Menu
 

Financial Information

Posted 30 July 2004

Consolidated statements of operations, consolidated balance sheets and consolidated cashflow statements and the related notes thereto as of and for the two most recent fiscal years, together with a report thereon by the Company's certified independent accountants.

Reporting on the €475,000,000/$550,000,000 9.75% Senior Notes Due 2011 (the "Notes")

As required under Section 4.14(a)(1) of the indenture dated 5 March 2004 relating to the Notes, we are enclosing the information specified. The items required are provided as follows:

  1. Risk Factors. Refer to "Risk Factors" attached hereto as Annex B.
  2. Capitalisation. Refer to "Capitalisation" attached hereto as Annex C.
  3. Selected Financial Data. Refer to pages 64 and 65 of there Annual Report and Accounts of the Company for the fiscal year ended 31 March 2004 (the Annual Report and Accounts 2004") which is attached hereto as Annex A.
  4. Operating and Financial Review and Prospects. Refer to pages 2 through 15 of the Annual Report and Accounts 2004 which attached hereto as Annex A.
  5. Business. Refer to pages 2 through 15 of the Annual Report and Accounts 2004, which attached hereto as Annex A and to "the Group’s Businesses" attached hereto as Annex D.
  6. Management. Refer to page 16 and pages 19 through 26 of the Annual Report and Accounts 2004, which is attached hereto as Annex A.
  7. Legal Proceedings. Neither Invensys nor any other member of the Group is or has been engaged in, nor (so far as the Directors are aware) has pending or threatened by or against it any legal or arbitration proceedings which may have or have had within the 12 months immediately preceding the date of this Offering Memorandum a significant effect on the financial position of the Group.
  8. Principal Shareholders and Related Party Transactions. Refer to page 27 of the Annual Report and Accounts 2004 which is attached hereto as Annex A. No Director has or has had any interest in any transaction to which the Company or any of its subsidiaries is a party and which is or was unusual in its nature or conditions, contains or contained unusual terms or which is or was significant to the business of the Group which was effected during the current or immediately preceding financial year, or during any earlier financial year of the Company and which remains in any respect outstanding or unperformed.
  9. Description of Other Indebtedness. Refer to Noted 17 through 20 on pages 49 through 52 of the Annual Report and Accounts 2004 which is attached hereto as Annex A.
  10. Financial Information – consolidated statements of operations, consolidated balance sheets and consolidated cashflow statements and the related notes thereto as of and for the two most recent fiscal years, together with a report thereon by the Company’s certified independent accountants. Refer to pages 28 through 62 of the Annual Report and Accounts 2004 which attached hereto as Annex A.
  11. Information with respect to any Change of Control during the most recent fiscal year. Not applicable.
  12. Information with respect to any material acquisition or disposition during the most recent fiscal year. Refer to pages 38 and 57 of the Annual Reports and Accounts 2004 which is attached hereto as Annex A.