mpany.Th e loans
bear interest at EURl BO R. However, pur suant to the Financial Restructuring, the ap plicable interest rate
on th e o utsta nding balance was temp orarily reduc ed and will return to th e contracrua l rate beginn ing
in fiscal year 200 4. In addition, effective Octo ber 1st, 1999, the Phase lA Fina ncing Co mpa ny an d the
Co mpa ny agreed to certain modifications of the terms of the loans, including an acceleration of the principal reimbursement schedule and a modification of the contractual interest rate. Under the revised terms,
the ap plicable rate is EURIBOR plus a variable mar gin. Accordingly, the effective rate on the loan s for
fiscal years 20 00 and 1999 was 4.2 9% and 3.04%, respectively. Principal repa yments commence d in fiscal year 1998 and will continue throu gh fiscal year 2013. Principal repayment s in fiscal years 2000 an d
1999 were € 15.5 million and € 9.1 million, respectively. Scheduled principal repayments in fiscal year 200 I
are € 26. 1 million . Under the new lease structure established in 1994 (see No tes 1-3 and 23-1), these longterm subor dinated loan s are pledged as security.
(b) Phase IB Financing Companies
Pursuant to the original Phase IB financin g agreements and the Fina ncial Restructu ring, EDL Ho tels
S.C.A . prov ided lon g-term subor dinated loan s of € 39 0.4 million to the Phase IB Financing Co mpanies.
The loan s bear interest at a fixed rate of 6% . H owever, pursuant to the Financial Restructurin g, the app licable interes t rate on the outstanding balan ce was temporarily red uced to 4 % an d will return, beginning
in fiscal year 20 04, to the contractual rate . Principal repayments commenced in fiscal year 1998 and are
sched uled to continue th rou gh fiscal year 201 6. Principal repay ments in fiscal years 2000 and 1999
we re € 7.0 million and € 5.0 million, respectively. Scheduled principal repayments in fiscal year 200 1 ar e
€ 8.4 million.
(c)
Other
O ther consists primarily of long-term deposits. In accordance with certain conditions stipulated in connec tion w ith th e Finan cial Restructuring, the Gro up is required to maintain a security deposit as a pledge for
the benefit of the Phases lA and IB Lenders. Th e deposit amounts are interest bearing and are not ava ilable to th e Gro up until all of the senior debt pursuant to the financing agreements has been paid and ot her
o bligations by both the Lenders and the Group have been satisfied.
1-
Inventories
I
nvent or ies co nsist prima rily of merchandi se, food and beverage an d supp lies. T hese amounts a re
sta ted net of allowance for o bso lete and slow moving items of € 1.5 million an d € 2 .6 million at
September 30, 20 00 and 1999, respectively.
1-
Trade A ccounts R eceivable
T
rade accounts receivable are du e primarily from to ur operators and travel agents (arising fro m sales
of Th eme Park entra nce tickets, hotel roo ms and amenities) as well as billings for partic ipant fees.
As of September 30, 2000 and 1999, the reserve for potentially uncollectible accounts was € 4.0 million and
€ 2.7 million, respectively. As of September 30, 1999, trade receivables included no n-current receivables
amo unting to € 10.1 million.
C O N S OLI D A T E D
F I NA NC IAL
ST A T EM EN T S
1-
O ther Accounts Receivable
September 30,
(€ in millions)
1999
2000
VAT.
79.3
27 .9
Other
~
Total
.
107.2
All amo unts are due wit hin one year.
1-
Sho rt-Term Investments
hort-term investments consist primari ly of cash equivalents such as money ma rket instruments and cer-
S
tificates of deposit, carried at cost, which appro ximated mark et value at September 30, 2000 and 1999.
1-
Deferred Charges
September 30,
2000
(€ in millions)
Financial contrib utions to public inf rastructur e (a)
Other (b)
~ Total
.
1999
41.9
15 .6
57. 5
(a) Financial contribu tions to pub lic infrastru cture
Fina ncial cont ributions to publi c infrastructu re consist primarily of a payment of € 34.3 million mad e by
the Group to the S.N.C.F. (Societe Nationa le des Chemi ns de Fer Fra nca is), the French nat ion al railway
compa ny, as part of its fina ncial com mitment to the construction of the T.G.v. (high speed train ) ra ilway
sta tion locat ed within Disneyland Par is. Thi s cont ribution is being amorti sed over a period of twenty years
(beginning on the opening of the T.G.v. statio n in 199 4). Remaining amo unts relate to various financial
contr ibutions to the construc tion of primary infrastru ctu re, such as roa dways and water, gas and electricity distribution systems. Contr ibutions to publi c infrastru cture are sta ted net of accumulated amo rtisation oH 2 1.2 million and € 18.3 million at September 30, 2000 and 1999, respectively.
(b) O ther
O ther consists prim arily of the cost of major renova tions perform ed on Disneyland Paris Resort assets. As
of Septem ber 30, 20 00 and 1999, these costs to talled € 22. 7 million and € 13.4 million, respectively and
arc repo rted net of accumu lated am orti zation of € 5.6 million and € 2.9 million , respectively.
C O N S O LID A T E D
F IN AN CIAL
ST ATE ME NTS
1-
Shareholders' Equity
(€ in millions)
Number
of Shares
(in th ousands)
Share
Capital
Share
Premium
ORA
conditionally
waived
767,509
585.1
288.7
151.4
325
0.2
0.2
Balance at
September30 , 1998
Retained
Earnin gs
Al location to General Partner
Exercise of warrants
91 .9
(0.2)
and employee
stock options
23.6
Net incom e
Balance at
September 30, 1999
767,834
585.2
Issuance of new shares
(net of issuance cost s)
287,938
219.5
288.9
115.3
(151.4)
Reinstatement of ORA s
A llocation to General Partner
Net incom e
Balance at
September 30, 2000
1,055,772
151.4
(0.2)
38.7
804 .8
288.9
153.8
• Number of shares
The num ber of shar es above represent the Company's issued, outstanding and fully paid shares, at the
respective dates.
• Share capital
In December 1999, the Company completed an equity offering, which resulted in the issuance of 287.9
million of new shar es at a price of € 0.8. Gross proceeds from the issuance were € 230.3 million .
• 0 RAs, conditionally waived
T he conditions for a reinstatement of the interest and capital rights of the ORA s, which had been condition ally waived in fiscal year 199 8, were met as of September 30, 1999. T hus, on Octo ber 1, 1999,
th e wa ived rights were reinsta ted and the carrying value of the ORA s was reclassified to quasi-equity
(see Not e 11).
• Retained earnings
At Septem ber 30, 2000 and 1999, the Company's retained earnings include a legal reserve of € 13.6 million
and € 12.3 million, respectively, which is not available for distribution .
Warrants
As part of the Financial Restruct uring, the Company issued 290 million wa rrants, ena bling the holders of
such warra nts to subscribe for 1.069 shares of the Company's comm on stock at a price of € 6.1 for every
th ree warra nts held. Th e warrants have a term of ten years and may be exercised between January 1996
and Jul y 2004.
....
CONSOL I DATE D
FINAN CIAL
STAT EMENTS
1-
Q uasi-equity
I
n 1994, as part of the Financial Restructuring, the Company issued 2,500,121 bonds reedemable in shares
("ORAs ") with a nom inal value of € 60. 98 , a coupon rate of 1 % per annum and a ten- year term. Upon
maturity, each O RA will be redeemabl e by th e issuance of 10. 691 shar es of the Co mpa ny's commo n stock.
In fiscal year 1998, the Com pany purc has ed and exer cised opt ions offered by TWDC and certain other
hold ers of the ORAs th at co nd itio na lly waived the interest and capital redemption right s of th e O RAs in
return for an o ption exercise price of € 0.4 9 per O RA. Option s were exercised relat ive to 2,4 82, 80 7 O RAs
at a total cost of € 1.2 million , including th e optio n premiums and exercise prices.
As a resu lt of the wai vers, ORAs w ith a carrying valu e of € 151.4 million we re tran sferred fro m qu asiequi ty to sha reho lders' equity. The waived rights were su bject to reinstatement if certain finan cial tests were
satisfied on o r before Septem ber 30, 2003 . Based on th e fiscal year 1999 results, th e con ditions for the
reinsta teme nt of the inte rest and cap ital redem ption rights were met and, effective October 1, 1999, the
waived rights were reinstated. Co nsequently th is amount was transferr ed bac k to quasi-equity.
- Provisio ns [or Risks and Cha rges
A
t September 30 , 2000 and 1999, provisions for risks and charges primarily included prov ision s for
vario us charges, claims and litigation. In fiscal year 2000, the increase in provisions for risks and charges
is primarily due to accru als for cha rges rela ting to th e sto rm tha t caused significant damages in France on
December 26, 1999 (the "December 26th Storm" ).
1-
Borroiuings
September 30 ,
(€ in
millions)
2000
Convert ible bonds (a)
573. 8
CDC loan (b)
Phase lA credit facility (c)
Phase IB credit facility (d)
Oth er
Ac rued int erest
... Total
1999
.
168.9
148. 6
29 .1
21.0
9 41 .4
41 .9
983 .3
(.;1Cossrcrtibic Londs
In 1'-)9 1. the Co ru pany issued _8.350.0 00 unsecured co nver tible bonds in the aggregate principa l am oun t
t,i € 00.' . \ millior . with a par value of € 2 1.34 . Inte rest is payable an nually at 6.75 % each O ctobe r 1. Eac h
~'l: j is CL' i verti , le into 1.4:5 shares of the Co mpany's COn1l11 ' n stock. Throug h September 30, 2000,
5.- (·S"..' tP bonds have beer co nverted 1r repurch ased and S ibscqu cntly ca ncelled l y th e Company. inclu,rn~ " 1:" repurci ~1 ;',' or _.: 0: .004 bonds during t1s~'~l l year .WOO. As )r September 30. 2000. there were
...2.5:': .69 1 bo nds 0 nsmnding . Unless previ c uslv converted, redeemed or pu rchased by the ompany, the
::', ,,,6 wil l be :-e-c.:-e "IN ;,' \ 10'\ d their principal ann um on 0 " ber 1. _01.)1. At September .' 0. 2000
C O N S OLI D A T E D
F INANC IAL
STATEMENTS
and 1999, borro wings include accrued bond redemption premium of € 43.4 million and € 42 .7 million ,
respectively. Accrued interest related to convertible bond s at September 30, 2000 and 1999 amo unted to
€ 32.5 million and € 35.8 million, respectively.
(b) Caisse des Depots et Consignations ("CDC") loan
Pur suant to the or iginal credit agreement an d the Financial Restructurin g, the Co mpany borrowed from
the CDC € 40. 6 million senior debt and € 128 .3 million subordinated debt. Th e senior debt is secured by
the Th eme Park, Disneyland H otel, Davy Crocke tt Ranch, and other related facilities and the und erlying
land thereof. The subordinated debt is unsecured. The loans bear interest at a fixed rate of 7.85% ; however,
pu rsuant to th e term s of the Financial Restructuring, the applicable interest rate on the subordinated debt
was reduced by 7 % during fiscal year 1999. Effective as of September 30, 1999, the terms of these loan s
were modified so as to reduce the fixed interest rate to 5.15%, defer principal repayments and to extend
the fina l maturity date fro m fiscal year 2015 to fiscal year 2024. At September 30, 2000 and 1999, accrued
interest related to these loans was € 8.1 million and € 4.4 million, respectively.
(e) Phase lA credit fa cility
Pursuant to th e original credit agreement with a syndicate of interna tional bank s and the Fina ncial Restructur ing, the Co mpa ny borrow ed € 148.6 million under the Phase lA credit facility. Th e ob ligations und er
this credit facility are secured by the Th eme Park, Disneyland H otel, Davy Crockett Ranch, other related
facilities an d th e und erlying land thereof. Principal repayments comme nced in fiscal year 2000 with final
repayment in fiscal year 2010. From October 1, 1996 to September 30, 2003, the loans bear interest at
EURIBOR plus 1.2 8% (6.28 % at September 30, 200 0). From Octo ber 1,2003, the margin will decrea se
and the applicable rate will be EURIBOR plus 1% . At September 30, 2000 and 1999, accrued interest related to this loan amo unted to € 1.8 million and € 0.9 million respectively.
(d) Phase l E credit facility
Pursuant to the or iginal credit agreement with a syndicate of international ban ks and the Financial Restructurin g, EDL H otels S.C.A. borrowed € 29.7 million und er the Phase IB credit facility. The obligation s under
this credit facility are secured by the Phase IBFacilities. Principal repayments commenced in fiscal year 1998
with fina l payment in fiscal year 2012. Fro m Octo ber 1, 199 7 to Septemb er 30, 200 3, th e loans bear
int erest at EURIBOR plus 1.33% (6.33 % at September 30 , 2000). From October 1, 20 03, the margin will
decrease and the ap plicable rate will be EURIBOR plus 1 %.
TWDC line of credit
As part of the Financial Restructuring, T\VDC agreed to mak e available unt il 200 4, upon request by the
Compa ny, a subor dinate d unsecured € 167.7 million standby revolving credit facility to the Gro up, which
bears interest at EURIBOR. As of September 30, 2000, the Company ha d not drawn on this facility.
CONSOL IDATED
F I NANC IA L
ST A TE ME N TS
The New CDC Loans
O n September 30, 1999, the Co mpany executed a credit agreement with the CDC to provide € 38 1 million
of subor dinated loans to finance a portion of the construction costs of Disney Studios. Th e credit agreement includ es four loan tranches, two of € 76.2 million each maturing in fiscal year 20 15 and 2021,
respectively and two of € 114.3 million each maturin g in fiscal years 2025 and 2028, respectively. The loans
can be drawn up on as needed in connectio n with the construc tion of Disney Stud ios (altho ugh any
drawing must be made pro -rata among the four tranches). Th e loans will bear interest at a fixed rate of
5.15% per annum, unless interest or principal payme nts were to be deferred under the provision s of the
loans, during which time the interest rate wo uld be 7.15% . T he timing of interest payments depends on
the size of the Co mpany's surp luses in cash and short -term investments at each scheduled ann ual repayment date. In addition, the Company is required to pay an ann ual fee of 0.05% of the und rawn principal
amount of the facility. At September 30, 2000 the Co mpa ny had not drawn any amo unts on th is facility.
Debt covenants
The Financial Restruc turing agreements include covenants with respect to the restructured fina ncing arra ngements between the Gro up and the Lenders. These covenants primari ly consist of restrictions on additional indebtedness and cap ital expend itures, the provision of certain financial information and compliance
with certain financial ratio thresholds. In conjunction with Disney Studios, the Lenders agreed to authorise
the capital investment for the project and to mo dify these covenants during the construction period.
Th e Gro up's borrowings at September 30, 2000 have the following scheduled maturities:
(€ in millions)
2001
2002
2003
2004
2005
Thereafte r
~ Total
3.4
533.3
9 .8
26 .2
31 .9
269 .2
873.8
1-
Payable to R elated Compa nies
P
ayables to related companies principally include payables to the Financing Companies for rent payable
pur suant to the Theme Park and Phase IB leases and sub-leases (see No te 23) and payab les to wholly-
owned subsidiaries of TWDC for roya lties and management fees (see Note 17) and costs associated with
the constructio n of Disney Studios. All amou nts are due within one year.
CONSOLIDAT ED
FINAN CIAL
STAT EM ENT S
1-
A ccounts payable and accrued liabilities
September 30,
2000
(€ in millions)
109.6
45.6
56.4
44.8
256.4
Suppliers
Payroll and emp loyee benefits
VAT
Oth er
~
Total
1999
.
All amounts are due with in one year.
1-
Deferred Revenues
D
eferred revenu es consist primari ly of participant revenues, prepaid rent and gains on the sale of assets
that are being recognised as income over the term during which the assets are leased back to the Group.
1-
Costs and ex penses
Year ended September 30,
2000
(€ in millions)
502 .8
171.4
48.9
30 .9
Direct operati ng costs (a)
Marketing , general and adm inistrative expenses
Depreciati on and amortisa tion
Royalties and Management Fees (b)
~ Total
1999
.
754.0
(a) Di rect O perating Costs
Direct operating costs include operating wages and employee benefits, cost of food, beverage and merchandise
sales and oth er costs such as utilities, maintenance, insurance and opera ting taxes.
(h) R oyalties and Ma nagem ent Fees
Royalties repre sent prima rily payments to wh olly-own ed indirect subsidiaries of T WD C under a licence
agreement that grants the Group the right to use an y present or futur e intellectual or indu strial prop erty
of TWDC incorpor ated in attractions or other facilities including the right to sell merchand ise incorporating intellectual property right s ow nedby TWDC. M anagement fees are paya ble to Euro Disney S.A., the
Co mpany's Gera nr, as specified in the Company's by-laws. Royalties and management fees are based primari ly upon operating revenu es.
C O N S O LI D AT ED
F I NA NC IAL
S TA TEM ENT S
In fiscal year 1999, after a five year waiver resultin g from the Fina ncial Restru cturing, roya lties were
reinstated at half their origina l rate and mana gement fees were reinstated at a reduced rate. Royalties will
be fully reinstated beginning in fiscal year 200 4 and management fees will progressively increase through
fiscal year 2018. Dur ing fiscal year 20 00, the rates applicable to each revenue category ranged from zero to
five percent resulting in roya lties and management fees of € 21.5 million and € 9.6 million , respectively.
1-
Ex ceptional Incom e
Year ended September 30 ,
(€
in millions)
2000
Provisions for risks and asset valuation reserves (a)
1999
0.5
Fixed assets write-offs
Disney Studios preopening costs
Tax refunds (b)
Other (c)
~
Total
3.0
(1 .1)
.
2.4
(a) Provisions for risks and asset valuation reserves
Th ese amo unts are principa lly due to adj ustments of provisions for construc tion claims and ot her litigation offset by the reversal of certain asset valuation reserves related to real estate development pro jects in
progress.
(h) Tax refunds
Thi s amo unt represents tax reimbursements related to prior fiscal years.
(e) O ther
Other includes Euro implementation and Year 2000 remediatio n costs of € 0.6 million in fiscal year 2000
and € 2.3 million in fiscal year 1999 . T he fiscal year 2000 amo unt also includes a loss of € 1.7 million
relatin g to th e repa irs and clean-up costs incur red as a result of the Decem ber 26 th Storm, net of the
related insurance reimbursement .
1-
Income Tax es
I
ncome tax expense is calculated using the statutory tax rate in effect as of the balance sheet date. For
fiscal years 20 00 and 1999, this rate was approximately 37.8 % and 40% , respectively. During fiscal
years 2000 and 1999, no income tax was payable by the Gro up as a result of the utilisation of tax loss
carryforwards. Accordingly, the Gro up's effective tax rate for these periods was 0% .
At September 30, 2000, unused tax loss carryforwards were approxi mately € 450 million, of which, approximately € 90 million , if not utilised, will expire in fiscal 2005 . T he remai ning tax losses can be car ried
forwa rd indefinitely; however, due to the uncertainty of the ultimate realisation of these tax benefits, the
Gro up has no t recor ded any deferred tax assets.
•
CONSOLIDATED
FINAN CIAL
STA TE ME N TS
1-
Stock Options
I
n 1994, the Co mpa ny's share ho lders approved the impl ement ati on of an employee stoc k option
plan (the " 1994 Plan" ) authorising the issuance of stock options for acquisition of up to 2.5 % of the
Company's outstanding comm on stock. Through September 30, 1999, the Company had granted a total of
18,673,000 options, net of cancellation s, (to acquire one share of common stock each) to certain managers
and employees at a market exercise price which represented the average closing mark et price over the
preceding 20 trading days. The options are valid for 10 years from their issuance date and become exercisable over 5 years in equal instalments beginning one year from the date of grant. Upon termin ation of
employment, any unvested options are cancelled. However, options that are exercisable as of the date of
term ination , ma y be exercised within a specified period of time or else they are cancelled.
In M arch 1999, the Company's shareholders approved the implementation of a second employee stock
op tion plan , with substantially the same terms as the 1994 Plan, auth orising the issuance of stock options
for acquisition of up to 2.5 % of the Company's outstanding common stock. Through September 30, 200 0,
the Company had granted a total of 9,542 ,000 options, net of cancellation s, under this plan.
A summa ry of the Co mpany's stock option activity for the years ended September 30, 2000 and 1999,
is as follows:
Balance at September 30, 1998
Options granted
Options exercised
Options cancelled
Balance at September 30, 1999
Weighted -average
Exercise Price
(in €)
15,987
1.42
2,115
(325)
1.17
15,879
1.17
1.48
1.38
10,496
0 .83
(7,255)
1.38
900
20,020
1.09
(1,898)
.
Options granted
Options exercised
Options cancelled
Adjustment (a)
Balance at September 30, 2000
Number
of Options
(in thousands)
..
(a) Adjustm ent
As a result of the December 1999 rights offering (see Note 10), and in accordance with French Law, the
number of stock options and the exercise prices for the outstanding options have been adjusted in order
to compensate for the dilution effect of the offering.
....
CON SOLID AT ED
F I N A N C I A L
S T A TE M E N TS
T he following ta ble summarises informatio n abo ut stock options at Septem ber 30, 2000:
Options Exercisable
Options Outstanding
W eighted-
average
Range of
Exercise
Price
W eighted-
Number of
Shares
(in th ou sand s)
Remaining
Contractu al
Life
(in years)
9,54 2
9,699
779
9
6
5
€ 0 .83
€ 1.25
20,020
8
€ 0.50 - 1.00
€ 1.01 - 2.00
€ 2.01 - 2.5 0
vvelghted Number of
Shares (in
thou sands)
average
€2.32
6,4 19
779
€ 1.25
€ 2.32
€ 1.09
7,198
€ 1.37
average
Exercise
Price
Exercise
Price
1-
Financial instruments
Ut [merest rate risk mana gement transactions
T
he Gro up uses int erest rate swa ps and other inst ru ments to ma na ge its exposur e to cha nges in
int erest rates and to lower its ove rall bo rrowing costs. Th e impact of chan ges in interest rates affects
finan cial inco me and expe nse as well as lease rent al expense of the Group .
T he following table summa rises, by not io nal amounts, the activity for interes t rate contrac ts o utsta nding
dur ing the years ended Septem ber 30, 200 0 and 1999. Roll-for ward activity, which represents renewal of
existing positions, is excluded.
(€ in mi ll ions)
Forw ard Agreement s / Swaps
Balance at Septembe r 30 , 1998
Ad ditions
Maturities/Terminations
Balance at September 30 , 1999
Add itions
Maturities/ Terminatio ns
Balance at Septembe r 30 , 2000
66 8.0
(285.8)
.
382.2
75.3
(457.5)
..
Th e total interest rate different ial resulting from interest rate hedging instruments did not have a material
impact on interest expense in fiscal years 2000 and 1999.
CO N S O LI D A T E D
fl5
T
F INANC IAL
ST A TE ME NTS
Currency risk management transactions
he Gro up's expos ure to foreign currency risk relates principally to variations in the value of the U.S.
dollar and cert ain Euro pean currencies.
The G ro up's o bjective is to redu ce earn ings and cash flow volatility assoc iated with fore ign exch a nge
rate changes to allow ma nagement to focus its attention on its core business issues and challenges. Accord ingly, the Group enters into vario us contra cts that cha nge in value as foreign exchange rates change to pro tect th e value of its existing foreign currency assets and liabilities, co mmitments and ant icipated fo reign
curre ncy revenues and expe nses.
At September 30, 2000 and 1999, the Gro up had € 58.4 million and € 34.6 million, respectively, of foreign
curre ncy hedge contracts outstanding, consisting of forward exchange contrac ts and options. T he fair value
of th ese co nt racts is estima ted to be the same as the cost or gain to the Gro up of termin ating its foreign
excha nge co nt racts. Th is amo unt was a gain of € 4.9 million at September 30 , 2000 and was immaterial
at Septem ber 30, 1999.
fiB) Co ncentrations of credit risk
M an agement believes no significant concentrati on of credit risk exists with respect to the Grou p's financial instrument s. T he Gro up utilises a var iety of off-balance sheet instr uments for hedging purposes. At
Septem ber 30, 20 00 and 1999, neither the Gro up nor the counter parties were requ ired to collatera lise their
respective o bligations und er the terms of these hedging co ntracts.
1-
Commitments and Contingencies
T
here are various legal procee dings and claims aga inst the Gro up relating to construction and ot her
activities incident to the conduct of its business. Ma nage ment has esta blished prov isions for such
matters and does not expect the Gro up to suffer any mat erial additional liab ility by reason of such actions,
nor does it ex pect that such actions will have a material effect on its liquidity or operating results.
The Co mpa ny is jointl y liable for all Phase IA Fina ncing Co mpany obligations under the Phase lA credit
agree ment wh ich total € 3 19.8 million as of September 30, 20 00 .
ED L H ot els S.C.A. ha s guara nteed all Phase IB Fina ncing Co mpanies ' o bligations und er the Phase IB
credit facility which total € 162.5 million as of September 30, 2000.
As part of the terms of th e Financial Restru cturing, the Company was requ ired to pay a one-time development fee of € 182 .9 million to TWDC upon the satisfaction of certain con ditions, including cond itions
relating to the launch and fina ncing of a second phase of developm ent . In order to obtain the appro val for
the financing of Disney Studios from the Lenders, TWDC agreed to amend the terms and condit ion s of
th e development fee so that it will not be du e until future events occur, including the repayment of the existing bank debt of the Company and of the N ew CDC Loa ns and the achievement by the Gro up of specified cas h flow levels.
..................................................................................................................................................................................................................................
C ON SOLIDAT ED
FIN ANCIAL
STATEM ENTS
1-
Leased Assets
T
he Group owns th e Disneyland Hotel, th e Davy Crockett Ranch, th e golf course, the underlying
land thereof and th e land on which the other five hotels and Disney Village are located, and leases
substantially all of the remaining operating assets. Pursuant to optio ns available und er French accountin g
principles, the Group has not capitalised these leases and has accounted for them as operating leases.
~ Th em e Park and Hotel Leases
Description
Th e Group leases the Theme Park , the Phase IB Facilities and the N ewp ort Bay Club Co nvention Centre,
directly or indirectly, from eight special purp ose financing compa nies. Th e followin g discussion summarises
the significant terms of each lease:
• Theme Park - Phase lA Lease
O riginally, pursuant to the Phase lA financing agreements, the Co mpa ny leased the Theme Park directly from
the Pha se lA Financing Co mpany und er a credit-bail (fina ncial lease) whi ch co mmenced O pening Day
and was to end when the underlyin g borrow ings and interest were repa id in full by the Phase lA Fina ncing
Company. Pursuant to the terms of the Fina ncial Restructuring, a new leasing structure for the T heme Park
assets was implemented.
Und er the new lease structure, effective June 30, 1994 , the original finan cial lease was cancelled and a new
financial lease esta blished whereby the Phase lA Fina ncing Co mpa ny leases the Th eme Park to EDA S.N .C.
with terms similar to the original financ ial lease. Th e Compa ny, in turn, is subleasing the Th eme Park from
EDA S.N. C. for a term of 12 year s with rent substant ially equa l to th e amo unt invoiced by th e Phase lA
Financ ing Company to EDA S.N .C. At the end of the sublease term, the Co mpa ny will have the option to
acquire the leasehold position of EDA S.N .C. upon payment of an option fee of approximately € 78.7 million.
If the Co mpa ny does not exercise this option and thereby elects to discontinue leasing the T heme Park , EDA
S.N .C. may continue to lease the assets, with an ongo ing option to pur chase them for an amo unt approximating the balance of the Phase lA Financing Co mpa ny's then outsta nding debt. Altern atively, EDA S.N.C.
could terminate the lease, in which case EDA S.N.C. would pay the Phase lA Financing Co mpa ny an amount
equal to 75 % of its then o utstanding debt, and could then sell or lease the assets on behalf of the Phase lA
Fina ncing Co mpany, in or der to satisfy the remain ing debt, with any excess proceeds payable to the benefit of EDA S.N.C.
• Theme Park - Add itional Capacity Attractions Lease
As part of the Financial Restructuring, EDA S.N. C. purchased certain tangible fixed assets, principally Theme
Park attractions constructed subsequent to Opening Da y, for their book value of € 213.4 million and subsequently leased the assets back to the Co mpany for a period of 12 years for a fixed annual lease payment
of € 2.1 million. At the end of the lease term , the Co mpa ny will have the opti on to purchase the assets for
€ 213.4 million. If this option is exercised, TWDC has agreed to provid e financin g over an eight-year term
at an interest rate of 1% per annum. As an alternative to this purchase option, th e Co mpany may enter into
a new 12-year financial lease for these assets with EDA S.N .C. at the end of the or iginal lease term, with
term s substant ially similar to th ose of the financin g for the purchase opti on described ab ove. At the end of
this second lease term, the Company will have the option of purchasing the leased assets for a nominal amount.
C O N SO LI D AT E D
FINANCIAL
STAT EM ENT S
• Hotel - Phase mFacilities Leases
EDL H ot els S.C.A. leases the Phase IB Facilities from the Phase IB Fina ncing Companies. The leases will
termin ate in 201 6, when th e und erlying borrowings and interest of the Phase IB Financing Co mpanies are
fully repaid. Beginning in fiscal year 1998, the Group has the option to acquire the leased assets for an amount
approximating th e balance of the Phase IB Financing Companies' outstanding debt. Shou ld this option not
be exercised, EDL H otels S.C.A. will have the opti on
to
pur chase these assets for a no minal amount upo n
expiratio n of th e leases.
• Hotel - Newport Bay Club Convention Centre Lease
EDL H otels S.C.A . has sale-leaseback agreements with Centre de Congres Newport S.A.S., for the Newport Bay Club Co nvent ion Centre. Th e lease has a term of 20 years, at the end of which EDL H otels S.C.A.
has th e o ption
to
repurchase the convention centr e for a nominal amo unt.
Lease rent al expense was € 151. 1 million and € 13 1.1 million for the years ended Septem ber 30 , 2000
and 1999, respectively. The renta l expense under these leases consists of the lessor's debt service payments
(principal and inter est), includin g those related to the long-term loans grante d by the Group (as described
in Note 4 ), and any operating costs (primarily prope rty taxes) incurred by th e lessor. T hus, lease renta l
expense fluctuates principally with the lessor's interest expense variations, due to varia ble interest rates and
interest forgiveness rate cha nges, and the timing of principal repayments on the leasing entities' debt.
Lease Commitments
The follow ing table summarises th e gross amo unt of future minimum renta l commitments (excluding
o perating cos ts ) d ue to th e Financing Co mpa nies, und er no n-ca ncellable operating leases. T he futur e
commitments calculation is based upon the following assumptions:
- Average future EURIBO R of 6% .
- T he Gro up will exercise its pur chase options on the Phase IB Facilities at the end of the Phase IB lease
terms.
- The Co mpany will exercise its options at the end of the 12th year of the Th eme Park leases. In th is event,
the Co mpa ny would have an additional net commitment, which is not reflected in the following comm itment table, of € 1,34 6.1 million related
to
the purch ase option and future renta l payments over the sub-
sequent remaining years under the terms of the lease with the Phase lA Financ ing Compa ny.
.............................................................. ......................................................................................................................................................................
CONSOLIDAT ED
F INANC IAL
STATEME NTS
Lease commitments as of Septemb er 30 , 2000 are as follows:
Loans granted by th e Group to Lessors
(see Note 4)
(€ in mill ions)
Lease
Commitments
(Gross amo unts)
200 1
192 .7
2002
212 .7
2003
226.2
2004
254 .0
2005
263.6
881 .1
Thereafter
~ Total .. ... .... ..... .. 2 ,030.3
Inter est
Payments
Principal
Repayments
Lease
Commi tments
(Net amounts)
(80.3)
(78 .2)
(75.6)
(82.9)
(78 .2)
(156 .2)
(34.3)
(41 .2)
(52.1)
(67.2)
(74 .7)
(364.4 )
78 .1
93.3
98.5
103.9
110.7
360.5
(551 .4)
(633 .9)
845.0
Lease rental commitments include principal and interest amounts due to the Gro up as repayment of the
long-term loans granted by the Gro up to the Phase I SNCs. However, the porti on of the rental commitments related to principal and interest amounts on the long-term loans granted by the Group to the Phase I
SNCs has no cash flow impact on the Group as the cash outflow for this portion of lease renta l expense is
exactly offset by the cash inflow of interest and principa l repayments. Therefore, the porti on of the gross
rental commitment related to the repayment of these long-term loans is separately identified to arr ive at a
total net lease commitment.
Book valu e of leased assets
As the Group accounts for these transaction s as operating leases, the histo rical cost and depreciation of
the assets, and related secured indebtedness are not included in the Group's con solidated financial statemcnts. The book value and depreciation of the assets, which are carried by the Financing Co mpanies, are
summar ised as follows:
September 30 , 2000
(€ in mi ll ions)
Intangible assets
Land and secondary
infra structu re
Buildi ngs
Leasehold improvements,
furniture, fixtures and
equipment
~
Tot al ,....... ... .. ...
Historical
Cost
Accum ulated
Depreciati on
Net Book
Value
Est imated
Useful Lives
15.7
(10 .1)
5.6
10 years
302 .6
1,852.1
(101 .2)
(624.4)
201.4
1,227.7
10 to 25 years
25 to 33 years
5 to 25 years
406.4
(280.0)
126.4
2 ,576.8
(1 ,015.7)
1, 5 61 .1
Depreciation expense using the straight-line method, as reported by the Financing Companies, was € 122.4
million and € 121.3 million for the years ended September 30, 2000 and 1999, respectively.
CO N SOLID AT E D
F INAN C IAL
S T A TE ME NTS
~
Other Leases
T
he Gro up has oth er op erating leases, primarily for office and computer equipment and vehicles, for
which total renta l expense was € 24.4 million and € 22 .3 million for the years ended September 30,
20 00 and 1999, respectively. Future minimum renta l commitments und er these non-cancellab lc operat ing
leases as of September 30, 2000 are as follows:
(€ in millions)
2001
2002
2003
2004
2005
3.2
4 .7
5.3
4 .7
4.3
Thereafter
~
3.9
Total................................................................................................
26.1
1-
Em ployees
T he weighted-a verage nu mber of employees employed by the Group was :
Year ended September 30,
2000
~ ~:~ ~:~
1999
1 ,727
_
· · · · · · · · ·· ·· · 1
8,847
10,5 74
Tot al employee costs fo r the years ended Septem ber 30, 2000 and 1999 were € 297 .6 million and € 283.6
million , respectively.
1-
Directors ' Fees
D
uring the years ended September 30, 20 00 and 1999, fees paid to memb ers of the Co mpany's Supervisory Board were € 190,561.27 and € 194, 372.50, respectively.
CON SOLIDA T ED
I
F I N A NC I AL
S T ATE ME N T S
Summary of differences between accounting principles adopted by th e G roup and
gen erally accepted accounting principles in th e U.S. and supplem ental disclosures
fBt Reconciliation to V .S. GAA P
A
s a result of the 1994 rights offering referr ed to in N ote 1-4, Euro Disney S.C.A . is requ ired to file an
annua l repo rt on Form 20 -F with the Securities and Excha nge Co mmission ("SEC") in th e United
States within six mo nths of September 30 each year.
As explained in the summary of significant accounting policies, the con solidated finan cial state ments have
been prepared in accordance with acco unt ing principl es genera lly accepted in Fra nce ("F rench GAAP" ).
French GAA P varies in certa in significant respects from acco unt ing principles genera lly accepted in the
United States ("US. GAAP ") particularly for leases of o pera ting assets, whi ch are acco unted for as operatin g leases in accor dance with one of the o ptio ns allowed by French GAA P, rath er th an being capita lised. Additi on ally, in conn ection with the Financial Restru cturing, th e Co mpa ny's comp uta tion of interest
expe nse und er French GAAP differs significantly from U S. GAA P.
The reconciliation s of net incom e, equity and borrowings between French and US. GAAP are shown below,
followed by a condensed consolidated balance sheet prepar ed und er US. GAAP. A description of the accounting prin ciples which materially differ follows:
Reconciliation of Net Income (Loss)
September 30,
(€ in millions)
2000
1999
Net Income, as reported under French GAAP
23 .6
(74.5)
Lease and interest adju stm ents
1.0
Other
~
Net Loss under U.S. GAAP
(49.9)
.
Reconciliation of Shareholders' Equity
September 30,
« in millions)
2000
1,140.8
Shareholders ' Equity, as reported under French GAAP
(1,067 .0)
Cumul ative lease and interest adj ust ments
Effect of revaluing the ORAs and sale/leaseback transactions
26 .7
(15.6)
Other
~
1999
Shareholders' Equity under U.S. GAAP
..
84.9
CON SO LI D AT E D
F I NANC IAL
STATE MENTS
Reconciliation of Borrowings
September 30,
( € in millions)
_
2000
Total Borrowin gs, as reported under French GAAP *
1999
941 .4
Unconsolid ated Phase I SNCs debt
1,2 49 .6
Lease financin g arrangements with TWDC
236 .9
Borrowings including unconsol idated Financing Companies
.
2,427.9
U.S. GAAP adjustments to revalue lease financing
(8.5 )
arran gements and ORAs
~
Total U.S. GAAP Borrowings ·
..
2,419,4
* (excluding accrued interest)
Balan ce Sheet under U.S. GAAP
September 30 ,
2000
(€ in millions)
1999
34 7 .6
Cash and short-term investments
Receivables
184.6
Fixed assets
2,4 55 .5
161.4
Oth er assets
~
Total Assets
.
3, 149.1
644 .8
Accounts payabl e and ot her liabilities
2 ,419.4
Bor rowin gs*
84.9
Shareh old ers' Equity
~
3, 149. 1
Total Liabilities and Equity
* (excluding accrued interest)
Lease and interest adjustments
T he Gro up leases substa ntia lly all of its opera ting assets under various agreeme nts . Under French GAAP,
the Group has no t capita lised these leases an d is acco unting for them as operating leases. Under U.S. GAAP,
the und erlying assets and liab ilities and related depreciation and interest expense are reflected in the Gro up's
fina ncial sta tements .
Under U.S. GAA P, all interes t cha rges relating to debt instruments whose interest rates are scheduled to
chan ge or have interest " ho lidays" or forgiveness perio ds are required
to
be ca lculated in acco rdance with
th e "effec tive interest method" . This meth od calculates the estima ted interest cha rges over the life of the
debt, and alloca tes th is amo unt evenly over the term of the debt using an effective yield. T his adjustment
res ulted in less interest expense in fisca l year 20 00 and add itio na l interest ex pense in fiscal year 19 99,
as inte rest ex pe nse ca lculated using this method differs from actual interes t paid. In addi tion, the 1999
ad justment includes a € 52. 1 million net gain resultin g from the modificat ion of the terms of the CDC loa ns
(see Note 13). Und er U.S. GAA P, this modificat ion was deemed a subst antial mod ification of debt and was
CON SOL ID AT ED
FINAN CI AL
S TA TE ME N T S
accounted fo r as an ex tinguishment of the existing debt, which requ ires th at the difference betw een the
fair va lue of th e new debt and th e carrying value of the existing deb t be reco rded as a gain o r loss. As a
result of the extinguishment, th e excess of interest accr ued un der th e effective interest meth od over the
interest cont rac tually du e, as of th e date of the modification , was reversed and debt issue costs related to
the extinguished debt were wr itten-off. Under French GAAP, the effect of the mod ificat ion will be acco unted pro spectively based on the contractual term s of the revised ag reement.
Extraordinary items
Under French GAAP the definition of exceptional items d iffers significant ly from the U S. GAAP definition of extraor d ina ry items. As a result, none of th e items reported in exce ptiona l inco me o r loss under
French GAAP in fiscal years 2000 an d 1999, would be classified as extraord ina ry under U.S. GAA P. In
addition, the fiscal year 1999 US. GAAP net loss includes a € 9.0 millio n loss relating
to
the write-off of
debt issue costs related to the extinguished CDC debt which wo uld be reported as extraordinary und er
US . GAAP.
Bonds redeemable ill shares ("G RAs ")
Under French GAAP, the ORAs were origina lly recorded at face value as quasi-eq uity. In fiscal 1998, the
carrying value of the wa ived O RAs was tran sferred to sha reho lders' equity, as a result of a wa iver of O RA
rights. In fiscal 20 00, th is amo unt was tran sferred back
to
quasi-eq uity, fo llowing the reinstatement of the
wa ived rights (see Note 11). Und er U.S. GAAP, the O RAs were record ed at their d iscounted fair value upon
issuance and included in th e Co mpa ny's o utstanding bor rowings. Upon ma tur ity in 2004, these bon ds will
be redeemed in shares of the Co mpany and € 38 .1 million will be transferr ed
to
sha reho lders ' equity. T he
difference betwee n the discounted fair value of the O RAs at their issuance and their maturity value is being
amo rtised to interest expense. As of September 30, 20 00 and 1999, the carrying value of the ORAs included in US. GAA P bor rowings was € 45.4 million and € 47 .4 million, respectively.
C O N S O L I D AT E D
F INANCIAL
STA TE M E N TS
Borrouiings
Description
As described in No te 23, the Gro up has not capita lised the leases of its opera ting assets but has accou nted
for them as operating leases. Und er U.S. GAAP, the und erlying assets and liabilities are reflected in the
Gro up's balance sheet. Th e und erlying assets associated with these leases are set out in N ote 23 above. Set
out below is a schedule of U.S. GAAP obligations associated with these leases:
September 30,
( € in millions)
2000
CDC loan (a)
Phase lA creditfacility (b)
Phase IBcredit facility (c)
Phase lA partners' advances (d)
Phase IB partners' advances (e)
EDAS.N.C. lease financingarrangement (f)
Newport Bay Club Convention Centre lease financin g arrangement
Accrued interest
~ Total
1999
36 1.3
319.8
166 .8
304 .9
96 .8
157 .5
23.5
1,430.6
.
23 .3
1,4 53.9
(a) CDC loan
Pursuant to the or iginal credit agreement and the Fina ncial Restructuring, the Co mpany borro wed from
the CDC € 86 .9 million senior debt and € 274 .4 million subordinated debt. The senior debt is secured by
the T heme Park, Disneyland Hotel, Davy Crockett Ranch, and other related facilities and the underlying
lan d thereof. T he subo rdina ted debt is unsecured. The loans bear interest at a fixed rate of 7.85' 10 ;
ho wever, purs ua nt to th e terms of the Fina ncia l Restructu ring, th e ap plica ble int erest rat e o n th e
subordi nated debt was reduced by 7% dur ing fiscal year 1999. Effective as of September 30, 1999, the
term s of these loan s wer e mod ified so as to reduce the interest rate to 5.15 %, defer principal repayments
and to extend the final maturity date from fiscal year 20 14 to fiscal year 202 4. At September 30, 2000 and
1999, accrued interest related to these loans was € 16.9 million and € 17.4 million, respectively.
(b) Phase lA credit facility
T he Phase lA credit facility cons ists of several tranches and is collateralised by a mortgage on the T heme
Park, Disney land Hotel, Davy Croc kett Ranch, oth er related facilities and the underlying land thereof. The
Company is a eo-obligor on this facility with the Phase IA Financing Co mpany. The loan bears interest at
EURIBO R plus 1.28 % (6.28 % at September 30, 2000) . Principal repayments commence in fiscal year 2001.
C ON S O LID AT ED
F I N A NC I A L
ST AT E M E N T S
(c) Phase lB credit facility
T he Phase IB credit facility is secured by the Phase IB Facilities. Th e loan bears interest at EURlBO R plus
1.33% (6.33% at September 30, 2000). Principal repayments commenced in fiscal year 1998.
(d) Phase lA partners' advances
T hese advances are related to Phase lA assets and bear interest at a fixed rate of 3.0%, however, pursuant
to the terms of the Financial Restructuring, the appl icable interest rate was reduced by 54% dur ing fiscal
year 2000 and fiscal year 1999. Principal repayments are scheduled to commence in fiscal year 201 0.
(e) Phase IB partners' advances
Th ese advances curre ntly consist of tw o tranches, including € 18.8 million of bank borrowings, and are
collatera lised by Phase IB assets. Th e bank borrow ings bear interest at EURlBO R plus 1.46 % (6.46% at
September 30, 2000). The remaining advances bear interest at a fixed rate of 3%, however, pur suant to
the term s of the Fina ncial Restru cturin g, the applicable interest rate was reduced by approximately 35%
in both fiscal year 2000 and 1999. Principal repayments are scheduled to commence in fiscal year 20 06.
(f) EDA S.N.C. lease financing arrangement
Represents the Compa ny's obligation und er the Theme Park -Additional Capac ity Attractions lease with
EDA S.N.C. (as described in No tes 1-3 and 23). Under U.S. CAAP, this transaction is considered a financing ar rangement at a rate below market levels; therefore, the obligation was discounted to reflect curre nt
market rates of interest at the inception of the lease. Th e discounted obligation is being accreted to its maturity value of € 213 .4 million.
Th ese outsta nding borrow ings have the following scheduled mat urities as of September 30, 200 0:
(€ in mi ll ions)
2001
2002
2003
2004
2005
Thereafter
~ Total
13 .1
30.3
37.5
40.9
52 .1
1,256.7
1,430.6
C O N SO L I D AT E D
FINANC IAL
STAT EM ENTS
Pair value of financial instruments
At September 30, 200 0 and 1999, the fair value of the Gro up's U.S. GAAP cash and short- term investments, receivabl es and acco unts payabl e ap proximated carrying valu es. The estimated fair values of
U.S. GAAP borrowings based upon qu oted market prices or the present value of future cash flows and the
related carrying amo unts are as follows:
September 30, 2000
Carrying
Amount
September 30, 1999
Fair
Value
Carrying
Amount
Fair
Value
573 .8
181.0
1,664.6
2,419.4
585 .1
156.1
1,551 .2
2,292.4
(€ in millions)
Convertible bonds
Lease fin ancing arrangements
Oth er borrowin gs
.. Total
fBJ
..
Additional V.S. GAA P disclosures
Income taxes
Under U.S. GAAP, the Gro up follows Statement of Financial Accounting Standa rds 109, Accounting (or
Income Taxes ("SFAS 109" ). SFAS 109 req uires recog nitio n of deferred tax assets and lia bilities fo r
the expected fut ure tax consequences of events th at have been recognised in the fina ncial statements or
tax returns . Und er th is method , deferred tax assets and liabilities are determined based on the difference
betwee n th e fina ncial statement carrying amo unts and tax bases of assets and liab ilities, using enacted tax
rates in effect in the years in which the differences are expected to reverse.
The following table summarises the significant com ponents of deferred tax assets:
September 30,
(€ in millions)
Effective interest method liability
Leased assets
Loss carryforwards
Other
Total deferredtax assets
Valuation allowance
.. Net deferred tax assets
2000
.
.
1999
54.1
368 .0
128.1
2.7
552.9
(552.9)
C ON S O LIDAT ED
F I N AN C I A L
STA TEMENT S
Th e tota l statutory tax rate was 37.8% and 40 % for the years ending September 30, 2000 and 1999, respectively. As described in Note 19, the Gro up's effective tax rat e was 0% for the years ending September 30,
20 00 and 1999. Due to th e uncertainty of the ultim ate realisation of th e deferred tax assets listed above,
the Group has esta blished a 100 % valuation allow an ce again st th ese assets.
Employee stock options
Und er U.S. GAAP, the Group follows Statement of Financial Accounting Standards 123, Accounting
for Stock-Based Com pensation ("SFAS 123"). The Gro up has elected und er th e provisions of SFAS 123
to continue to measur e compensati on costs using the method of accounting prescrib ed by Acco unting
Principles Board Opinion 25, Acco unting for Stock Issued to Employees, which resulted in no material
compensation ex pense for options gra nte d during th e tw o-year period ended September 30, 2000. H ad
co m pe ns atio n cos t for the Co m pa ny's stoc k o ptio ns been det ermined co ns iste nt w it h th e fai r va lue
appro ach set forth in SFAS 123, no material adjustm ents to net inco me or earni ngs per sha re wo uld have
been required.
The weighted-average fair values of o ptions at their gra nt date during fiscal years 2000 and 1999 were
€ 0.26 and € 0.5 8, respectively. Th e estima ted fair value of each option was calculated using th e BlackScholes option-pricing mod el. The assumptions used in th e model were as follows:
Year ended September 30,
2000
Risk-free interest rate
Expected years until exercise
Expected stock volatility
Dividend yield
1999
3.1%
4
41
%
o %
Earnings per share
Under U.S. GAAP, th e Gro up follow s Statement of Fina ncial Acco unt ing Stan dards 128, Earnings per
Share, which req uires the presentati on of basic and diluted earni ngs per share ("E PS"). Basic EPS excludes all dilut ion and is calculated using the weighted-average number of common sha res o utstanding dur ing
th e period. Diluted EPS reflects the potenti al dilution th at wo uld occur if securities or other contracts to
issue commo n stock were exe rcised or co nverted into commo n stock.
Und er U.S. GAAP, basic and diluted loss per sha re am ounts for fiscal years 20 00 and 1999 were € 0.07.
Comprehensive Income
Effective October 1, 1998, the Gro up ado pted Statement of Financial Account ing Standards 130 , Reporting
Comprehensive Incom e ("SFAS 130 " ). Under SFAS 13 0, all item s th at are required to be recognised
under accounting standards as compon ents of comprehensive inco me are reported in a financial statement th at is displayed with th e same prominence as other finan cial sta tements . A sepa rate sta tement of
comprehensive income is not presented for fiscal year s 200 0 and 19 99 as all chan ges in equity of the Group
from tran saction s and other events and circumsta nces from non -ow ner sources are reflected in the Gro up's
net loss.
CON SOLIDAT ED
F I N ANC I AL
STATEMENTS
Segment Infonnation
Effective Oc to ber 1, 199 8, th e Group ado pted Sta teme nt of Fina ncia l Acco unti ng Sta ndards 131,
Disclosures about Segments of an Enterpriseand Related Information ("SFAS 131"). T his state ment requires certa in financi al infor ma tion ab out operating segments to be present ed.
Unde r SFAS 131, the Group has tw o reportabl e segments : Resort Operations an d Real Estate O pera tions.
T he acco un ting poli cies o f th ese segme nts are th e same as th ose described in Note 2 "S um mary of
Sign ificant Acco unt ing Policies" . The Group evaluates the performance of its segments based prima rily on
earn ings befor e roya lties, man agement fees, lease, net fina ncial cha rges, depreciati on, amo rtisation, insura nce and opera ting taxes ("E BITDA"). Asset information by reportable segment is not reponed, since the
Gro up does not produce such informati on internally.
The tabl e below present s info rma tion abo ut repo rted segments for fiscal years 2000 and 1999:
Year ended September 30,
( € in mi llions)
2000
1999
Segment Revenues
911,7
Resort operat ions
Real esta te operat ion s
~
Total
8,5
.
920.2
Segment EBITDA and reconciliation to Statements of Income
277 .9
Resort op erati ons
0.3
Real esta te ope rat ions
~
Tot al
..
Depreciati on, amort isat ion, insurance and operating ta xes
(30.9)
Roy alti es and man agem ent f ees
~
Income before Lease and Financial Charges
278.2
(81 .1)
..
166.2
New Pronouncements
In 1998, the Fina ncial Acco unt ing Sta nda rds Board ("the FASB") issued Sta tement of Fina ncial Accounting Sta ndards 133, Accounting for Derivative Instruments and Hedging Activities. T his sta tement was subsequently amen ded by the issuan ce of Statement of Financ ial Accounting Sta ndar ds 137 ("SFAS 137" ) and
Stateme nt of Fina ncial Acco unting Sta ndar ds 138 ("SFAS 138" ). The Gro up expects to adop t SFAS 133
as amended by SFAS 137 and SFAS 138 ("SFAS 133"), effective Octo ber 1, 2000. SFAS 133 will req uire
the Group to recogn ise all derivativ es on the balan ce sheet at fair value. The impact of SFAS 133 on the
Gro up's fina ncia l statements will depend on a variety of factors, including futu re interpretati ve guidance
fro m th e FASB, th e fut ure level of forecas ted fore ign cur rency tran saction s, th e extent of th e Gro up 's
hedging activities, the types of hedging instr uments used and the effectiveness of such instrum ents. However,
th e Group does not believe the effect of adopting SFAS 133 will be mat erial to its financial position .
REPORT
OF
THE
STATUTORY
AUDITORS
on the consolidated financial statements
(Year ended September 30, 200 0)
To the Share holders of
EURO DISN EY S.CA.
Chessy
In compliance with the assignment entrusted to us by your Shareholders' Annual Genera l Meeti ng, we have
conducted our audit of the accom panying conso lida ted fina ncia l sta tements expressed in euro s of Euru
Disney S.CA. as of September 30, 2000.
Th ese consolida ted financial statements have been ap proved by Euro Disney S.A., Gerant of Euro Disney
S.CA. O ur role is to express an opinion on these consolidated financial statements based on our audit.
We conducted our audits of these conso lida ted financial sta tements in accorda nce with Frenc h professiona l sta ndards which requir e that we plan and perfo rm the a udit to obtain reasona ble assur ance abo ut
whether the co nsolidated financial statements are free of material misstatement .
An a udit includes exa mining, on a test basis, evidence supporting the amo unts and disclosures in the consolidated financial statements. An audit also includes assessing the acco unting principles used and significant
estima tes made, as well as evaluating the overall financial statements presenta tion. We believe that our audits
provide a reason able basis for ou r opinion.
In our opinion, th e co nso lida ted fina ncia l sta teme nts, prepare d in accorda nce with French accou nting
prin ciples, give a tru e and fair view of th e Gro up's finan cial pos ition and its assets and liab ilities as of
Sept emb er 30, 20 00 and the results of operations of the compa nies included in the consolidat ion for the
year then ended.
We have also verified the information provided in the Cer ant's repo rt on the Gro up. We have no comment
to make as to its fair presentation and its conformity with the consolidated financ ial sta tements.
Par is, N ovember 20, 2000
T he Sta tu tory Aud itors
Befec - Price Waterhouse
M emb er of Pricewa terhouseCoopers
Brian Towh ill
Francois Ma rtin
GENERAL REPORT OF THE SUPERVISORY BOA RD
on the management of the Euro Disney S.C.A. G roup
Ladies and Gentlemen,
We are pleased to present you our Genera l Report on the management of the Euro Disney S.C.A. Gro up
(the "Group") for the year ended September 30 , 2000.
We do not have any particular comments on the Management Report of the Cerant on the Gro up, which
we have reviewed and which has been submitted to you.
T he net incom e of th e Gro up impro ved 64% despite the negative impact of the stor m of December 26,
1999, which disru pted opera tions at the Disneyland park (the "Pa rk ") and resulted in the loss of approximately 10% of the Gro up's hotel capacity for a period of approximately four month s, due to closure
of the Davy Crockett Ranch . The Gro up received an insurance reimbursement of € 2004 million to compensate for the operating losses resulting from the storm.
Park atte ndance decreased 4 % to 12 million guests in fiscal year 2000 compared to 12.5 million guests in
fiscal year 1999, d ue in part to the negative impact of weather conditions, including the Decemb er 26th
storm.
Spending per guest continued to improve (+3.7%).
During fiscal year 2000, hotel occupa ncy reached a new record level of 82.9% while guest spending per
roo m increased by 3.2% .
Despite higher direct opera ting costs, including lab our and cost of sales, the opera tional margin impro ved
during fiscal year 2000 and represented 18.3% of revenues compared to 18.1 % dur ing fiscal year 1999.
License fees payable to subsidiaries of The Wait Disney Company ("TWDC") and management fees payable
to the Company's Gerant amo unted to € 31.1 million in fiscal year 2000 compared to € 30.9 million in
fiscal year 1999. These fees were disclosed on a specific line in the statement of income for fiscal year 1999
in or der to highlight (heir statement after th e five year waiver resulting from the financia l restr ucturi ng
carried-out in 1994 . In fiscal year 2000, th ese expe nses are includ ed on th e line costs and expenses of
said statement of income, with appropriate details provided in the Gera nt's Report and the notes to the
financial sta teme nts .
Incom e before lease an d net financial charges increased to € 175.8 million in fiscal year 2000 compared
to € 166 .2 million in the previou s year.
Lease and net finan cial charges decreased to € 138.3 million, compared to € 145 million in fiscal year 1999.
This decrease is primarily attributa ble to savings generate d from the re-negotiat ion in 1999 of the interest
rates on certa in existing loans and iricreased interest income on cash and sho rt term investments on net
procee ds genera ted by the increase of capita l in December 1999. These contributed to offset the plann ed
increases in lease ren ta l expe nse related to pr incipal repayment s on the debt of financi ng co mpanies
(€ 10.7 million ).
G EN ERAL
R EPORT
OF
THE
SUP ERVISORY
BOARD
We remind you that in fiscal year 1998 the Group purc ha sed and exercised options offered by a subsidiary
of TWDC and certain ot her holde rs of subor d inated bond s redeema ble in sha res ("ORAs") th at co nditionally wai ved the interest and ca pita l redempti on rights of the O RAs. T he waived right s were subject to
reinstatement if certain financial tests were satisfied on o r befor e September 30, 2003. Since these tests were
satisfied bas ed on the results of fisca l year 1999, the waived right s we re reinstat ed as of Oc to ber 1st, 1999
and the carrying va lue of such rights , amo unting to € 151.4 million, wa s tran sfer red back from sharehold er's equity to qu asi-equity during fiscal year 2000 .
Within thi s co ntex t, the net co nso lida ted incom e of the G ro up for th e year am ounts to € 38.7 million,
w hich includ es:
• incom e befor e exception al items of € 37 .5 million , and
• exce ptiona l incom e of € 1.2 million .
We inform you th at th e Supervisory Board met four tim es du ring fiscal year 2000 to review the fina ncial
situation of the Group, its activities, and the outloo k and str ategy being pursued. We also info rm you that
the Audit Committee met three times d ur ing fiscal year 2000 to review on behalf of the Supervisory Board
the fina ncial reporting process and th e aud it th ereof, th e intern al control enviro nment and the review
thereof, and th e Second Park pro ject. T he Co mmittee reviewed also the ma nage ment and ex terna l audit
functi on s.
Yours sincere ly,
Paris, November 20, 2000
Th e Supervisory Board
Antoine Jeancou rt-Galignan i
70
PARENT
COMPANY
INFORMATION
(P arent Company, Euro Disney S.C.A.)
-._-
..
Year ended September 30,
FIVE YEAR FINANCIAL REVIEW
2000
1999
1998
1997
1996
804,757,074
585,277,704
585 ,029,919
584 ,287,353
583 ,390 ,926
1,055,772,071
767,834,014
767,508,941
766 ,534,759
765,358,723
33 ,871,745
173,140
96 ,668,500
33 ,871,755
173,140
96 ,668,533
33,871,755
25,001,210
96,668 ,715
'-{3 ,871,755
25,001,210
96,668, 751
15,879,000
15,987,000
16,488,000
13,943,000
840.6
816.5
779 .0
717.6
43 .0
(10.8)
22.6
67.8
(14.6)
40.1
51.5
(16.3)
41.5
(19.4)
35.7
36.9
0.07
0.11
0.09
0.08
0.03
0.05
0.05
0.05
10,496
200 .8
10,555
196.7
10,229
185.1
10,307
184.5
77 .6
78.7
76 .8
72.6
Capital at the end of the period
Share Capital (in €)
Number of outstanding
ordinary shares
Maxim um amo unt of shares whi ch
can be created by way of:
- conversion of bonds
- conversion of GRAs
- exercise of warrants
- exercise of employee
stock opt ion s
Result of the period (€ in millions)
Sales (net of VAT)
Income before income taxes,
depreciation and pro visions
Income ta xes / (ta x benefits)
Net income / (loss)
Dividends distributed
Earnings per share (in €)
Earnings per share bef ore
depreciation and provisions but
after income t axes
Earnings per share after
income ta xes and depreciation
and provis ions
Net dividend per share
Personn el
Average number of employees
Total payroll costs (€ in millions)
Total emp loyee
benefit costs (€ in millions)
.....................................................................................................................................................................................................................................
Z1
SIGNIFICANT
OPERATING
CONTRACTS
AGREEME NTS WITH FRENCH GOVERN MENTAL AUTH ORITIES
On March 24, 1987, TWDC entered into an agreement on the creation and operation of Euro Disneyland
in France (the "Mas ter Agreement ") with the Republic of France, the Region of Ile-de-France, the Department of Seine-et-Marne, the Public Esta blishment for the Development of the N ew Town of Marne-laVallee (l'Etablissement Public d'Amenagement de la VilleNouuelle de Mame-Ia- Vallee - EPA·Marne) and the
Regie autonome des transports parisiens (RATP) for the development in variou s ph ases of 1,943 hectares
of und eveloped land located 32 kilometres east of Paris in Marne-la-Vallee, Fra nce (the " Resort") . Immediately after the signature of the Mas ter Agreement, TWDC assigned its rights and obligations under the
Master Agreement to Euro Disney Corporation, a wh olly-owned subsidiary. The French governmenta l authorities party to the Master Agreement have subsequently wa ived all rights of recour se aga inst TWDC under
the M aster Agreement. In addition, in 1988 a new publ ic entity nam ed the Public Establishment for the
Development of Sector IV of Ma rne-la-Vallee (Etablissemellt Publicd'Amenagement du Secteur IV de Mame-
la-Vallce) ("E PA Fra nce"), with respo nsibility for th e development of the ent irety of the Resort, was
created pursuant to the Master Agreement, and becam e a party thereto . In Apri l 1989, the Co mpa ny
and the Phase LA Financing Compa ny (as defined below) also became part ies to the Mas ter Agreement.
Followin g th e Financ ial Restructuring, Euro Dis ney Associes S.N .C. becam e party to th e Mas ter
Agreement in Janu ary 1995 .
T he M aster Agreement, as amended from time to time, determin es the genera l outline of each phase of
development of the Disneyland Paris project (the "Pro ject") as well as the legal and initial financial str uctur e. It provides that loans with specific terms and conditions shall be gra nted. The main provis ions of the
Mas ter Agreement are summarised below.
Development planning
T he Mas ter Agreement sets out a master plan for the development of the land and a genera l development
program defining the type and size of facilities that the Company has the right, subject to certa in conditions, to develop over a 30-year period ending in 2017.
Before beginni ng any new developm ent ph ase, th e Co mpa ny must pro vide EPA-Fra nce and several
Fre nch pu blic authori ties, a proposal and other relevant infor ma tion with inform ati on for ap prova l.
O n the basis of the inform ation provided, the Co mpany and the auth orities involved develop a detailed
development programme.
On December 9, 1997, the Co mpa ny and EPA France concluded a detailed programme for a new phase
of the Val d'Europe urb an developm ent .
Financing of infrastructure
T he Master Agreement specifies the co nd itions und er w hich the infrastru cture is to be provided by the
French author ities to the Pro ject. Th e relevant French publ ic author ities have a continuing obligation
to
finance constru ction of the pr imary infrastructure, such as moto rway interchanges, primary roa dways
to
access the site, water distribution and storage facilities, rain water and waste wa ter treatment facilities, waste
treatm ent facilities, gas and electricity distribution systems, as well as telecommunication networks. The
Master Agreement also specifies the terms and conditions of the Co mpany's contr ibution to the financing
of certa in infras truct ure.
SI GNI FIC A N T
O PE RA T I NG
CONT RA CTS
Infrastructure provid ed by the French governmental authorities included the extension of the "A " line of
th e RER subur ba n rail network (which links Paris and its eastern and western suburbs to Chessy-Marnela-Vallee Disneyland Paris), the construction of two interchanges directly linking the Resort to the A4 motorway and a T GV station linking th e Resort to other major cities in Euro pe.
Land rights
The M aster Agreement provides for the right of the Co mpany, subject to certa in conditi ons, to acquire the
land necessary for the completion of the Pro ject at the M arne-la-Vallee site. The exercise by the Co mpany
of these acq uisitio n rights is subject to certain developm ent deadlines, which if not met wo uld result in the
expiratio n of said rights. To date, all minimum developm ent deadlines have been met and no land rights
have expired. Th e next deadl ine is Decemb er 31, 200 7.
In or der to maint ain these land acq uisitio n rights for the remaining undeveloped land aro und the Resort
(appro ximately 1,200 hectares), th e Co mpa ny, th e Phase lA Financing Co mpa ny and EDA S.N .C. ar e
required to pay annual fees to EPA France. For fiscal year 20 00, these fees totaled € 1.5 million.
As of Septemb er 30, 2000, 780 hectares of land had been developed or were the subject of undertakings
for development .
Department of Seine-et-Marne tax guarantee
In addition, and pur suant to the Master Agreement, the Compa ny, the Phase lA Financing Co mpany, EDA
S.N .C. and the French State guara nteed a minimum level of tax revenues to the Department of Seine-etM arn e. If th e Department's tax revenues are less than the amount of charges borne by the Department for
primary and secondary infrastru ctur e dur ing the period from 1992 to 2003, the French State on the one
hand, and th e Co mpa ny, the Phase lA Financing Company and EDA S.N.C. on the other hand , shall reimbur se, in equal sha res to the Departme nt, the difference, up to an aggregate amount of € 30.5 million (adjusted for inflati on from 1986). N o amo unts were due as of the end of the first measurement period on
December 31, 199 9. A second and last assessment, covering the entire period, will be made on December
31, 2003 .
PARTI CIPANT AGREEMENTS
In co nnection w ith th e Disneyland Park and Disney Village, th e Co mpa ny has entere d into a nu mber
of parti cipant agreements with 12 compa nies that are leaders in their fields: American Express, Banqu e
N at ion ale de Paris, Coca-Co la, Esso, France Telecom , H ertz, IBM, Kod ak-Path e, McDonald's, Nestle,
Philips and Renault . Th e participant agreements grant to these Disneyland Paris participants the following
rights in excha nge for an individu ally negotiated annual fee: (i) a presence on site through the sponsoring
of o ne o r mor e of th e Disneyland Park or Disney Village's attractions, restaurants o r other facilities,
(ii) promot ion al and marketing rights with respect to the category of produ ct which is covered by the participant agree ment and (iii) th e status of privileged supplier of the Company. Each participant agreement
is for a term of at least 10 years and terminates automatically in the event of term ination of the License
Agreement between Th e Wait Disney Company (Netherlands) B.V and the Company (See License Agreement
below ).
On September 18, 2000 the Co mpa ny entered into a new part icipant agreement with Ha sbro, Inc. and
certai n of its subsidiar ies. Th is participant agreement is for a term of 10 years.
S IGN IF ICA N T
OP ER A TING
C O N T R AC T S
UNDERTAKINGS AND AGREEMENTS OF TWDC AND SUBSIDIARIES
Undertakings
In connection with the Financial Restructu ring, TWDC agreed, so long as certain indebtedness is outstanding
to the Gro up's major creditors, to hold at least 34 % of the common stoc k of the Co mpany unti l June 10,
1999, at least 25 % until Jun e 10, 2004 and at least 16.67'Yo thereafter. In connection with the financing of
the Disney Studios, TWDC has committed to hold at least 16.67% of the commo n stock of the Company
unt il 20 27.
TWDC has also und ertaken, if it licenses another theme park using the TWDC nam e or other TWDC intellectual or industr ial prop erty rights (except for subsequent pha ses of Disneyland Paris) within 800 kilometers (approximately 500 miles) of Disneyland Paris in the five-year period following April 12, 1997, to
offer or cau se to be offered to the Company the op tion to acquire up to a 49 % equity inte rest in that park
at a price equal to the pro rata share of the fair market value of such park , or at the offering price of the
shares of the comp an y owning such park in the case of a public offering. In addition, and pur suant to a
separate letter to the creditors und er one of the Company's principal debt agreements, TWDC has agreed
that if it opens such a themed park within a 2,5 00-kilometre radiu s of Disneyland Paris prior to January 1,
2004 and before the Co mpany meets certain fina ncial conditions, n xrDc will gua rantee the repayment
of amo unts outsta nding und er such debt agreements until Janu ar y 1, 2004, or such time as the financial
conditions have been met.
Th e Co mpany and Euro Disneyland Part icipation s S.A., an indir ect 99 % -ow ned subsidiary of TWDC
(which is also a partner of the Phase lA Financ ing Compa ny), have agreed to indemnify the partn ers of
the Phase lA Financing Co mpany for all liabilities ar ising und er the Mas ter Agreement of the Co mpany
and the Phase lA Financing Co mpany. To the extent the resourc es of the Company and the Phase lA Financing Co mpany are insufficient to cover any such indemnity, TWDC, th rou gh a wh olly-own ed subsidiary,
has agreed to ind emnify the partn ers of the Phase lA Financing Co mpany up to € 76.2 million . In connection with the Financial Restru cturing, EDA S.N.C. also und ertook certa in indemni fication obligations in
favo ur of the partn ers of the Phase lA Financing Company with respect to certa in liabiliti es aris ing und er
the M aster Agreement.
Development Agreement
Pursuant to a development agreement dat ed Februa ry 28, 1989 (the " Development Agreement") with
the Compa ny, Euro Disney S.A. provides, and ar ra nges for other subsidiaries of TWDC to provide the
Co mpany with a var iety of techn ical and administra tive services. The se services are in additi on to the services Euro Disney S.A. is required to provide as Gerant and includ e, am ong other thin gs, the developm ent
of conc eptu al designs for the Disneyland Park and futu re facilities and attractions, the manufactur e and
installat ion of special show elements, the implementati on of specialised tr ainin g for opera ting personnel,
the preparati on and updatin g of opera tions, maintenan ce and technical manuals, and the development
of a master land -use plan and real estate developm ent stra tegy. As the Developm ent Agreement concerns
the entire project, the services provided by Euro Disney S.A. pursuant to the Development Agreement extend
to all the installations of the Disney Studios, prim arily for the design and construction of said installations.
Euro Disneyland lmagineering S.A.R.L. ("EDU" ), an indirect subsidiary of TWDC, was responsible for
man agement and administra tion of the overa ll design as well as thecon stru ction of the Disneyland Park,
includin g the design and proc urement of the show-and-ride equipment . Furthermore, most of the other
,
SIGNIFICAN T
OPER A TI N G
CONT RACT S
facilities at the Resort were designed und er the supervision of the Co mpany with the administrative and
techni cal assistanc e of affiliates of TWDC specialised in the developm ent of hotels, resorts and ot her retail
and co mmer cial real estate projects in the United States, in accord ance with the related services agreements.
Th e Co mpany reim burses Euro Disney S.A. for all of its direct and indirect costs incurr ed in connection
with the provision of services und er the Development Agreement. Th ese costs include (i) all operating expenses of Eur o Disney S.A., including over head and implicit fundin g costs, (ii) all costs incurr ed directly by
Euro Disn ey S.A. billed to it by third partie s and (iii) certain costs plus 10 % billed to Euro Disney S.A. for
services performed by TWDC or any of its affiliates. Such costs vary substantially from one fiscal year to
ano ther depending up on th e projects und er development.
T he Development Agreement has an initial term of 30 years and can be renewed for up to th ree additionall0-year terms at th e o ption of either party. The Development Agreement may be termi nated by Euro
Disney S.A. and by th e Co mpa ny und er certa in conditions, in particular in case of a change of control of
the Co mpany and of the Phase lA Financing Co mpany, or in case either comp any were to be liquidated.
License Agreement
Under a license agreement berween Th e Wait Disney Company (Netherlands) B.Y.(a subsidiary ofTWDC
which w as gra nte d a license by TWDC) and the Co mpa ny (the " License Agreement"), the Co mpany
has th e right to use any pres ent or futu re TWDC intellectu al or indu strial prop erty rights th at may be
incorpor ated into attractio ns and facilities designed from time to time by TWDC and made ava ilable to
the Co mpa ny for th e Pro ject. In addition, the License Agreement autho rises the sale, on the site, of mercha ndise incorpor ating or based on TWDC intellectu al property right s ow ned by, or ot herwise ava ilable
to, TWDC. T hese intellectu al pro perty right s are registered in the name of TWDC, which is respons ible
for the co ntrol of their prot ection in France. Royalties to be paid by the Company for the use of these rights
were origina lly equa l to:
(I)
10 '}/o of gross revenues (net of value-added tax ("VAT") and other similar raxes) from rides, admissions
and relat ed fees (such as parking, to ur guide and similar service fees) at all theme par ks and attractions;
(11) 5% of gross revenues (net of VAT and other similar taxes) from merchandi se, food and beverage sales
in or ad jacent to any th eme park or other attraction, or in any other facility (with the exceptio n of the
Disneyland H otel), the over all design concept of which is based predomin antl y on a TWDC theme;
(m) 10 % of all fees paid by Participant s; and
(IV) 5 % of all gross revenues (net of VAT and ot her similar taxes) from the exp loitat ion of hotel rooms
(the contrac tual definition s of which exclud e the hotels presently operated at Disneyland Paris by the Group)
and related charges at certai n Disney-themed accom modations (with the exception of the Disneyland Hotel).
.
SI G NI FI C ANT
O PE RAT I NG
C ONT R ACTS
As part of the Financial Restructuring, TWDC wa ived its right to receive roya lties for fiscal year 1994 through
fiscal year 1998. Sta rting in fiscal year 1999 until fiscal year 2003 (inclusive), the roya lties paya ble by the
Co mpany w ill be calculated at rates equa l to 50% of the rates stated a bove. T hese reduced rates will cease
to app ly during this period if and as fro m th e date th e Compa ny's debt und er the fina ncing agree ments is
reimb ursed in whole. Beginning in fiscal year 2004, th e roya lties payable by the Company will be calculated at 100% of the rates stated a bove.
T he License Agreement has an initial term of 30 years and ca n be renewed for up to th ree add itiona l
1O-year terms at the option of either party. T he License Agreement gives TWDC substa nt ial rights an d discretion to approve, mon itor an d enforce th e use of TWDC pro perties w ithi n the site. T he License Agreement may be terminated by TWDC upon th e occurrence of certai n events, includ ing th e remova l or
replacement of the Gerant, a change in control, directly or indirectly, of the Company,certain affiliates and the
Phase lA Fina ncing Co mpa ny, the liquidat ion of such compa nies, certa in assignments of the Co mpany's
interests in the License Agree ment, th e imposition of laws or reg ulations th at prohibit th e Company,
certai n affiliates and the Phase lA Fina ncing Co mpa ny from performing any of their material ob ligations
und er th e License Agreement or the imposi tion of taxes, dut ies or assessments that wo uld materially impair
the assets, surp lus or distribut able earn ings of the Company or certa in of its affiliates.
"
LEGAL STRUCTURE OF EURO D ISNE Y
S.C.A.
Euro Disney S.CA. is a societeen commandite paractions ("SCA") governe d principally by Chapter 11 of
th e Co mmerc ial Co de ("code de commerce") and decree no. 67-236 of Ma rch 23, 1967 on commercial
compa nies. Th e Company was origina lly structured and incorporated 1985 in the form of a French societe
anonyme ("SA "). In 1988, EDL Holding Co mpa ny, curre ntly owner of approximately 39.1% of the share
capita l of th e Co mpa ny, acq uired 99% of the sha re ca pital of the Co mpany. An extrao rdinary genera l
meetin g of th e shareholders of the Co mpany held on February 24 , 1989 decided to mod ify its corporate
form fro m an SA to an SCA. In November 1989, Euro Disneyland S.CA. became a publicly held co mpan y as a result of a public offer ing of its commo n sto ck in France, the United Kingdom and Belgium.
At the an nua l genera l meetin g of th e shareho lders held on February 4, 1991, the Company's present
corporate name, Euro Disney S.CA., was ado pted.
The four prim ary component s of the Company's legal structure are:
• the gerant (manager) (the "Chant"),
• th e conseil de surveillance (the "Supervisory Board" ),
• the associecommandite (the "Genera l Partner" ),
• th e associes commanditaires ou actionnaires (the " limited partners" or "s hare holders").
THE GERANT
Under French law, th e primary respo nsibility of the Geran t of a societe en commandite par actions is to
manage the Company at all times in the Co mpany's best interests. When the Co mpany was formed, Euro
Disney S.A., a French societe anonyme, was appo inted as its sole Gera nr. Th e Gerant is an indirect 99 %owned subsidiar y ofTWDC Under th e Co mpany's by-laws, the Gerant has the power to take any and all
action in th e nam e of the Co mpany within the scope of the Co mpa ny's cor po rate purpose and to bind the
Co mpa ny in all respects.
If th e Gerant ceases to hold office for any reaso n, the Genera l Partner, currently an indirect subsid iary
of TWDC, has th e exclusive right to ap poi nt a successor. T he Chant may resign on giving six months'
not ice to the Supervisory Board and may only be remo ved from office in the following circumsta nces:
• for incapacity, including bankruptcy or judicial reorgan isation by the Cenera l Partn er,
• for any other reason with the co nsent of both the Genera l Partner and holders of a two- thirds majority
of the sha re cap ita l of th e Co mpa ny in an extrao rdinary meeting; or
• by a court on the gro unds of cause legitime (legitimate cause).
Under the by-laws, the Gerant is entitl ed to annua l fees cons isting of a base management fee and a management incentive fee, and is also entitled to a fee payable on the sale of hotels, each as described below. In
add ition, the by-laws provide th at the Chant is entitled to be reimbursed by the Compa ny for all its direct
and indi rect expe nses incurre d in its ro le as Gerant. No amendment may be ma de to the entitlement of the
Gerant to remuneratio n or reimbursement of expe nses except by amendment
to
the Compa ny's by-laws
which req uires th e approval of the Genera l Partn er and the shareho lders.
.
77
LEGA L
ST R UCTU RE
OF
EURO
DI SN EY
S.C.A.
Base Management Fee of the Gcrant
T he base man agement fee was or igina lly equa l to 3 % (initially sched uled to increase to 6 % in 1997) of
the total revenues of th e Group, as defined in the by-law s o f th e Co mpa ny, less 0.5% of th e net incom e
for the relevant fiscal yea r.
As part of the Financial Restru cturing, the Geran t perma nently waived its base man agement fee for fiscal
years 1992 th rou gh 1994. In additio n, th e Co mpa ny's by-laws were am end ed, at an extrao rdina ry genera l meeting of th e sha reho lders held on June 8, 1994, such th at th e base mana gement fee will equa l the
follow ing percent ages of th e to ta l revenues of the Group, as defined, for the relevant fiscal year :
- from Oc to ber 1, 1993 to September 30, 1998:
0.0 01<,
- from October 1, 1998 to September 30, 2008:
1.0%
- from October 1, 2008 to September 30, 2013:
.
- from Oc tober 1, 2013 to September 30, 20 18: .
- fro m Oc to ber 1, 20 18 on:
1.5 %
3.0%
.
6.0 %
Beginning on Oc to ber 1,2008, the right of the Gerant to receive pay ment of tha t po rtion of the base ma nageme nt fee in excess of an amo unt eq ual to 1 % of th e to ta l revenues, as defined, w ill be contingent upon
the Compa ny achieving a positive co nso lida ted net income before taxes for th e fiscal yea r to which such
fee relates, after taking into acco unt all such remu neration, an d upon the Company's legal ab ility to distribute dividend s for such fiscal year. In add itio n, that po rtion of the base management fee in excess of an
am ount equal to 3% of the total revenues, as defined, for an y fiscal year will not be du e or payable until
after certa in indebtedn ess of the Co mpany and the Phase I SNC's has been repaid in full, and may not exceed
40% of th e Co mpa ny's consolidated after-tax profits for such fiscal year (co mputed o n the basis of a base
ma nagement fee of 3 %) . Certain o f th e Co mpany's debt agree me nts a lso pro vide fo r th e deferr al of
paym ent of the base man agement fee und er specified circumstances.
Management Incentive Fee
In connection w ith th e Fina ncia l Restructur ing, th e by-law s of the Co mpa ny were amended at an extraordinary genera l meetin g of the share ho lders held on June 8, 1994, to pro vide tha t the Gerant's ma nagement
incenti ve fee for a given fiscal year be fixed at 30% of any portion of pre-rax cas h flow, as defined in the
by-laws of th e Co mpany, in excess of 10% of the to ta l consolida ted gross fixed assets for the releva nt fisca l year. T he agreeme nts related to the Fina ncial Restru cturing provide for th e deferral of payment of the
man agement incentive fee und er specified circu msta nces.
Hotel Sale Fee
T he Company must also pay to the Gerant, upon the sale of any of the hotels, a fee equal to 35'Yo of pre-rax
net revenue ar ising from the sale of any such hotel. T his fee was not changed in the Fina ncial Restru cturing.
L EGAL STRUCTUR E O F E URO DI SN EY S . C . A .
THE SUPERVISORY BOARD
The membe rs of the Supervisory Board are elected by the shareholders. The by-laws provide for a minimum of thr ee memb ers, each of whom mu st be a shareh older. Th e Supervisory Board requires, und er its
ow n cha rter, th at each of its members hold at least 1,000 shares.
The ro le of the Supervisory Board is to monitor the general affairs and the management of the Compa ny,
in the Compa ny's best interest and in th e best interest of the shareholders, as well as to monitor the transparenc y and qu ality of th e information comm unicated to th e shareho lders. Pursuant to French law, th e
Supervisory Board is ent itled to receive the same inform ation and has the same rights as the statutor y a uditors of th e Co m pa ny. Th e Supervisor y Board mu st present to th e annua l genera l meeting of the shareholders a report indicatin g irregular ities or inaccur acies, if any, in the annual accounts.
The Supervisory Board mu st approve all agreements between the Gerant and the Company, as well as all
contracts described in the paragraph "the Shareholders" below and any amendments thereto, and must
report on such agreements, contracts and amendments thereto to the general meeting of the shareholders
inunediately following their conclusion. In addition, the by-laws provide that the Supervisory Board approval
is required to enable the Cera/It to enter into any material agreements on behalf of the Company with TWD C
or any subsidiary thereof, or before deciding any material amendment to such agreements. Th e by-laws
also provide th at any employees of the Gerant or any person affiliated with the Gerant or the Supervisory
Board w ill be disqu alified from voting on such agreements or any amendments thereto.
Th e current members of the Supervisory Board hold office for three-year terms ending on the dates of the
annual general meetings of shareholders called to approve the financial statement for the fiscal years ending
September 30, 2001 and 2002, and may be re-elected. New memb ers, as well as those who are re-elected,
will each serve for period s of thr ee years from the date of their election or re-election.
THE GENERAL PARTNER
Th e General Partner has unlimit ed liability for all debts and liabilities of the Company.
The Genera l Partn er is EDL Part icipations S.A. ("EDL Parricipations" ), a French societeallollyme that is a
99.8% owned subsidiary of EDL H oldin g Company. EDL Particip ations cannot be removed as Genera l
Partner without its consent and cann ot dispose of any part of its interest as General Partn er without the
appro val of such disposal by a vote of the hold ers of a majority of shares of commo n stock and a majority
of the voting rights of the share holders present or represented at a general share holders' meeting. A unanimous vote of th e sha reholders is requir ed to appro ve a tran sfer of EDL Part icipations' entire interest.
Except with regard to th e election or removal of members of the Supervisory Board by the share holders,
a resoluti on may be ad opted only by the shareholders in a general meeting with the prior ap prova l of the
General Partner. Th e Genera l Partn er is entitled to a distributi on each year equal to 0.5% of the Company's
net after-tax profits (after deduction of losses carried forward). The Genera l Partner received such a distribu tion in th e am ount of approximately € 0.2 million in respect of fiscal year 1998, € 0.2 million in
res pect of fiscal year 1999 and is entirled to a distribut ion of approximately € 0.2 million in respect of
fiscal year 2000.
L EGAL ST R U C T U R E OF EURO DISNEY S.C.A.
THE SHAREHOLDERS
The shareholders are convened to the general meetings of shareholders and deliberate in accordance with
the legal and regulatory requ irement s in effect. During each general meeting, each shareho lder is entitled
to a numb er of votes equal to the number of shares that he or she holds or represents. In lieu of att ending
a meeting in person, each shareho lder may give a proxy to another shar eholder or his or her spou se, VOle
by mail, or send to the Co mpany a blank proxy, under the conditi ons prov ided by law and regulations.
Matters requi ring a resolution passed by the holders of a simple majoriry of sha res at an ordin ary general
meeting include, with out limitation:
• elections to the Supervisory Board;
• approval of the annua l accounts, including payment of any dividend prop osed by the Gerant; and
• app roval of any contract or transaction (other than contracts or tran sactions entered into under srandard terms and in the ordinary course of business) or amendments thereto, entered into directly or with a
person interposed berween the Company and the Gerant or any member of the Supervisory Board of the
Company or berween the Company and any company of which the Gerant or a member of the Co mpany's
Supervisory Board or a member of the Gerant's board of director s is the ow ner, General Partn er, man ager,
director, chief officer, memb er of the Supervisory Board or of the executive committee. Shareholders with
an interest in the contract or transaction are not prohibited from voting on such contrac t or transaction,
unless they hold one of the positions set forth above.
Any resolut ion submitted for the vote of the share holders at an ordinary genera l meeting may be passed
only with the prior app roval of the General Partn er, except for those relating to the election, resignation
or dismissal of the members of the Supervisory Board.
A resolution passed by a two-thirds majoriry vote of the sha reholders present or represented at an extraordinary general meeting is required for the app roval of any amendment to the Co mpany's by-laws, including any increase or reduction in the share capital, any merger or spin-off, or any conversion of the Company
to an other form of company. Any resolut ion submitted for the vote of the shareho lders at an extraordinary general meeting requir es the prior approval of the General Partner.
CORPORATE
ORGANISATION
OF
THE
G ROU P
OPERATING COMPAN IES
Euro Disney S.C.A.
The Co mpa ny opera tes the Disneyland Park, the Disneyland H otel, the Davy Crocke tt Ranch and the
go lf course. The Co mpany will also operate the second theme par k curren tly under construction ("D isney
Stu dios") .
EDL Hotels S.C.A.
EDL Ho tels S.C.A., a 99.9 % -owned subsidiary of the Company, which opera tes all of the hotels except the
Disneyland Hotel and the Davy Crockett Ranch, and also the Disney Village, is structured as a French societe
en commandite par actions governed by the same principles as the Co mpany.
The general partner of EDL H otels S.C.A. is EDL H otels Participations S.A., a French societe anonyme
99 .9% owned by the Co mpa ny. Th e gerant of EDL H otels S.C.A. is Euro Disney SA, which is also the
gera nt of the Compa ny.
FINA NCING COMPAN IES
Euro Disn eyland S.N .C. and Euro Disney Associes S.N.C.
Euro Disneyland S.N.C. (the " Phase IA Financing Company") ow ns the Disneyland Park and leases it
to Euro Disney Associes S.N.C ("EDA S.N.C. "), an indir ect wholly-owned affiliate ofTWDC, pursuant
to a leasing agreement entered into in connection with the Financial Restructuri ng. Both compan ies arc
str uctured as French societes ell 110111 collectif EDA S.N.C., in turn, subleases the Disneyland Park to the
Co mpany. Also, as part of the Financial Restructuring, the Company and the Phase IA Financing Company
sold to EDA S.N.C. certa in Disneyland Park assets constructed after the opening of the Disneyland Park for
€ 213 .4 billion , which are leased back to the Co mpa ny by EDA S.N.C. based upon a nomina l interest rate
of 1 % . The Co mpa ny has an option to repurchase such assets and the right to extend the term of the lease.
The partn ers of the Phase IA Fina ncing Company are vario us banks, financial institution s and compa nies
holding an aggrega te participation of 83%, and Euro Disneyland Participations S.A., a French SA and an
indirect 99 .9%-owned subsidiary ofTWDC, holding a participation of 17%. The Gro up has no ow nership interes t in th e Phase IA Fina ncing Compa ny. The Compa ny is jointly liable for a significant portion
of the indebtedness of the Phase IA Financing Com pany (approxima tely two-thirds of the outstand ing indebtedness due under th e IA Bank Loan Agreement). The partners are subject to unlimited joint and several
liability for th e fina ncial obligations of the Phase IA Financing Com pany. The ban ks which arc parties to
the lA Bank Loan Agreement and th e CDC, with regard to CDC Prets Partia patifs , however, have effectively waived an y reco urse against the pa rtners of the Phase IA Financing Company. The Phase IA Financing Co mpa ny has gene ra ted tax losses du e to interest charge s duri ng th e construc tion period and
depreciation expense from the opening of the Disneyland Park on April 12, 1992 until December 31, 1996.
CO R PO RATE
O RGA N I S A T I O N
O F T HE
GROUP
T he legal structure of the Phase LA Financing Co mpany enables its partners to take these French ta x losses directly into their ow n accounts for French tax purposes. In return, the partn ers agreed to provide subordinated partners' advances to the Phase lA Financing Company at an interest rate below the mark et rate.
Th e Phase LA Fina ncing Compa ny is man aged by a Gerant , Societe de Gerance d'Euro Disneyland S.A., a
French SA and an indirect 99. 8% -ow ned subsidiary of TWDC.
Phase ID Financing Companies
H otel New York Associes S.N.C., New port Bay Club Associes S.N.C., Sequoia Lodge Associes S.N .C.,
Cheyenne H otel Associes S.N.C., Hotel Santa Fe Associes S.N.C. and Cent re de Divertissements Associes
S.N.C. (collectively, the " Phase lB Fina ncing Co mpa nies"), each of w hich (i) rents th e land on which
the related hot el or Disney Village, as the case ma y be, is located, from EDL H otels S.C.A. pursuant to a
building lease agreement relatin g to such land which is owned by EDL Hot els S.C.A., (ii) ow ns the related hotel or Disney Village, as the case may be, and (iii) leases the related hotel or Disney Village, as the
case may be, to the related Phase lB SA (as defined below), and (iv) is structured as a French S.N.C. governed by the same principles as the Phase LA Financing Compa ny.
T he pa rtners of the Phase lB Fina ncing Co mpa nies are various ban ks and fina ncia l institutio ns that
are lenders of the Phase lB Financing Com panies. Th e Gro up has no ow nership interest in the Phase lB
Financing Companies. EDL Hotels S.C.A., a who lly-ow ned subsidiary of the Co mpa ny, has guara nteed
all th e obligatio ns of the Phase IB Fina ncing Co m panies with respect to th e loan s extended by th eir
lend ers and partn ers. The partners of the Phase lB Financing Compa nies are subject to unlimited joint and
severa l liability for the obligations of the Phase lB Financing Co mpanies. H owever, the lend ers of the
Phase lB Financing Co mpa nies have waived any recourse agains t the partn ers of the Phase lB Financing
Compa nies. Th e Phase lB Financing Companies have cons istently generated tax losses primarily due to
interest charges during the construction period and depreciation expense from April 12, 1992 until December
3 1, 199 5 with the exception of Centre de Divertissements Associes S.N.C., which generated tax losses until
December 31, 1998. Th e legal struc ture of the Phase lB Financing Co mpa nies ena bled their partners
to take these French tax losses directly into their own accou nts for French tax pur poses. In retu rn, the
part ners agreed to provide subordina ted partners' adva nces to the Phase lB Financing Co mpanies at an
interest rate below the market rate.
Pursuant to the respective by-laws of the Phase lB Financing Companies, the Gerant of each of the Phase lB
Financing Companies is EDL Services S.A., a French SA and a 99.8% -ow ned subsidiary of the Co mpany.
Phase ill SAs
Hotel Ne w York S.A., Newport Bay Club S.A., Sequoia Lodge S.A., Cheyenne Hotel S.A., Hotel Santa Fe
S.A. and Cent re de Divertissements S.A. (collectively,the " Phase lB SAs"), pursuant to a leasing agreement
with the relevant hotel or Disney Village, as the case may be, rents from the related Phase lB Financ ing
Company and subleases such prop erty to EDL Hotels S.C.A. Th e Phase lB SAs are structured as French
SAs and are 99.8% -owned subsidiaries of EDL Hot els S.C.A.
CORPORATE
ORGA N ISATIO N
OF
Centre de Co ngres Newport S.A.S.
Centre de Co ngres N ewport S.A.S., a 99 .9 % affiliate ofTWDC, str uctured as a French societe paractions
sintplifiee, ente red into a building lease with EDL Hotels S.C.A. pur suant to which it financed the constructi on of the New po rt Bay Club Co nvent ion Center and, wh en completed, leased it back pursuant to a
leasing agreement to EDL Hotels S.C.A. EDL H otels S.C.A. has an option to repurcha se such assets.
.........................................................................................................................................................................................................................................
TH E
GR O UP
O WNERSHIP
STRUCTURE
O F
T HE
GROUP
Overview of Group Legal Structure
Euro Disney
Assocles S.N .C.
EDL
99 .8 %
Partici atlons S.A.
39 .1 %
L
_
EURO DISNEY
S.c.A.
43.6 %
99 .8 %
99 .9 %
99 .9 %
EDL Services
- - -,- --
EO Resort
S.A.
99 .9 %
I
I
I
I
I
I
__ .JI
S.C.A .
ED Resort Services
Hotel New-York
99 .9 %
EDL HOtels
Partlcipat ion s SA
S.C.A.
-------
EDL Hot els
S.C.A.
Hotel New York
Assocles S.N.C.
SA
99.8 %
Val d'Europe
Newport Bay Club
99 .8 %
Promot ion SA
Newport Bay
0.02 %
Assecles S.N.C.
Club SA
99 .8 %
ED Spectacles
Sequoia lollge Assoctes
80 %
S.A.R.L.
Sequoia Lodge
20 %
S.N.C.
S.A.
Euro Disney
Cheyenne Hotel
99 .9 %
99 .8 %
0.01 %
Vacances S.A.
Assocles S.N .C.
Cheyenne Hotel
99 .9 %
S.A.
99 .8 %
Euro Disney Vacaciones
Hotel Santa Fe
SA
Assocles S.N.C.
S.E.T.E.M.O. Imaglneerlng
100 %
Hotel Santa Fe
S.A.
99.8 %
S.A.R.L
Centre de Divertissements
Centre de
Assocles S.N .C.
Divertissements S.A.
99 .8 %
Debit de Tabac
40 %
S.N.C.
60 %
ED Finances S.N.C.
50%
_
(4 entities)
TWDC SUBSIDIARIES
FRENCH GAAP CONSOLIDATED GROUP
OW NERSHIP
PARKFINANCING COMPANY
MANAGEMENT (GERANCE)
HOTEL FINANCI N G CO MPA NIES
GENERAL PARTNER
• Vld KINGDOM 5·KR-ZI Ltd, a CompiJny whose sh.ut's dff~ held by tru sfs for the benent o f Prince Alwafeed dnd Ill s tarmly
50 %
O W N ER SHI P
ST RUCTURE
OF
THE
GROUP
Overview Financing Structure
EURO DISNEY
S.C.A.
CONSOLIDATED GROUP
* Owns and Operates: Disneyland Hotel
Davy Crockett Ranch
Golf Disneyland Paris
Disney Studios Theme Park #
* Leases and Operates: Disneyland Paris Theme Park
Hotel New York
Hotel Newport Bay Club
Hotel Sequoia Lodge
Lease
contracts
Hotel Cheyenne
Hotel Santa Fe
Disney Village
NPBC Convention Center
Extern al Debt (in € millions.
includin g that of financin g companies
as of Sept ember 30. 2000 )
Consolidated Balance Sheet Debt of
Euro Disney S.c. A.
External Debt of Euro
986. 1
External Debt of Phase IB
Financing Comp anies
259.3
~l
Disneyland S.N.C.
(Phase lA Financing Co ~
236 .9
2,356.1
Phase IB Financing Companies
* Own the Phase IB Hotels &
Disney Village
Centre de Congres Newport
Euro Disneyland S.N.C.
SAS.
* Owns Disneyland 8aris Theme
* Owns the NPBC Convention
Center
# currently und er construction and scheduled for opening in spring 2002.
Park
NOT E S
N O T ES
Partners, everyone
a big thank you
Jf-~
~ :
N P PARIBAS
,
-
france te lecom
--
--------- -- _
- ---.-
.. . .
~
Nestle
&~.
~
e
PHILlP S
PHILI PS
@
RENAULT
© Disney, Euro Disney S.CA Societe en comm andite par actions au capital de 804 757 073 euros - Siren 334 173 887 RCS MEAU X
S.P. 100 - 77777 M arn e-Ia-Vallee Cedex 04 - France - Licences ES 77 0 360 ; 770368 et 770378