6-K 1 lo6k_20171212.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549


FORM 6-K


REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934


December 12, 2017

Commission File Number 1-14712


 

ORANGE

(Translation of registrant’s name into English)

 

78, rue Olivier de Serres
75015 Paris, France

(Address of principal executive offices)

 

Indicate by check mark whether the Registrant files or will file

annual reports under cover Form 20-F or Form 40-F

Form 20-F

Form 40- F


Indicate by check mark if the Registrant is submitting the

Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes

No


Indicate by check mark if the Registrant is submitting the

Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes

No


Indicate by check mark whether the Registrant, by furnishing the

information contained in this Form, is also thereby furnishing the information to the

Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934

Yes

No

(If "Yes" is marked, indicate below the file number assigned to the Registrant in connection with Rule 12g3-2(b): 82- )

THIS REPORT ON FORM 6-K SHALL BE DEEMED TO BE INCORPORATED BY REFERENCE IN THE REGISTRATION STATEMENT ON FORM F-3 OF ORANGE FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON THE DATE HEREOF AND TO BE PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED BY ORANGE.

Exhibit List

Exhibit No. 

Description

Exhibit 99.1

Condensed Consolidated Interim Financial Statements and Operating and Financial Review for the Six Months Ended June 30, 2017

Exhibit 99.2

Capitalization

Exhibit 99.3

Ratio of Earnings to Fixed Charges

Exhibit 99.4

Statement of Computation of Ratio of Earnings to Fixed Charges

CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS

This document contains forward-looking statements (within the meaning of Section 27A of the U.S. Securities Act of 1933 (“the Securities Act”) or Section 21E of the U.S. Securities Exchange Act of 1934 (“the Exchange Act”)). Forward-looking statements can be identified by the use of forward-looking terminology such as “should”, “could”, "would", “will”, “expect”, “consider”, “confirm”, “believe”, “anticipate”, “suggest”, “pursue”, “foresee”, “plan”, “predict”, “benefit”, “carry out”, “meet”, " increase ", “exceed", "preserve", "optimize", "control", "intend", "continue", "maintain", "invest", "be aimed at", “strategy”, “objective”, “prospects”, "outlook", "trends", “aim”, “change”, “intention”, “ambition”, “risk”, “potential”, “implementation”, “roll-out”, “commitment” or "progression" or similar expressions or the negative thereof or other variations thereof or comparable terminology, or by the forward-looking nature of discussions of strategy, plans or intentions. Although Orange believes these statements are based on reasonable assumptions, these forward-looking statements are subject to numerous risks and uncertainties, including matters not yet known to us or not currently considered material by us, and there can be no assurance that anticipated events will occur or that the objectives set out will actually be achieved.

Important factors that could cause actual results to differ from the results anticipated in the forward-looking statements include, among others:

·        the success of Orange’s Essentials2020 strategic plan and more generally, Orange’s strategy, particularly its ability to maintain control over customer relations when facing competition with the “Over The Top” (OTT) players and the success of certain innovative investments;

·        risks relating to banking activities and to the development of mobile financial services;

·        loss or disclosure to third parties of customers data and the risks relating to its internet service provider and hosting activities;

·        Orange’s ability to withstand intense competition in mature telecommunications markets;

·        network or software failures as a result of cyberattacks;

·        damage caused to its installations and infrastructures, in particular due to natural disasters or terrorist attacks;

·        various frauds that may target Orange or its customers;

·        its ability to have the skilled personnel necessary for its business activity due to numerous employee retirements or changing requirements;

·        its ability to effectively integrate companies that it may acquire as part of the consolidation of the telecommunications industry in Europe;

·        its ability to take advantage of growth opportunities in emerging markets and the risks specific to those markets;

·        possible adverse health effects due to the use of telecommunications equipment;

·        risks relating to the single brand strategy;

·        the occurrence of a severe financial or economic downturn or crisis;

·        fiscal and regulatory constraints and changes, and the results of litigation regarding regulations, competition and other matters;

·        disagreements with its partners in companies that Orange does not control;

·        the terms of access to financing in the capital markets;

·        interest rate or exchange rate fluctuations;

·        a downgrading of Orange’s credit ratings;

·        changes in assumptions underlying the carrying amount value of certain assets, resulting in their impairment;

·        credit and / or counterparty risks on financial transactions; and

·        other risks and uncertainties discussed in “Item 3. Key Information—3.D Risk factors” of our Annual Report on Form 20-F for the year ended December 31, 2016 (the “2016 Form 20-F”).

Forward-looking statements speak only as of the date they are made. Other than as required by law, we do not undertake any obligation to update these statements in light of new information or future developments. We urge you to carefully review and consider the various disclosures it makes in this document, including the documents incorporated by reference, concerning the factors that may affect its business, including the disclosures made in “Item 3. Key information—3.D. Risk factors,” “Item 5. Operating and financial review and prospects,” and “Item 11. Quantitative and qualitative disclosures about market risk” in our 2016 Form 20-F, including in the excerpt of our annual registration document contained in Exhibit 15.1 of the 2016 Form 20-F as incorporated therein by reference (such Exhibit 15.1, the “2016 Registration Document”).

   

ORANGE

     

Date: December 12, 2017

By:

/s/ Patrice Lambert - de Diesbach

 

Name:

Patrice Lambert - de Diesbach

 

Title:

Senior VP, Head of Investor Relations