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Financial assets, liabilities and financial results (excluding Orange Bank)
12 Months Ended
Dec. 31, 2019
Disclosure of detailed information about financial instruments [abstract]  
Financial assets, liabilities and financial results (excluding Orange Bank)

Note 12    Financial assets, liabilities and financial results (excluding Orange Bank)

12.1    Financial assets and liabilities of telecom activities

In order to improve the readability of financial statements and to be able to distinguish the performance of telecom activities from the performance of Orange Bank, the notes related to financial assets and liabilities as well as financial income or expenses are split to respect these two business areas.

Note 12 presents the financial assets, liabilities and related gains and losses specific to telecom activities and Note 16 concerns the activities of Orange Bank with regard to its assets and liabilities, with net financial income being not material.

The following table reconciles the contributive balances of assets and liabilities for each of these two areas to the consolidated balance sheet (intra-group transactions between telecom activities and Orange Bank are not eliminated) with the consolidated statement of financial position as of December 31, 2019.

(in millions of euros)

Orange

O/w

Note

O/w

Note

O/w

consolidated

 telecom

Orange

eliminations

financial

activities

Bank

telecom

    

statements

    

    

    

    

    

activities / bank

Non-current financial assets related to Orange Bank activities

1,259

1,259

16.1.1

Non-current financial assets

 

1,208

1,235

12.7

 

(27)

(1) 

Non-current derivatives assets

 

562

562

12.8

 

16.1.3

Current financial assets related to Orange Bank activities

3,095

3,098

16.1.1

(3)

Current financial assets

 

4,766

4,766

12.7

 

Current derivatives assets

 

12

12

12.8

 

16.1.3

Cash and cash equivalents

 

6,481

6,112

 

369

Non-current financial liabilities related to Orange Bank activities

27

16.1.2

(27)

(1) 

Non-current financial liabilities

 

33,148

33,148

12.3

 

Non-current derivatives liabilities

 

487

413

12.8

 

74

16.1.3

Current financial liabilities related to Orange Bank liabilities

4,279

4,280

16.1.2

Current financial liabilities

 

3,925

3,928

12.3

 

(3)

Current derivatives liabilities

 

22

22

12.8

 

16.1.3

(1)Loan granted by Orange SA to Orange Bank.

12.2    Profits and losses related to financial assets and liabilities

The cost of net financial debt consists of gains and losses related to the components of net financial debt (described in Note 12.3) during the period.

Foreign exchange gains and losses related to the components of net financial debt correspond mainly to the revaluation in euros of bonds denominated in foreign currencies (Note 12.5) as well as to the symmetrical revaluation of associated hedges.

The net foreign exchange financial loss mostly reflects the effect of revaluation of the economic hedges of foreign exchange risk on notional amounts of subordinated notes denominated in pounds sterling and recognized in equity at their historical value (see Note 14.4).

Other financial expenses mainly comprise interest on lease liabilities in the amount of (122) million euros (see Note 2.3.1) and the impact of the Group's investment in BT shares for (119) million euros corresponding to the impairment loss, net of the foreign exchange hedge and of the 2019 income related to BT dividends, compared to (51) million euros in 2018 and (372) million euros in 2017 (see Note 12.7).

Finally, other comprehensive income includes the revaluation of financial assets at fair value through other comprehensive income (Note 12.7) and cash flow hedges (Note 12.8.2).

Other gains and losses related to financial assets and liabilities are recognized in the operating income (foreign exchange gains and losses on trade receivables, trade payables and the associated derivative hedges) for (7) million euros in 2019, versus 3 million euros in 2018 and (13) million euros in 2017.

(in millions of euros)

Other

 

compre-

 

Finance costs, net

hensive income

 

Cost of

Gains

Cost of net

Foreign

Other net

Finance

Reserves

 

gross

(losses) on

financial

exchange

financial

costs, net

 

financial

assets

debt

gains

expenses(2)

 

debt(1)

contributing

(losses)

 

to net 

 

financial

 

    

    

debt

    

    

    

    

    

 

2019

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Financial assets

 

 

5

 

5

 

31

 

(65)

 

  

 

(25)

Financial liabilities

 

(1,255)

 

 

(1,255)

 

(351)

 

 

  

 

Lease liabilities

(122)

Derivatives

 

146

 

 

146

 

397

 

 

  

 

144

Discounting expense

 

 

 

 

 

(39)

 

  

 

Total

 

(1,109)

 

5

 

(1,104)

 

76

 

(226)

(1,254)

 

119

2018

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Financial assets

 

 

9

 

9

 

(17)

 

16

 

  

 

(22)

Financial liabilities

 

(1,395)

 

 

(1,395)

 

(353)

 

 

  

 

Derivatives

 

54

 

 

54

 

366

 

 

  

 

(67)

Discounting expense

 

 

 

 

 

(42)

 

  

 

Total

 

(1,341)

 

9

 

(1,332)

 

(4)

 

(26)

 

(1,362)

 

(89)

2017

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Financial assets

 

 

11

 

11

 

(54)

 

(346)

 

  

 

20

Financial liabilities

 

(1,357)

 

 

(1,357)

 

1,217

 

 

  

 

Derivatives

 

83

 

 

83

 

(1,226)

 

 

  

 

49

Discounting expense

 

 

 

 

 

(43)

 

  

 

Total

 

(1,274)

 

11

 

(1,263)

 

(63)

 

(389)

 

(1,715)

 

69

(1)Include interests on debt relating to financed assets for (1) million euros in 2019.
(2)Include interest on lease liabilities for (122) million euros in 2019 and effects related to the investment in BT for (119) million euros in 2019, (51) million euros in 2018 and (372) million euros in 2017.

12.3    Net financial debt

Compared with December 31, 2018, the definition of the net financial debt as of December 31, 2019 now excludes the lease liabilities included in the scope of IFRS 16 (see Note 2.3.1) and includes the debts relating to financed assets (see Note 8.5).

Net financial debt is one of the indicators of financial position used by the Group. This aggregate, not defined by IFRS, may not be comparable to similarly entitled indicators used by other companies. It is provided as additional information only and should not be considered as a substitute for an analysis of all the Group’s assets and liabilities.

Net financial debt as defined and used by Orange does not include Orange Bank activities for which the concept is not relevant.

It consists of (a) financial liabilities excluding operating payables (translated into euros at the year-end closing rate) including derivative instruments (assets and liabilities), less (b) cash collateral paid, cash, cash equivalents and financial assets at fair value.

Furthermore, financial instruments designated as cash flow hedges included in net financial debt are set up to hedge in particular items that are not included therein, such as future cash flows. Effects of these hedges are carried in other comprehensive income. As a consequence, the portion of these components related to unmatured hedging instruments is added to gross financial debt to offset this temporary difference.

(in millions of euros)

December 31, 

December 31, 

December 31, 

 

    

Note

    

2019

    

2018

    

2017

 

TDIRA

    

12.4

    

822

 

822

 

1,234

Bonds

 

12.5

 

30,893

 

27,070

 

25,703

Bank loans and from development organizations and multilateral lending institutions

 

12.6

 

4,013

 

3,664

 

2,961

Debt relating to financed assets

125

Finance lease liabilities

 

  

 

 

584

 

571

Cash collateral received

 

13.5

 

261

 

82

 

21

NEU Commercial Papers (1)

 

  

 

158

 

1,116

 

1,358

Bank overdrafts

 

  

 

203

 

318

 

193

Other financial liabilities

 

  

 

602

(2) 

363

 

434

Current and non-current financial liabilities (excluding derivatives) included in the calculation of net financial debt

 

  

 

37,076

 

34,019

 

32,475

Current and non-current Derivatives (liabilities)

 

12.8

 

436

 

845

 

963

Current and non-current Derivatives (assets)

 

12.8

 

(573)

 

(385)

 

(234)

Other comprehensive income components related to unmatured hedging instruments

 

12.8

 

(542)

 

(721)

 

(686)

Gross financial debt after derivatives (a)

 

  

 

36,397

 

33,758

 

32,518

Cash collateral paid (3)

 

13.5

 

(123)

 

(553)

 

(695)

Investments at fair value (4)

 

12.7

 

(4,696)

 

(2,683)

 

(2,647)

Cash equivalents

 

 

(3,651)

 

(2,523)

 

(3,166)

Cash

 

 

(2,462)

(2,558)

 

(2,167)

(5)

Assets included in the calculation of net financial debt (b)

 

  

 

(10,931)

 

(8,317)

 

(8,675)

Net financial debt (a) + (b)

 

  

 

25,466

 

25,441

 

23,843

(1)Negotiable European Commercial Papers (formerly called “commercial papers”).
(2)Include 500 million euros of subordinated notes (first call date on February 7, 2020) reclassified as a short term liability (see Note 14.4).
(3)Only cash collateral paid, included in non-current financial assets of the consolidated statement of financial position, are deducted from gross financial debt.
(4)Only investments at fair value, included in current financial assets of the consolidated statement of financial position, are deducted from gross financial debt (Note 12.7)
(5)As of December 31, 2017, the amount does not take into account the effect of the escrowed amount of approximatively 346 million euros in February 2018 related to the Digicel litigation.

Net financial debt is most carried by Orange S.A. in the amount of 24,495 million euros, representing over 96% of the Group's net financial debt.

Debt maturity schedules are presented in Note 13.3.

Changes in financial assets or financial liabilities whose cash flows are disclosed in financing activities in the cash-flow statement are the following (see Note 1.7):

(in millions of euros)

December 31,

Cash

Other changes with no impact

December 31,

2018

flows

on cash flows

2019

Changes in

Foreign

the scope of

exchange

consolidation

movement

Other

TDIRA

    

822

    

    

    

    

    

822

Bonds

 

27,070

 

3,391

 

148

 

346

 

(63)

 (1)

30,893

Bank loans and from development organizations and multilateral lending institutions

 

3,664

 

335

 

(30)

 

36

 

8

 

4,013

Finance lease liabilities

 

584

 

 

 

 

(584)

 

0

Debt relating to financed assets

 

 

(17)

 

 

 

143

 

125

Cash collateral received

 

82

 

179

 

 

 

 

261

NEU Commercial Papers

 

1,116

 

(958)

 

 

 

(1)

 

158

Bank overdrafts

 

318

 

(123)

 

(4)

 

5

 

7

 

203

Other financial liabilities

 

363

 

(10)

 

9

 

10

 

229

 

602

Current and non-current financial liabilities (excluding derivatives) included in the calculation of net financial debt

 

34,019

 

2,797

 

123

 

398

 

(261)

 

37,076

Net derivatives

 

460

 

26

 

(2)

 

(376)

 

(246)

 

(138)

Cash collateral paid

(555)

430

(123)

Cash flows from financing activities

 

  

 

3,253

 

 

  

 

  

 

  

(1) Mainly corresponding to changes in accrued interests.

(in millions of euros)

December 31, 2017

Cash
flows

Other changes with no impact
on cash flows

December 31, 2018

 

    

    

    

Changes in
the scope of
consolidation

    

Foreign
exchange
movement

    

Other

    

  

TDIRA

 

1,234

 

(443)

 

 

 

31

 

822

Bonds

 

25,703

 

1,136

 

5

 

321

 

(95)

(1) 

27,070

Bank loans and from development organizations and multilateral lending institutions

 

2,961

 

613

 

14

 

20

 

56

 

3,664

Finance lease liabilities

 

571

 

(123)

 

2

 

(1)

 

135

 

584

Cash collateral received

 

21

 

61

 

 

 

 

82

NEU Commercial Papers

 

1,358

 

(243)

 

 

(0)

 

1

 

1,116

Bank overdrafts

 

193

 

82

 

38

 

5

 

 

318

Other financial liabilities

 

434

 

(153)

 

135

 

8

 

(61)

 

363

Current and non-current financial liabilities (excluding derivatives) included in the calculation of net financial debt

 

32,475

 

930

 

194

 

353

 

67

 

34,019

Net derivatives

 

729

 

8

 

 

(339)

 

62

 

460

Cash collateral paid

 

(695)

 

140

 

 

 

 

(555)

Cash flows from financing activities

 

  

 

1,078

 

  

 

  

 

  

 

  

(1)Mainly corresponding to changes in accrued interests.

(in millions of euros)

December 31, 

Cash

Other changes with no impact

December 31, 

2016

flows

on cash flows

2017

Changes in

Foreign

the scope of

exchange

consolidation

movement

Other

TDIRA

    

1,212

    

    

    

    

22

    

1,234

Bonds

 

27,370

 

(460)

 

 

(1,104)

 

(103)

(1) 

25,703

Bank loans and from development organizations and multilateral lending institutions

 

2,710

 

294

 

 

(54)

 

11

 

2,961

Finance lease liabilities

 

622

 

(96)

 

 

 

45

 

571

Cash collateral received

 

541

 

(520)

 

 

 

 

21

NEU Commercial Papers

 

542

 

818

 

 

(2)

 

 

1,358

Bank overdrafts

 

278

 

(66)

 

 

(19)

 

 

193

Other financial liabilities

 

250

 

196

 

 

(21)

 

9

 

434

Current and non-current financial liabilities (excluding derivatives) included in the calculation of net financial debt

 

33,525

 

166

 

 

(1,200)

 

(16)

 

32,475

Net derivatives

 

(399)

 

(66)

 

 

1,183

 

11

 

729

Cash collateral paid

 

(77)

 

(618)

 

 

 

 

(695)

Cash flows from financing activities

 

  

 

(518)

 

  

 

  

 

  

 

  

(1)Mainly corresponding to changes in accrued interests.

Net financial debt by currency

The net financial debt by currency is presented in the table below, after foreign exchange effects of hedging derivatives (excluding instruments set up to hedge operational items).

(equivalent value in millions of euros at year-end closing rate)

    

EUR

    

USD

    

GBP

    

PLN

    

EGP

    

JOD

    

MAD

    

Other

    

Total

Gross financial debt after derivatives

 

24,959

 

4,718

 

3,800

 

25

 

216

 

148

594

 

1,937

 

36,397

Financial assets included in the calculation of net financial debt

 

(9,648)

 

(91)

 

(9)

 

(96)

 

(2)

 

(30)

(191)

 

(864)

 

(10,931)

Net debt by currency before effect of foreign exchange derivatives (1)

 

15,311

 

4,627

 

3,791

 

(71)

 

214

 

118

403

 

1,073

 

25,466

Effect of foreign exchange derivatives

 

9,124

 

(4,677)

 

(5,312)

 

1,505

 

 

 

(640)

 

Net financial debt by currency after effect of foreign exchange derivatives

 

24,436

 

(50)

 

(1,521)

 

1,435

 

214

 

118

403

 

433

 

25,466

(1)Including the market value of derivatives in local currency.

Accounting policies

Cash and cash equivalents

The Group classifies investments as cash equivalent in the statement of financial position and statement of cash flows when they comply with the conditions of IAS 7 (see cash management detailed in Notes 13.3 and 13.5):

–  held in order to face short-term cash commitments; and

–  short term and highly liquid assets at acquisition date, readily convertible into known amount of cash and not exposed to any material risk of change in value.

Bonds, bank loans and loans from multilateral lending institutions

Among financial liabilities, only the bond of 25 million euros maturing in 2020 and any commitments to redeem non-controlling interests are recognized at fair value in profit or loss.

Borrowings are recognized upon origination at the discounted value of the sums to be paid and subsequently measured at amortized cost using the effective interest rate method. Transaction costs that are directly attributable to the acquisition or issue of the financial liability are deducted from the liability’s carrying value. The costs are subsequently amortized over the life of the debt, using the effective interest rate method.

Some financial liabilities at amortized cost, mainly borrowings, are subject to hedging. This relates mostly to borrowings hedged against the exposure of their future cash flows to foreign exchange risk (cash flow hedge).

12.4    TDIRA

The perpetual bonds redeemable for shares (“TDIRAs”) with a par value of 14,100 euros are listed on Euronext Paris. Their issuance was described in a securities note approved by the Commission des Opérations de Bourse (French Securities Regulator, renamed Autorité des Marchés Financiers (French Financial Markets Authority)) on February 24, 2003. As of December 31, 2019, taking into account redemptions made since their issuance, 57,981 TDIRAs remain outstanding for a total par value of 818 million euros.

The TDIRAs are redeemable in new Orange SA shares, at any time at the holders’ request or, under certain conditions as described in the appropriate prospectus, at Orange SA’s initiative based on a ratio of 583.261 shares to one TDIRA (i.e., conversion price of 24.175 euros), as the initial ratio of 300 shares to one TDIRA has been adjusted several times to protect bondholders’ rights, and may be further adjusted under the terms and conditions set out in the information memorandum.

Since January 1, 2010, the interest rate on the TDIRAs has been the three-month Euribor +2.5%.

The TDIRA are subject to split accounting between equity and liabilities. For the securities outstanding on December 31, 2019, the "equity" component before deferred tax stood at 196 million euros.

The amounts recognized for the in the financial statements are as follows:

(in millions of euros)

    

December 31, 2019

 

December 31, 2018

    

December 31, 2017

 

Number of securities

 

57,981

 

57,981

 

89,398

Equity component before deferred taxes

 

196

 

196

 

303

Debt component

 

822

 

822

 

1,234

o/w accrued interests not yet due

 

4

 

4

 

7

Paid interest

 

18

 

27

 

27

Accounting policies

Some Group financial instruments include both a liability component and an equity component. This relates to perpetual bonds redeemable for shares (TDIRA). On initial recognition, the liability component is measured at its market value, corresponding to the value of the contractually determined future cash flows discounted at the market rate applied at the date of issue to comparable instruments providing substantially the same conditions, but without the option to convert or redeem in shares. This liability component is subsequently recognized at amortized cost.

The carrying amount of the equity component is determined at inception by deducting the fair value of the financial liability from the notional value of the instrument. This does not change throughout the life of the instrument.

12.5    Bonds

Unmatured bonds at December 31, 2019 were all issued by Orange SA, with the exception of two obligations (each with a fixed-rate tranche and a variable-rate tranche) denominated in Moroccan dirhams held by Médi Telecom, and a euro-denominated bond issued by SecureLink.

With the exception of the commitments made by Médi Telecom, which are redeemable on a regular annual basis, as of December 31, 2019, the bonds issued by the Group were redeemable at maturity. No specific guarantee had been given in relation to their issuance. Some bonds may be redeemed in advance, at the request of the issuer.

Bonds or new tranches issued during fiscal year 2019 are shown in bold.

Notional

Initial nominal

Maturity

Interest rate (%)

Outstanding amount (in millions of euros)

 

currency

amount

December 31, 

December 31, 

December 31, 

 

(in millions of

2019

2018

2017

 

    

currency units)

    

    

    

 

    

 

Bonds matured before December 31, 2019

 

4,399

 

7,396

EUR

 

25

 

February 10, 2020

 

4.200

 

25

 

25

 

25

EUR(1)

 

25

 

February 10, 2020

 

10Y CMS + 0.80

25

 

25

 

25

EUR

 

1,000

 

April 9, 2020

 

3.875

 

1,000

 

1,000

 

1,000

GBP

 

450

 

November 10, 2020

 

7.250

 

280

 

266

 

268

EUR

 

1,250

 

January 14, 2021

 

3.875

 

1,250

 

1,250

 

1,250

GBP(2)

517

June 27, 2021

0.375

608

578

583

USD

 

1,000

 

September 14, 2021

 

4.125

 

890

 

873

 

834

EUR

 

255

 

October 13, 2021

 

10Y CMS + 0.69

 

255

 

255

 

255

EUR

 

272

 

December 21, 2021

 

10Y TEC + 0.50

 

272

 

272

 

272

EUR

650

January 15,2022

0.500

650

EUR

 

1,000

 

June 15, 2022

 

3.000

 

1,000

 

1,000

 

1,000

EUR

 

500

 

September 16, 2022

 

3.375

 

500

 

500

 

500

EUR(3)

150

February 6,2023

EUR 3M + 5.5

150

EUR

 

500

 

March 1, 2023

 

2.500

 

500

 

500

 

500

EUR

750

September 11, 2023

0.750

750

750

750

HKD

 

700

 

October 6, 2023

 

3.230

 

80

 

78

 

75

HKD

 

410

 

December 22, 2023

 

3.550

 

47

 

46

 

44

EUR

 

650

 

January 9, 2024

 

3.125

 

650

 

650

 

650

EUR

1,250

July 15, 2024

1.125

1,250

EUR

 

750

 

May 12, 2025

 

1.000

 

750

 

750

 

750

EUR

800

September 12, 2025

1.000

800

800

NOK

 

500

 

September 17, 2025

 

3.350

 

51

 

50

 

51

CHF

400

November 24, 2025

0.200

369

GBP

 

350

 

December 5, 2025

 

5.250

 

308

 

293

 

296

MAD(4)

1,090

December 18, 2025

3.970

87

100

MAD(4)

720

December 18, 2025

1Y BDT + 1.00

57

66

EUR

750

September 4, 2026

750

EUR

75

November 30, 2026

4.125

75

75

75

MAD(4)

1,002

December 10, 2026

3.400

93

MAD(4)

788

December 10, 2026

1Y BDT + 0.85

73

EUR

 

750

 

February 3, 2027

 

0.875

 

750

 

750

 

750

EUR

500

September 9, 2027

1.500

500

500

500

EUR

1,000

March 20, 2028

1.375

1,000

1,000

EUR

 

50

 

April 11, 2028

 

3.220

 

50

 

50

 

50

NOK

800

July 24, 2028

2.955

81

80

GBP

 

500

 

November 20, 2028

 

8.125

 

588

 

559

 

564

EUR

 

1,250

 

January 15, 2029

 

2.000

 

1,250

 

 

EUR

150

April 11, 2029

3.300

150

150

150

CHF

100

June 22, 2029

0.625

92

(1)Bond measured at fair value through profit or loss.
(2)Exchangeable bonds in BT shares (see below).
(3)Bond issued in 2018 by SecureLink at Euribor 3M (floored at 0) + 5.5%.
(4)Bonds issued by Médi Telecom.Bonds bearing 1Y BDT rate corresponds to 52 weeks Moroccan treasury bonds rate (recalculated once a year).

Notional

Initial nominal

Maturity

Interest rate (%)

Outstanding amount (in millions of euros)

 

currency

amount

December 31, 

December 31, 

December 31, 

 

(in millions of

2019

2018

2017

 

    

currency units)

    

    

    

 

    

EUR

 

1,000

 

January 16, 2030

 

1.375

 

1,000

 

1,000

 

EUR

 

1,200

 

September 12, 2030

 

1.875

 

1,200

 

1,200

 

EUR

 

105

 

September 17, 2030

 

2.600

 

105

 

105

 

105

EUR

 

100

 

November 6, 2030

 

0.091

(5)

100

 

100

 

100

USD

 

2,500

 

March 1, 2031

 

9.000

(6)

2,191

 

2,150

 

2,052

EUR

 

300

 

May 29, 2031

 

1.342

 

300

 

 

EUR

 

50

 

December 5, 2031

 

4.300

(zero coupon)

69

 

67

 

64

EUR

 

50

 

December 8, 2031

 

4.350

(zero coupon)

70

 

67

 

65

EUR

 

50

 

January 5, 2032

 

4.450

(zero coupon)

68

 

65

 

62

GBP

 

750

 

January 15, 2032

 

3.250

 

882

 

 

EUR

 

1,000

 

September 4, 2032

 

0.500

 

1,000

 

 

EUR

 

1,500

 

January 28, 2033

 

8.125

 

1,500

 

1,500

 

1,500

EUR

 

55

 

September 30, 2033

 

3.750

 

55

 

55

 

55

GBP

 

500

 

January 23, 2034

 

5.625

 

588

 

559

 

564

HKD

939

June 12, 2034

3.070

107

EUR

300

July 11, 2034

1.200

300

EUR

 

50

 

April 16, 2038

 

3.500

 

50

 

50

 

50

USD

 

900

 

January 13, 2042

 

5.375

 

801

 

786

 

750

USD

 

850

 

February 6, 2044

 

5.500

 

757

 

742

 

709

EUR

750

September 4, 2049

1.375

750

GBP

 

500

 

November 22, 2050

 

5.375

 

588

 

559

 

564

Outstanding amount of bonds

 

  

 

  

 

  

 

30,537

 

26,695

 

25,253

Accrued interest

 

  

 

  

 

  

 

532

 

527

 

550

Amortized cost

 

  

 

  

 

  

 

(176)

 

(152)

 

(100)

Total

 

  

 

  

 

  

 

30,893

 

27,070

 

25,703

(5)Bond bearing interests at a fixe rate of 2% until 2017 and then at CMS 10 years x 166% (0.091% until November 2020). The variable rate is floored at 0% and capped at 4% until 2023 and at 5% beyond.
(6)Bond with a step-up clause (clause that triggers a change in interest payments of Orange's credit rating from the rating agencies changes). See Note 13.3.

In the first semester 2019, Orange purchased call options with the same characteristics of the sale of call option included in bonds exchangeable in BT shares. Those instruments have neutralized the original sale of call option, so the Group is no more exposed to the change in fair value of BT shares in relation with the bonds exchangeable in BT shares.

As a reminder, in June 2017, the Group issued bonds exchangeable in BT shares for a notional amount of 517 million pounds sterling (585 million euros at the ECB daily reference rate) bearing a coupon of 0.375% and having an underlying 133 million of BT shares. The Bonds mature in June 2021 and have been redeemable on demand by investors since August 7, 2017 in cash, in BT stock or in a combination of the two, at the choice of Orange. Under IFRS, this operation was split between a financial debt at amortized cost and a derivative instrument (sale of call option) revalued at fair value through profit and loss.

12.6    Loans from development organizations and multilateral lending institutions

(in millions of euros)

December 31, 

December 31, 

December 31, 

 

    

2019

 

2018

    

2017

 

Sonatel

 

380

 

343

 

289

Médi Telecom

 

282

 

335

 

385

Orange Côte d’Ivoire

 

237

 

225

 

275

Orange Egypt

 

213

210

 

183

Orange Mali

203

200

64

Orange Cameroon

 

82

 

105

 

101

Orange Jordanie

77

31

46

Other

 

150

 

127

 

130

Bank loans

 

1,625

 

1,574

 

1,473

Orange SA(1)

 

2,356

2,023

1,388

Orange Espagne

 

33

 

67

 

100

Loans from development organizations and multilateral lending institutions(2)

 

2,389

 

2,090

 

1,488

Total

 

4,013

 

3,664

 

2,961

(1)Orange SA negotiated with the European Investment Bank a loan of 350 million euros (maturity in 2026) in 2019 and two loans in 2018 for a total notional of 650 million euros (maturity in 2025).
(2)Primarily the European Investment Bank.

12.7    Financial assets

After application of IFRS 9 on January 1, 2018, the financial assets break down as follows:

(in millions of euros)

December 31, 2019

December 31, 2018

January 1, 2018 (1)

 

Financial assets

 

related to telecom

 

activities including

 

transactions with

 

Orange Bank

 

    

Non-current

    

Current

    

Total

    

Total

    

Total

 

Financial assets at fair value through other comprehensive income that will not be reclassified to profit or loss

277

277

254

208

Investments securities

 

277

 

 

277

 

254

 

208

Financial assets at fair value through profit or loss

 

257

 

4,696

 

4,953

 

4,041

 

4,347

Investments at fair value

 

 

4,696

 

4,696

 

2,683

 

2,647

o/w negotiable debt securities (2)

4,696

4,696

2,679

2,498

o/w other

4

149

(3)

Investments securities

 

133

 

 

133

 

805

 

1,005

Cash collateral paid (4)

 

123

 

 

123

 

553

 

695

Financial assets at amortized cost

 

701

 

71

 

772

 

762

 

405

Receivables related to investments(5)

 

52

18

 

70

 

55

 

46

Other

 

649

 (6)  

52

 

702

 

707

 (6)  

359

Total financial assets

 

1,235

 

4,766

 

6,001

 

5,057

 

4,960

(1)Figures have been adjusted after IFRS 9 application.
(2)NEUCP only.
(3)OAT bonds (repurchase agreement with Orange Bank).
(4)See Note 13.5.
(5)Including loan from Orange SA to Orange Bank for 27 million euros.
(6)Including the escrowed amount of 346 million euros related to the Digicel litigation.

As of 2017, for which the IFRS 9 standard was not applied as authorized by the standard, the financial assets broke down as follows:

(in millions of euros)

    

December 31, 2017

    

Assets available for sale

 

Equity securities

 

1,067

 

Financial assets at fair value

 

  

 

Investments at fair value

 

2,647

 

o/w negotiable debt securities

 

2,498

 

o/w others

 

149

(1)

Equity securities measured at fair value

 

146

 

Cash collateral paid

 

695

 

Other financial assets

 

  

 

Receivables related to investments

 

46

(2)

Other

 

359

 

Total

 

4,960

 

(1)OAT bonds (repurchase agreement with Orange Bank).
(2)Including loan from Orange SA to Orange Bank for 27 million euros.

Investment securities

Investment securities measured at fair value through other comprehensive income that may not be reclassified to profit or loss

(in millions of euros)

    

2019

    

2018

Investment securities measured at fair value through other comprehensive income that may not be reclassified to profit or loss - in the opening balance

 

254

 

208

Acquisitions

 

52

 

75

Changes in fair value

(25)

(22)

Sales

 

(2)

 

(7)

Other movements

 

(2)

 

Investment securities measured at fair value through other comprehensive income that may not be reclassified to profit or loss - in the closing balance

 

277

 

254

Investment securities measured at fair value through other comprehensive income that may not be reclassified to profit or loss included numerous shares in companies held by investment funds.

Investment securities measured at fair value through profit or loss

(in millions of euros)

    

2019

    

2018

Investment securities measured at fair value through profit or loss - in the opening balance

805

1,005

Changes in fair value

17

(101)

Sale of BT shares

(659)

(53)

Other movements

(29)

(46)

Investment securities measured at fair value through profit or loss - in the closing balance

133

805

For the period 2017 for which IFRS 9 was not applied as authorized, the change in investment securities broke down as follows:

(in millions of euros)

    

2017

Investment securities - in the opening balance

1,878

Sale of one third of BT shares

 

(570)

Impairment of BT shares maintained excluding effect of FX risk hedge

 

(325)

Changes in fair value

 

20

Other movements

 

64

Investment securities - in the closing balance

 

1,067

BT shares

On January 29, 2016, following the disposal of EE, Orange received 4% of the equity in BT Group Plc (BT), or about 399 million shares for the equivalent of 2,462 million euros (converted at the ECB fixing of pound sterling against euro on January 28, therefore 0.76228).

In 2017, the Orange Group sold a third of its investment or 133 million shares for a net amount of 433 million euros (converted at the ECB reference rate of June 22, 2017, the settlement/delivery date, of 0.88168). At December 31, 2016, the fair value of these shares amounted to 570 million euros. The related effect of these shares on profit and loss was (126) million euros, including 11 million euros from the foreign exchange hedge.

In 2018, the Orange Group sold 18 million shares for a net amount of 53 million euros. As of December 31, 2017, the fair value of these shares amounted to 55 million euros. The effect in profit or loss in 2018 related to securities sold stood at (2) million euros. These securities were not subject to exchange-rate hedging in 2018.

On June 28, 2019 the Group decided to sell its residual shares of 2.49% in BT Group plc (BT) at a price of 1.99 pounds sterling per share for a total net amount of 486 million pound sterling (543 million euros at the ECB daily reference rate of July 2, 2019, the settlement/delivery date, i.e., 0.89443). On December 31, 2018 the fair value of these shares amounted to 659 million euros. The impact in the income statement in 2019 amounts to (119) million euros (of which (3) million euros from the foreign exchange hedge effects).

The effect of the investment in BT on consolidated net finance costs is given below:

(in millions of euros)

    

2019

    

2018

    

2017

Impact of 2017 sale

(126)

Impact of 2018 sales

(2)

(22)

Impact of 2019 sale

 

(119)

(93)

(271)

Dividends received

 

44

47

Effect in the consolidated financial net income of the investment in BT

 

(119)

(51)

(372)

Accounting policies

Financial assets

–  Financial assets at fair value through profit or loss (FVR)

Certain investment securities which are not consolidated or equity-accounted, and cash investments such as negotiable debt securities, deposits and mutual funds (UCITS), that are compliant with the Group’s risk management policy or investment strategy, may be designated by Orange as being recognized at fair value through profit or loss. These assets are recognized at fair value at inception and subsequently. All changes in fair value are recorded in net financial expenses.

–  Financial assets at fair value through other comprehensive income that may not be reclassified to profit or loss (FVOCI)

Investment securities which are not consolidated or equity-accounted are, subject to exceptions, recognized as assets at fair value through other comprehensive income that may not be reclassified to profit/loss. They are recognized at fair value at inception and subsequently. Temporary changes in value and gains (losses) on disposals are recorded in other comprehensive income that may not be reclassified to profit/loss.

–  Financial assets at amortized cost (AC)

This category mainly includes loans and receivables. These instruments are recognized at fair value at inception and are subsequently measured at amortized cost using the effective interest method. If there is any objective evidence of impairment of these assets, the value of the asset is reviewed at the end of each reporting period. An impairment loss is recognized in the income statement when impairment tests demonstrate that the financial asset carrying amount is higher than its recoverable amount. For trade receivables, the provisioning system also covers expected losses.

As a reminder, before the application of IFRS 9, the accounting policies related to financial assets were as follows:

Assets available for sale

The Group’s assets available for sale mainly consist of investment securities, which are not consolidated and not accounted for using the equity method, and marketable securities that do not fulfill the criteria for classification in any of the other categories of financial assets. They are recognized at fair value at inception and subsequently.

Temporary changes in value are recorded as “Gains (losses) on assets available for sale” within other comprehensive income.

When there is an objective evidence of impairment on available-for-sale assets or a decrease in fair value by at least one-third or over 2 consecutive semesters, the cumulative impairment loss included in other comprehensive income is definitely reclassified from equity to profit or loss within net financial expenses.

Financial assets at fair value through profit or loss

The Group can designate at fair value at inception financial investments such as negotiable debt securities, deposits and mutual funds (UCITS), that are compliant with the Group’s risk management policy or investment strategy (see Note 13.3). They are recognized at fair value at inception and subsequently. All changes in fair value are recorded in net financial expenses.

Other financial assets

This category mainly includes loans and receivables. These instruments are recognized at fair value at inception and are subsequently measured at amortized cost using the effective interest method. If there is any objective evidence of impairment of these assets, the value of the asset is reviewed at the end of each reporting period. An impairment loss is recognized in the income statement when impairment tests demonstrate that the financial asset carrying amount is higher than its recoverable amount.

12.8    Derivatives instruments

12.8.1 Market value of derivatives

(in millions of euros)

December 31, 2019

December 31, 2018

December 31, 2017

 

    

Net

 

Net

    

Net

 

Hedging derivatives

324

(162)

(447)

Cash flow hedge derivatives

 

328

 

(160)

 

(447)

Fair value hedge derivatives

 

(4)

 

(2)

 

0

Derivatives held for trading (1)

 

(187)

 

(298)

 

(282)

Net derivatives(2)

 

138

 

(460)

 

(729)

(1)Mainly due to the foreign exchange effects of the economic hedges against the revaluation of subordinated notes denominated in pounds sterling (equity instruments recognized at their historical value - see Note 14.4) for (136) million euros in 2019, (246) million euros in 2018 and (203) million euros in 2017.
(2)Of which foreign exchange effects of the cross currency swaps (classified as hedging or held for trading) hedging foreign exchange risk on gross debt notional for 822 million euros in 2019, 512 million euros in 2018 and 125 million euros in 2017. The foreign exchange effects of the cross currency swaps is the difference between the notional converted at the closing rate and its notional converted at the opening rate (or at the trading day spot rate in case of new instrument).

The risks hedged by these derivative instruments are described in Note 13. These derivatives are associated with cash-collateral agreements, the effects of which are described in Note 13.5.

Accounting policies

Derivative instruments are measured at fair value in the statement of financial position and presented according to their maturity date, regardless of whether they qualify for hedge accounting under IFRS 9  (hedging instruments versus trading instruments).

Derivatives are classified as a separate line item in the statement of financial position.

Trading derivatives are non-qualified economic hedges. Changes in the value of these instruments are recognized directly in profit and loss.

Hedge accounting is applicable when:

–  at the inception of the hedge, there is a formal designation and documentation of the hedging relationship;

–  the effectiveness of the hedge is demonstrated at inception and it is expected to continue in subsequent periods: i.e. at inception and throughout its duration, the company expects changes in the fair value of the hedged element to be almost fully offset by changes in the fair value of the hedged instrument.

There are three types of hedge accounting:

–  the fair value hedge is a hedge of the exposure to changes in fair value of a recognized asset or liability (or an identified portion of the asset or liability) that are attributable to a particular interest rate and/or currency risk and which could affect profit or loss.

The hedged portion of these items is re-measured at fair value in the statement of financial position. Change in this fair value is booked in the income statement and offset by symmetrical changes in the fair value hedging of financial hedging instruments up to the limit of the hedge effectiveness;

–  the cash flow hedge is a hedge of the exposure to variability in cash flows that is attributable to a particular interest rate and/or currency risk associated with a recognized asset or liability or a highly probable forecast transaction (such as a future purchase or sale) and which could affect profit or loss.

As the hedged item is not recognized in the statement of financial position, the effective portion of change in fair value of the hedging instrument is booked in other comprehensive income. It is reclassified in profit or loss when the hedged item (financial asset or liability) affects the profit or loss or in the initial cost of the hedged item when it relates to the hedge of a non-financial asset acquisition cost;

–  the net investment hedge is a hedge of the exposure to changes in values attributable to exchange risk of a net investment in a foreign operation, and could affect profit or loss on the disposal of the foreign operation.

The effective portion of the net investment hedge is recorded in other comprehensive income. It is reclassified in profit or loss upon the disposal of the net investment.

For transactions qualified as fair value hedges and economic hedges, the foreign exchange impact of changes in the fair value of derivatives is booked in operating income when the underlying hedged item results from operational transactions and in net finance costs when the underlying hedged item is a financial asset or liability.

Hedge accounting can be terminated when the hedged item is no longer recognized, i.e. when the Group revokes the designation of the hedging relationship or when the hedging instrument is terminated or exercised. The accounting consequences are as follows:

–  fair value hedge: at the hedge accounting termination date, the adjustment of the fair value of the liability is amortized using an effective interest rate recalculated at this date . Should the item hedged disappear, the change in fair value is recognized in the income statement;

–  cash flow hedge: amounts recorded in other comprehensive income are immediately reclassified in profit or loss when the hedged item is no longer recognized. In all other cases, amounts are reclassified in profit or loss, on a straight basis, throughout the remaining life of the original hedging relationship.

In both cases, subsequent changes in the value of the hedging instrument are recorded in profit or loss.

Concerning the effects of the Foreign Currency Basis Spread, cross-currency swaps designated as cash flow hedges, the Group has chosen to designate them as costs of hedge. This option enables recognizing these effects in comprehensive income and amortizing the cost of the Basis Spread to profit/loss over the period of the hedge.

12.8.2  Cash flow hedges

The Group’s cash flow hedges main goal is to neutralize foreign exchange risk on future cash flows (notional, coupons) or switch floating-rate debt to fixed-rate debt.

The ineffective portion of cash flow hedges recognized in net income is not significant during the periods presented. The main hedges unmatured at December 31, 2019, as well as their effects on the financial statements, are detailed in the table below.

(in millions of euros)

Hedged risk

Total

Exchange and interest 

rate risk

Exchange risk

Interest rate risk

    

    

    

    

Hedging instruments

328

Cross Currency Swap

Forward 

Interest rate swap

FX swap

Option

Option

Carrying amount - asset

 

557

554

2

1

Carrying amount - liability

 

(229)

(190)

(3)

(36)

Change in cash flow hedge reserve

 

144

148

(10)

7

Gain (loss) recognized in other comprehensive income

 

179

184

(12)

7

Reclassification in financial result

 

(38)

(36)

(1)

(1)

Reclassification in operating income

 

1

1

Reclassification in initial carrying amount of hedged item

 

2

2

Cash flow hedge reserve

 

(123)

(95)

(6)

(22)

o/w related to unmatured hedging instruments

 

(542)

(513)

(6)

(22)

o/w related to discontinued hedges

 

418

418

Hedged item

 

Bonds and credit line

Purchases of handsets

Bonds and Leasing

 

and equipment

Current and non current

Property, plant and

Other Liabilities and
Financial Liabilities -

Balance sheet item

financial liabilities

equipment

current and non current

The main hedges unmatured at December 31, 2018, as well as their effects on the financial statements, are detailed in the table below.

(in millions of euros)

    

Hedged risk

Total

Exchange and interest 

Exchange risk

Interest rate risk

rate risk

    

    

    

    

Hedging instruments

(160)

Cross Currency Swap

Forward 

Interest rate swap

FX swap

Option

Carrying amount - asset

 

353

351

2

Carrying amount - liability

 

(513)

(479)

0

(34)

Change in cash flow hedge reserve

 

(67)

(83)

(7)

23

Gain (loss) recognized in other comprehensive income

 

(53)

(45)

(15)

7

Reclassification in financial result

 

(22)

(38)

16

Reclassification in operating income

 

(1)

(1)

Reclassification in initial carrying amount of hedged item

 

9

9

Cash flow hedge reserve

 

(267)

(245)

3

(25)

o/w related to unmatured hedging instruments

 

(721)

(696)

3

(28)

o/w related to discontinued hedges

 

454

451

0

3

Hedged item

 

Bonds and credit line

Purchases of handsets

Bonds and Leasing

 

and equipment

Current and non current

Property, plant and

Current and non current

Balance sheet item

financial liabilities

equipment

financial liabilities

The change in the cash flow hedge reserve in 2017 was analyzed as follows:

(in millions of euros)

    

2017

 

Gain (loss) recognized in other comprehensive income during the period (1)

 

51

Reclassification in financial result for the period

 

(10)

Reclassification in operating income for the period

 

(3)

Reclassification in initial carrying amount of hedged item

 

11

Other comprehensive income

 

49

In 2017, the cash flow hedge reserve broke down as follows:

(in millions of euros)

    

December 31, 

 

2017

 

Other comprehensive income related to unmatured hedging instruments

 

(686)

O/w Orange SA

 

(666)

O/w other entities

 

(20)

Reserve to be amortized for discontinued hedges

 

486

Other comprehensive income related to hedging instruments

 

(200)

The nominal amounts of the main cash flow hedges are presented below:

Notional amounts of hedging instruments per maturity

 

(in millions of hedged currency units)

    

2020

    

2021

    

2022

    

2023

    

2024

 

and

beyond

Orange SA

 

Cross currency swaps

  

  

  

  

  

 

CHF

500

(1)

GBP

 

238

 

517

 

 

 

2,512

(2)

HKD

 

 

 

 

1,110

 

939

(3)

NOK

 

 

 

 

 

1,300

(4)

USD

 

23

 

1,000

 

 

 

4,200

(5)

Interest rate swaps

EUR

255

100

(6)

FT Immo H

Interest rate swaps

EUR

13

48

57

40

(7)

FT Immo H

 

Forwards

EUR

 

158

 

 

 

 

(1)400 MCHF with a maturity 2025 and 100 MCHF with a maturity 2029.
(2)262 MGBP with a maturity 2025, 500 MGBP with a maturity 2028, 750 MGBP with a maturity 2032, 500 MGBP with a maturity 2034 and 500 MGBP with a maturity 2050.
(3)939 MHKD with a maturity 2034.
(4)500 MNOK with a maturity 2025 and 800 MNOK with a maturity 2028.
(5)2,450 MUSD with a maturity 2031, 900 MUSD with a maturity 2042 and 850 MUSD with a maturity 2044.
(6)100 MEUR with a maturity 2030.
(7)40 MEUR with a maturity 2024.