Altice S.A. (Société anonyme) Annual Report 2014 L-2449 Luxembourg, 3, boulevard Royal R.C.S. Luxembourg B 143.725 Table of contents Management Report 2 Corporate governance report 28 Statement of Director’s responsibility 45 Report of the réviseur d’entreprises agréé 46 Consolidated financial statements Consolidated statement of income for the year ended 49 December 31, 2014 Consolidated statement of other comprehensive income for 50 the year ended December 31, 2014 Consolidated statement of financial position as at December 51 31, 2014 Consolidated statement of changes in equity for the year 53 ended December 31, 2014 Consolidated statement of cash flows for the year ended 55 December 31, 2014 Notes to the consolidated financial statements for the year 56 ended December 31, 2014 1 MANAGEMENT REPORT (AS AND FOR THE YEAR ENDED DECEMBER 31, 2014) Introduction The Board of Directors of Altice S.A. (the “Company” or “Altice”) has the pleasure in presenting its report, which constitutes the consolidated management report (“Management Report”) as defined by Luxembourg Law, together with the consolidated financial statements and annual accounts of the Company and its subsidiaries (the “Group”) as at and for the year ended December 31, 2014. As permitted by Luxembourg Law, the Board of Directors has elected to prepare a single Management Report covering both the Company and the Group. The Creation of Altice Altice is a public limited liability company (Société Anonyme) incorporated in the Grand Duchy of Luxembourg whose head office is in Luxemburg and was formed on January 3, 2014. On January 31, 2014, the Company successfully listed its shares on the Amsterdam stock exchange (Euronext Amsterdam) at an offer price of € 28.25, for a total primary offering amount of € 750 million and a secondary offering of € 555 million (not including a green shoe of approximately €196 million). The shares of the Company are traded under the ticker symbol ATC:NA. Altice S.A. has its registered office at 3, boulevard Royal, L-2449 Luxembourg and is registered with the Luxembourg Register of Commerce and Companies under the number B183.391. Upon admission of the Company’s shares on Euronext Amsterdam on January 31, 2014, the Company received the contribution of two entities incorporated in the Grand Duchy of Luxembourg: Altice France S.A. and Altice International S.à r.l.. Altice France S.A. is hereafter referred to as “Altice France” and Altice International S.à r.l. and its subsidiaries are hereafter referred to as “Altice International” or “Altice International Group”. The Company is hence the successor entity of Altice France and Altice International (collectively the “Predecessor Entities”). Principal Activities of the Group The Company, through its various subsidiaries, provides mainly cable and mobile based telephony, internet and television services to residential and B2B customers in Western Europe, Israel, the French Antilles and Indian Ocean territories and the Dominican Republic. Future Developments International expansion through price-disciplined acquisitions is the cornerstone of our growth strategy. In addition to having consummated 12 transactions over the past five years, we have completed the acquisition of SFR, the second largest mobile and internet operator in France, through our listed subsidiary, Numericable (which was then renamed ‘Numericable-SFR’). More recently, we have entered into a deal to acquire the Portuguese assets of Portugal Telecom, which were valued at an enterprise value of €7.4 billion on a cash and debt-free free basis which includes € 500 million consideration related to the future revenue generation of Portugal Telecom. The transaction requires corporate approvals and will be subject to standard regulatory approvals for a transaction of this nature. In February 2015, we entered into an agreement with Vivendi to repurchase its 20% stake in Numericable-SFR (“NSFR”), in a deal valued at €3.9 billion. Half of the shares will be purchased by our listed subsidiary, Numericable-SFR, subject to approval of the General Meeting of Shareholders, while the other half will be purchased by Altice S.A. through a vendor note due to Vivendi and payable by April 2016. 2 DISCUSSION AND ANALYSIS OF THE RESULTS OF OPERATIONS OF THE GROUP Significant Events Affecting Historical Results 2014 was a transformative year for the Company, and many significant events had an impact on the results of operations for the year ended December 31, 2014. These included certain major acquisitions announced and completed during the course of the year and the closing of acquisitions that were announced at the end of 2013. Additionally, the Group also made its debut in the European equity markets, with a successful initial public offering in the month of January and a private placement in the month of June. A summary is presented below.  On January 15, 2014, the Group, through its direct subsidiary Altice International S.à r.l., obtained control over Mobius SAS (herein after referred to as “Mobius”), a telecommunications operator in the French Overseas Territories (specifically, La Reunion), by acquiring 99.85% of the shares and voting interests in the company. This acquisition enabled the Group to further expand and consolidate its footprint in the French Overseas Territories. Since January 1, 2014, Mobius contributed €15.4 million to revenue and € (0.5) million to the Group operating profit for the year ended December 31, 2014.  On January 31, 2014, the Company successfully listed its shares on Euronext Amsterdam in an initial public offering (‘IPO’), at an offer price of €28.25 per share and raised a total of €750 million in a primary offering that placed a total of 26.5 million shares. The proceeds from the offering were used primarily to complete the acquisition of a controlling stake in Numericable Group S.A. (herein after referred to as “NG” or “Numericable Group”), to repay existing shareholder debt towards Next LP, the Company’s direct majority shareholder and the payment of fees related to the IPO.  On February 3, 2014, the Group, through its direct subsidiary, Altice France S.A. (“Altice France”), completed the acquisition of a 10% stake in NG, the leading cable operator in France. Prior to the acquisition of the 10% stake, the Group owned a 30% stake in NG (including 2.6% related to options provided by other shareholders). The acquisition of the additional 10% stake and the entry into certain shareholder arrangements resulted in the Group becoming able to nominate 5 out of 10 board members of NG, as well as the Chairman of the Board, who casts a vote in the event of a tie. Since January 1, 2014, NG contributed €2,049.6 million to revenue and € 34.5 million to the Group operating profit for the year ended December 31, 2014.  On March 12, 2014, the Group, through its direct subsidiary Altice International S.à r.l., completed the acquisition of an approximately 97.2% stake in Tricom S.A. (herein after referred to as “Tricom”), a cable and mobile operator with a 4G license based in the Dominican Republic, and of Global Interlink Ltd (hereinafter after referred to as “GLX”), the owner of a submarine cable, which it uses to sell data and voice transmission services to other operators based in the region (including Tricom). Through this acquisition, the Group is able to consolidate and expand its cable operations in the Caribbean and explore synergies through the vertical integration of its operations in the region and synergies with other operations in the region. Tricom and GLX contributed € 122.6 million to Group revenues and € 7.3 million to Group operating profit for the year ended December 31, 2014 since their integration into the Group.  On April 9, 2014, the Group, through its direct subsidiary Altice International S.à r.l., completed the acquisition of a 97.2% stake in Orange Dominicana S.A. (hereinafter referred to as “ODO”), the leading mobile operator in the Dominican Republic. ODO operates a high end, 4G-enabled mobile network in the Dominican Republic providing 3G coverage for up to 78% of the territory of the Dominican Republic. Through this acquisition, the Group continued to consolidate and expand its operations in the Caribbean. This transaction complemented the acquisition of Tricom and GLX mentioned above and completed the formation of an integrated telecom group in the Dominican Republic. Since April 9, 2014, ODO contributed €341.9 million to the Group revenue and €46.2 million to the Group operating profit for the year ended December 31, 2014.  On June 27, 2014, the Group completed a private placement, in which it issued 17.9 million new shares to raise a total of € 911 million in proceeds, which were used to finance the acquisition of an additional stake in the Numericable Group.  On July 24, 2014, the Company issued an additional 24,751,873 ordinary shares to further increase 3 its stake in NG. The Company acquired (i) 25,517,396 shares of NG from Carlyle and Cinven, historical shareholders of NG and representing 20.6% of the share capital, against issuance of newly created shares of Altice S.A. and (ii) an additional 14% of the share capital of NG from Carlyle and Cinven, which was paid through a vendor note that was settled in February 2015.  On October 28, 2014, the Group subscribed to a capital increase of the Numericable Group for a total of € 3,530 million. The proceeds from this capital increase were used by NG to close the acquisition of SFR.  On November 27, 2014, NG completed the acquisition of a 100% stake in the Societe Francaise de Radiophonie (‘SFR’) in a cash and share transaction. SFR is the second largest mobile and internet operator in France and as a result of this transaction, the new Numericable-SFR (‘NSFR’) ensemble emerged as the leading high speed broadband operator in France. The NSFR group contributed €2,049.6 million to Group revenues and €34.5 million to Group operating profit for the year ended December 31, 2014. Consolidated statement of income for the year ended December 31, 2014 Year ended Year ended December 31, December 31, 2014 2013 (In millions of €) Revenues ....................................................................................................................... 3,934.5 1,286.8 Purchasing and subcontracting expenses ....................................................................... (1,118.2) (367.8) Other operating expenses .............................................................................................. (472.8) (186.2) Staff costs and employee benefits expenses .................................................................. (358.6) (134.7) General and administrative expenses ............................................................................ (101.7) (36.2) Other sales and marketing expenses .............................................................................. (407.3) (43.9) Operating profit before depreciation, amortization and restructuring costs ........ 1,475.9 518.0 Depreciation and amortization ...................................................................................... (1,098.5) (399.6) Management fees .......................................................................................................... - (0.6) Restructuring costs and other expenses ......................................................................... (219.3) (76.2) Operating profit .......................................................................................................... 158.0 41.5 Gain recognized on step acquisition 256.3 - Gain recognized on settlement of financial instruments ................................................ - 255.7 Finance income ............................................................................................................. 162.0 96.4 Finance costs ................................................................................................................. (1,298.2) (352.1) Share of profit of associates .......................................................................................... 4.8 15.5 (Loss)/profit before income tax expenses ................................................................... (717.1) 57.0 Income tax benefits/(expenses) ..................................................................................... 164.7 (7.4) (Loss)/profit for the year ............................................................................................. (552.4) 49.6 Attributable to equity holders of the parent ................................................................... (413.1) 71.8 Attributable to non-controlling interests ....................................................................... (139.4) (22.2) Revenue For the year ended December 31, 2014, we generated total revenues of € 3,934.5 million, a 205.8 % increase compared to € 1,286.8 million for the year ended December 31, 2013. This increase in revenues was mainly due to the acquisition of a controlling stake in Numericable-SFR, ODO, Tricom and Mobius. Together, these entities contributed € 2,529.6 million to Group revenues. Additionally, revenues were also impacted by the full year contribution of certain entities acquired in 2013, more specifically OMT, ONI, MCS and SportV (total impact of €146.1 million on revenues). Additionally, we split our segments by lines of activity, specifically fixed, mobile and others. Revenues for our fixed business increased from €1,008.6 million to € 2,719.1 million, a 169.6% increase compared to the year ended December 31, 2013. This increase was driven by the contribution of the revenues of Numericable- SFR, Tricom, Mobius and the full year integration of ONI and OMT for the year ended December 31, 2014. Our mobile based services revenue increased to €1,175.9 million for the year ended December 31, 2014, a 359.2% increase compared to €256.1 million in 2013. This increase was mainly due to the acquisition and integration of the SFR and ODO businesses during the course of 2014 (contribution of € 843.1 million), as well 4 as the full year impact of the integration of OMT in the consolidated accounts for the year ended December 31, 2014. Revenues from other activities totaled €39.5 million, an 89.1% increase as compared to €21.7 million for the year ended December 31, 2013. The increase in other revenues was mainly due to the full year impact of the inclusion of our content based activities (€ 16.2 million). An in depth analysis for some of our key international segments that were consolidated on a like-for-like basis in 2013 and 2014 is given below. These segments include the following:  Israel (both fixed and mobile businesses)  Belgium and Luxembourg (both fixed and mobile businesses)  Portugal (our fixed business of Cabovisao)  French Overseas Territories (our fixed business of Le Cable) For those geographies which were consolidated on a like for like basis in 2013 and in 2014, combined revenues from Israel, Belgium and Luxembourg, Portugal, the French Overseas Territories and Others (Switzerland) segments decreased in the aggregate by 2.4% from €1,130.6 million to € 1,103.0 million. Israel and Cabovisao in Portugal experienced a decrease in revenues of 2.8% and 9.2% respectively (€857.4 million in Israel for 2014 compared to €881.8 million for 2013 and € 98.6 million for Cabovisao in 2014 compared to € 108.7 million in 2013). Belgium and Luxembourg recorded an increase of 7.1% (€ 75.5 million as compared to € 70.5 million in 2013). Revenues also increased by 11.7% in the cable activities of the French Overseas Territories, from €24.9 million in 2013 to € 27.8 million in 2014. Revenue in our other territories showed a slight decrease of 2.1%, down from € 44.7 million in 2013 to € 43.7 million in 2014. Israel: For the year ended December 31, 2014, we generated total revenue of €857.4 million, a 2.8% decrease compared to €881.8 million for the year ended December 31, 2013. Our fixed services revenue decreased by 2.0% and our mobile services revenue decreased by 5.7%. Fixed services revenue was negatively impacted by a 58,000 net decrease in our total cable Revenue Generating Units (RGUs), mainly comprising a 22,000 net decrease in pay television RGUs and a 31,000 net decrease in broadband internet RGUs. These decreases were mainly due to significant disruptions to our customer service in the second and third quarter of 2014. The disruptions were caused by (i) the conflict in Gaza in the third quarter of 2014 which had led to closures of several of our service centers and (ii) certain procedural issues experienced by our third party customer service provider. During the second half of 2014, management has implemented a series of changes in order to improve the quality of service which included the set-up of a dedicated team for new subscribers, the opening of two new call centers and the recruitment of over 500 new service representatives for the external call centers. We believe that certain positive signs of improvement have been noted since December 2014. The decrease in cable based services revenue was partially offset by an increase in cable based services ARPU of 2.3% (1.3% at a constant exchange rate) from €47.6 for the year ended December 31, 2013 to €48.7 for the year ended December 31, 2014, primarily as a result of our strategic focus on multiple-play offerings and an increase in the take-up of our higher value higher speed broadband internet services. We also experienced an increase in the number of customers subscribing for our triple-play service as a result of our bundling strategy, from 452,000 as of December 31, 2013 to 482,000 as of December 31, 2014. This was also supported by the launch of “FiberBox” and our revised broadband internet with speeds of up to 200MG. The decrease in the interconnection fees for fixed line telephony (following the change in the regulation from the Ministry of Communication in December 2013) had an impact on the cable based services revenue with the interconnection rate being set at 0.99 agorot per minute for both peak and off peak time calls. The decrease in mobile services revenue was mainly due to the decrease in mobile Average Revenue Per Unit (ARPU) by €2.3, or 13.7%, to €14.5 for the year ended December 31, 2014 compared to €16.8 for the year ended December 31, 2013, caused by (i) subscribers disconnecting from our higher ARPU iDEN mobile network, and (ii) highly competitive prices for mobile services, in particular for UMTS based 3G services. Mobile services revenue for the year ended December 31, 2014 was further negatively impacted by a decrease in handset sales, primarily during the first half of 2014. These decreases were offset by an increase in total mobile RGUs from 810,000 for the year ended December 31, 2013 to 974,000 for the year ended December 31, 2014, driven by the increase in UMTS mobile subscribers to 802,000 for the year ended December 31, 2014 compared to 592,000 for 5 the year ended December 31, 2013. Portugal (Cabovisao): In the twelve months ended December 31, 2014, we generated total revenue in Portugal, for our fixed services of €98.6 million, a 9.2% decrease compared to €108.7 million in the twelve months ended December 31, 2013. The decrease in cable based services revenue in Portugal was primarily driven by a net decrease in total number of cable RGUs by 38,000, comprising of a net decrease of 15,000 pay television RGUs, 16,000 fixed line telephony RGUs and 7,000 broadband internet RGUs. These were the result of the continuous intense competition in the Portuguese cable services market during 2014, with aggressive promotions and pricing policies adopted by competitors and their increased focus on competing multiple play offerings, as well as the adverse economic conditions and austerity measures in Portugal which had a negative effect on consumer confidence pushing them to opt for cheaper packages. Cable based services ARPU decreased slightly by €0.5, or 1.5%, to €34.1 in the year ended December 31, 2014 compared to €34.6 in the year ended December 31, 2013, predominantly due to the impact of aggressive competition in each segment of the cable services market which required us to offer certain discounts and undertake other promotional offers, despite an increase in the prices of our products in January 2014. As a result, the ARPU from gross-adds to our RGUs was generally lower than the ARPU from customers churned. Belgium and Luxembourg: For the year ended December 31, 2014, we generated total revenue in Belgium and Luxembourg of €75.5 million, a 5% increase compared to €71.9 million for the year ended December 31, 2013. Our fixed services revenue increased by 4.9 % from €70.7 million to €74.2 million and our mobile services revenue increased from €1.2 million to €1.3 million. Note that we registered non-recurring revenue related to a fixed B2B contract in the year ended December 31, 2014. The increase in fixed (B2C) based services revenue in Belgium and Luxembourg was primarily due to an increase in cable based ARPU by 9.8% to €46.5 for the year 2014 compared to €41.9 for 2013. The increase in cable based services ARPU was due to price increases of some of our triple-play packages in June 2014 and higher sales of our high-end triple-play packages. Cable based services revenue was also positively impacted by a slight increase in broadband internet RGUs which was due to (i) our ability to offer subscribers higher broadband internet connection speeds and increased bandwidth capacity compared to providers relying on alternative technologies such as xDSL and mobile broadband internet networks, (ii) our attractive pricing of broadband internet services and (iii) continuing trend in the uptake of our triple-play bundles. These factors were partly offset by a decline in television RGUs, including a net decrease in digital television RGUs, due to customers churning to different platforms such as digital television providers over DSL and satellite operators, customers terminating their television service or having moved out of Coditel’s network areas. French Overseas Territories (Le Cable): For the year ended December 31, 2014, we generated fixed services revenue in the French Overseas Territories of €27.8 million, an 11.7% increase compared to €24.9 million for the year ended December 31, 2013. The €2.9 million increase in fixed services revenue in the French Overseas Territories was due to (i) a strong increase of 15.9 % of the customer base with 6,000 subscribers and (ii) increase in cable based services ARPU to €54.7 in the year 2014 compared to €51.4 for 2013. The net increase of 32,000 cable RGUs during this period resulted from a strategic focus on triple play offerings reflected in an increase in triple play customers from 17,000 to 30,000 in 2014. Moreover, the strong reputation of Le Cable in French Overseas Territories and the enrichment of services allowed us to implement tariff increases in 2014 on all offers. Purchasing and subcontracting costs For the year ended December 31, 2014, we had purchasing and subcontracting costs of € 1,118.2 million, a 204.0 % increase compared to € 367.8 million for the year ended December 31, 2013. As noted for revenues, this increase was mainly due to the inclusion of Numericable-SFR, ODO, Tricom, Global Interlinks and Mobius in the scope of consolidation perimeter for the year ended December 31, 2014. Together, these entities contributed € 781.7 million to Group purchasing and subcontracting costs. Additionally, these costs were also impacted by the impact of the full year contribution of certain entities acquired in 2013, more specifically OMT, ONI, MCS and SportV (total impact of €65.8 million on the purchasing and subcontracting costs). An in depth analysis for some of our key international segments that were consolidated on a like-for-like basis in 2013 and 2014 is given below. These segments include the following: 6  Israel (both fixed and mobile businesses)  Belgium and Luxembourg (both fixed and mobile businesses)  Portugal (our fixed business of Cabovisao)  French Overseas Territories (our fixed business of Le Cable) Israel: For the year ended December 31, 2014, our purchasing and subcontracting services costs were €173.5 million, a 26.9% decrease compared to €237.4 million for the year ended December 31, 2013. Our purchasing and subcontracting services costs for cable based services decreased by 11.8% and our purchasing and subcontracting services costs for mobile services decreased by 45.1%. The decrease in purchasing and subcontracting services costs for fixed services in Israel was due to (i) lower fixed-line telephony call volumes as fixed-line telephony customers switched to mobile services (the latter providing competitive prices and unlimited price plan packages), (ii) a decrease in the regulated interconnection fees for fixed-line telephony services which came into effect in December 2013 and (iii) the decrease in content expenses mainly due to capitalization of costs arising from the purchase of exclusive third party content from April 1, 2013. Despite a higher number of subscribers the decrease in purchasing and subcontracting services costs for mobile services in Israel was primarily due to a decrease in national roaming costs as a result of the arrangements we entered into with Partner Ltd. in November 2013 under the right of use (RoU), which replaced the prior, more expensive roaming arrangements. Portugal (Cabovisao): During the year ended December 31, 2014, our purchasing and subcontracting services costs in Portugal, for our fixed services, were €31.4 million, an 8.0% decrease compared to €34.1 million for the twelve months ended December 31, 2013. The 8.0% decrease in purchasing and subcontracting services costs was primarily due to lower sales and the operational optimization program implemented by the Group. Belgium and Luxembourg: For the year ended December 31, 2014, our purchasing and subcontracting services costs were €11.2 million, a 13.2% decrease compared to €12.9 million for the year ended December 31, 2013. Our purchasing and subcontracting services costs for fixed services decreased by 18.3% from €11.7 million in 2013 to €9.5 million in 2014, resulting from: (i) the renegotiation of rates from programming expenses, (ii) the nature of B2B projects undertaken in 2014 (for which costs were primarily in the form of capital expenditures) and (ii) the decrease in promotional offers and incentives. We began providing mobile services in Belgium as a MVNO in September 2012 and incurred purchasing and subcontracting services costs of €0.9 million and €1.7 million for the years ended December 31, 2013 and December 31, 2014, respectively, entirely driven by the number of subscribers. French overseas territories (Le Cable): For the year ended December 31, 2014, our purchasing and subcontracting services costs were €1.8 million compared to €3.9 million for the twelve months ended December 31, 2013. The decrease was primarily due to renegotiation of the main TV content contracts. Operating expenses and operating income before depreciation, amortisation and restructuring costs (EBITDA) For the year ended December 31, 2014, our total operating expenses were € 1,340.4, an increase of 234.4% compared to the year ended December 31, 2013 (€ 400.9 million). This increase is mainly attributable to the acquisitions of NSFR, ODO, Tricom and Mobius, which were closed in the year ended December 31, 2014. Together, the integration of these companies contributed € 876.0 million to the operating expenses of the group. Additionally, the operating expenses were also impacted by the full year impact of the integration of OMT, ONI and our content based businesses in 2014. This impact is evaluated at € 54.6 million. Israel: For the year ended December 31, 2014, our total operating expenses were €272.5 million, a 3.3% decrease compared to €281.7 million for the year ended December 31, 2013. Other operating expenses: As compared to the year ended December 31, 2013, for 2014, our other operating expenses in Israel increased by 4.8% from €142.6 million to €149.4 million. This increase was primarily due to i) the outsourcing in July 2013 of our customer services and technical support and ii) an increase in customer 7 service expenses in order to improve the quality of service (which included the set-up of a dedicated team for new customers, opening of two new call centers and the recruitment of 500 employees). The increase in our other operating expenses was partially offset by a decrease in cable network maintenance and set-top box maintenance expenses due to recent investments leading to the improvement of our network and a more efficient maintenance process for set-top boxes. General and administrative expenses: General and administrative expenses decreased by 6.9% from €13.9 million in 2013 to €12.9 million in 2014. This decrease was primarily due to a decrease in rental expenses and other miscellaneous expenses. Other sales and marketing expenses: As compared to the year ended December 31, 2013, our other sales and marketing expenses in Israel increased by 22.1% from € 28.6 million to €34.9 million in 2014. This increase was due to an increase in advertising costs including advertising costs relating to the campaigns for the launch of our net set-top box “FiberBox” in March 2014 and our high-speed internet “200Mb” in May 2014 as well as an increase in advertising costs for our mobile handsets in June 2014. Staff costs and employee benefit: As compared to the year ended December 31, 2013, our staff costs and employee benefit expenses for 2014 decreased by 22.1% from €96.5 million to €74.8 million. This decrease was primarily due to a reduction in headcount as part of the process efficiency measures and best practices measures implemented in 2014. EBITDA: As a result of the factors discussed above, our EBITDA for 2014 was €411.4 million (48% of revenues), a 13.5% increase compared to €362.7 million for 2013 (41.2% of revenues). Portugal (Cabovisao): In the year ended December 31, 2014, our total operating expenses were €28.4 million, a 9.1% decrease compared to € 31.2 million for 2013. This decrease corresponds to a lower level of revenues in the year ended December 31, 2014 compared to the prior year and also reflects the continued effect of the operational optimization program implemented by the Group. Other operating expenses: For the year ended December 31, 2014 our other operating expenses decreased by 7.7% to € 14.8 million, compared to €16.0 million for 2013. This trend mainly reflects the reduction of revenues as mentioned above. General and administrative expenses: General and administrative expenses decreased by 12.3% from €3.0 million to €2.6 million. This decrease was primarily due to savings resulting from headcount reduction and renegotiation of several contracts for administrative services. Other sales and marketing expenses: Other sales and marketing expenses decreased by 16.5% from € 4.0 million to €3.4 million, following a new cost saving strategy resulting from the lower level of revenues as mentioned above. Staff costs and employee benefits: Staff costs and employee benefits decreased by 7.1%, from €8.2 million in 2013 to €7.6 million in 2014, mainly as a result of a reduction in headcount as part of the process efficiency measures and best practices measures implemented in 2014 EBITDA: As a result of the factors discussed above, our EBITDA for 2014 was €38.8 million (39.4% of revenues), a decrease of 10.3% compared to €43.3 million (39.9% of revenues) for 2013. Belgium and Luxembourg: For the year ended December 31, 2014, our total operating expenses in Belgium and Luxembourg were € 13.0 million, an increase of 0.8% compared to €12.9 million for 2013. Other operating expenses: Other operating expenses increased by 38.9% from €3.9 million in 2013 to €5.4 million in 2014.This increase was primarily due to an increase in customer service costs relating to cash collection efforts and higher technical maintenance staff expenses to account for inflation. General and administrative expenses: General and administrative costs decreased from €3.2 million for 2013 to €2.7 million for 2014, mainly due to a decrease in costs from external consultants. Other sales and marketing expenses: Other sales and marketing costs decreased from €2.3 million in 2013 to €1.4 million in 2014. This decrease can be attributed to higher sales and marketing expenses incurred in 8 2013, associated with the launch of “LaBox” during that year. Staff costs and employee benefits: Staff costs and employee benefits remained mostly stable between 2013 and 2014 (€3.5 million in 2014 vs. €3.4 million in 2013). EBITDA: As a result of the factors discussed above, our EBITDA for 2014 was € 51.3 million (67.9% of revenues), a 11.3% increase compared to €46.1 million for 2013 (63.9% of revenues). French Overseas Territories (Le Cable): Our total operating expenses in the French Overseas Territories for the twelve months ended December 31, 2014 were €3.4 million, a 52.6% decrease compared to €7.1 million for the twelve months ended December 31, 2013. The cost savings achieved result from the synergy program and resource sharing initiated at the end of 2013 following the acquisition of Outremer by Altice. Others The others segment includes results from our operations in Switzerland, our content based companies and also includes the corporate costs and salaries of management personnel borne by the various holding companies of the Group. EBITDA for the others segment decreased from €11.2 million to €(10.7) million from 2013 to 2014, mainly due an increase in corporate costs; for the year ended December 31, 2014, total corporate costs increased to € 37 million from € 10.3 million for the year ended December 31, 2013. This increase was mainly due to the increase in staff costs, which increased from € 4.1 million for 2013 to € 25.3 million for 2014, mainly due to the recognition of expenses related to equity based compensation (€12.2 million) and a provision for variable remuneration of € 8 million. Depreciation and Amortization For the year ended December 31, 2014, depreciation and amortization on a historical consolidated basis totaled € 1,098.5 million, a 175% increase compared to € 399.6 million for the year ended December 31, 2013. Depreciation and amortization in the year ended December 31, 2014 was impacted by (i) the acquisitions and subsequent consolidation of SFR (with effect from November 27, 2014), Numericable Group (with effect from February 3, 2014), ODO (with effect from April 9, 2014) and Tricom (with effect from March 17, 2014) and (ii) the impact of the inclusion of OMT, ONI and our content based companies for the full year in 2014. Operating Profit For the year ended December 31, 2014, we recorded an operating profit of €158.0 million, a 280.7% increase as compared to €41.5 million for the year ended December 31, 2013. This increase was mainly related to a higher EBITDA (from € 518 million in 2013, to € 1,475.9 million) primarily as a result of the acquisition of a controlling stake in Numericable-SFR, ODO, Tricom and Mobius in 2014. Restructuring expenses increased from € 76.3 million for 2013 to € 219.3 million for 2014. This was mainly due to deal fees and other non-recurring costs incurred on the IPO, ODO, Tricom and SFR acquisitions. Restructuring plans in place at OMT, ONI, ODO and Tricom lead to a further increase in restructuring expenses. Finance costs (net) Net finance costs amounted to € 1,136.2 million for the year ended December 31, 2014, registering an increase of 344.3% compared to the year ended December 31, 2013 (€ 255.7 million). This increase was mainly related to the issuance of new debts in May 2014 to finance the acquisition of SFR and the full year impact of the debt issued in 2013 to acquire ODO, Tricom, OMT and ONI. (Loss)/profit for the year For the year ended December 31, 2014, the Group recorded a net loss of € 717.1 million, as compared to a net profit of € 49.6 million for the year ended December 31, 2013. This decrease was mainly attributable to the increase in finance costs (see above). The increase in finance costs was offset partially by an income tax income of €164.7 million, which was recognized as a result of net operating losses at various group companies, most notably Numericable-SFR, which led to the activation of such losses and hence the recognition of a tax income. The group recorded an income tax expense of € 7.4 million for the year ended December 31, 2013. 9