PRESS RELEASE
THE BOARD OF DIRECTORS APPROVES THE FY2019 CONSOLIDATED RESULTS
Net sales: €1,386.6 million (€1,279.2 million in 2018): +7.0%
EBITDA*: €317.9 million or 23.2% of sales (€288.5 million in 2018 or 22.6% of sales)
EBIT: €247.2 million or 18.1% of sales
(€236.5 million in 2018 or 18.5% of sales): +4.5%
CONSOLIDATED NET PROFIT: €180.6 million (€173.9 million in 2018): +3.9%
(net of 2018 one-offs, worth €11.4 mn: +11.2%)
FREE CASH FLOW: €124.8 million (€82.2 million in 2018)
NET DEBT*: €370.8 million (€287.3 million at 31 December 2018)
(after €23.9 million paid in dividends, €39.0 million disbursement for acquisitions, €79.0 million in purchase of treasury shares, and
IFRS16 impact of €72.4 million)
PROPOSED DIVIDEND OF 0.25 EUROS (0.22 Euros for FY2018)
APPROVAL OF CONSOLIDATED NON-FINANCIAL STATEMENT
UPDATE ON COVID-19 EPIDEMICS
ORDINARY AND EXTRAORDINARY SHAREHOLDERS' MEETING CALLED FOR 30
APRIL 2020
- AUTHORIZATION TO PURCHASE TREASURY SHARES
- APPOINTMENT OF THE BOARD OF DIRECTORS AND BOARD OF STATUTORY AUDITORS
- RENEWAL OF THE BOARD'S AUTHORIZATION TO INCREASE THE SHARE CAPITAL
Sant'Ilario d'Enza (RE), 16 March 2020 - The Board of Directors of Interpump Group S.p.A. has approved the draft 2019 separate financial statements and the 2019 consolidated results.
In 2019, the following companies were consolidated for the first time: Fluinox (Water-jetting sector, income statement consolidated for the whole year, financial position was already consolidated as of 31/12/2018); Hydra Dyne Tech (Hydraulics sector, acquired March 1st and consolidated for 10 months), Pioli Srl (Water-Jetting sector, acquired April 1st and consolidated for 9 months), and the Reggiana Riduttori group (Hydraulics sector, acquired October 15th and consolidated for 3 months).
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2019 data is affected by the adoption of IFRS16 accounting principle. With the reporting standards used until 2018,
EBITDA for the year would amount to € 302.4 million and net debt as at 31/12/2019 would amount to € 298.4 million.
INTERPUMP GROUP S.p. A. - Via E. FERMI, 25 - 42049 S. ILARIOD'ENZA - REGGIO EMILIA (ITALY) - TEL. +39.0522. 904311
FAX. +39.0522.904444 - E- mail info@interpumpgroup.it
Net sales
Net sales for 2019 totaled €1,368.6 million, representing an increase of 7.0% over sales of €1,279.2 million for 2018.
At unchanged perimeter and exchange rates, organic growth of sales was +1.4%.
Profitability
EBITDA amounted to €317.9 million (23.2% of sales) compared to €288.5 million in 2018 which represented 22.6% of sales: an increase of 10.2%. EBITDA of 2019, calculated with the same accounting principles used in 2018, would amount to €302.4 million (22.1% of sales).
EBIT amounted to €247.2 million (18.1% of sales) compared to €236.5 million in 2018 (18.5% of sales), up 4.5%.
Net profit for FY2019 totaled €180.6 million, 3.9% higher than the 173.9 million registered in 2018. Net of one-off revenues registered in 2018 (€11.4 million, resulting from the acquisition of GS-Hydro), the year-on- year increase is +11.2%
Basic earnings per share amounted to €1.699 in 2019 (€1.619 in 2018).
Capital employed rose from €1,200.8 million at 31 December 2018 to €1,480.2 million at 31 December 2019. This increase is mainly due to the acquisition of Hydra Dyne Tech and Reggiana Riduttori, as well as the adoption of IFRS16 accounting principle. ROCE amounted to 16.7% (19.7% in 2018). ROE was 17.1% (18.9% in 2018 after the aforementioned adjustment for one-offincome).
Financial situation
Net cash of €233.1 million was generated by operations (€209.8 million in 2018), up 11.1%. Free cash flow was €124.8 million (€82.2 million in 2018) with a growth of 51.9%.
Net debt at 31 December 2019 stood at €370.8 million (€287.3 million at 31 December 2018), following a €72.4 IFRS16 impact, outlays of €39.0 million for acquisitions, €23.9 million in dividends paid, and purchase of treasury shares for €79.0 million. Additionally, the Group had binding commitments for the acquisition of minority interests in subsidiaries worth €54.3 million at 31 December 2019 (€44.5 million at 31 December 2018).
At 31 December 2019 Interpump Group S.p.A. held 2,224,739 treasury shares, representing 2.043% of share capital, purchased at an average price of €24.4305.
CONSOLIDATED NON-FINANCIAL STATEMENT
Additionally, the Board approved Interpump Group's Non-Financial Disclosure, prepared according to the Italian law (D.Lgs 254/2016). Pursuant to Consob regulation 20267 of 18/1/2018, the Disclosure will be published in the same terms as the 2019 Financial Statements.
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UPDATE ON COVID-19 EPIDEMICS
With reference to the COVID-19 epidemics currently observed in Italy, Interpump has set up a permanent committee for the management of the emergency with representatives from the most significant subsidiaries, which have diligently adopted all provisions and instructions from the Authorities aimed at reducing the possibility of contagion. At the publishing of this press release, a positive case has been reported in two of the Group's plants, where activity has been suspended for the prescribed further sanitization and contact tracing procedures.
Keeping health protection as an absolute priority, Interpump will operate to keep the production cycle operational wherever and whenever possible.
In China, the six locations of the Group were authorized to resume operations and are working hard to return to normality.
ORDINARY AND EXTRAORDINARY GENERAL SHAREHOLDERS' MEETING AND DIVIDEND PROPOSAL
APPROVAL OF THE FY2019 SEPARATE ACCOUNTS
The Board of Directors has resolved to convene an Ordinary and Extraordinary General Shareholders' Meeting to approve the 2019 separate financial statements in single call on 30 April 2020 at the offices of Interpump Group in Sant'Ilario d'Enza.
DIVIDEND
The Board of Directors has resolved to submit a proposal to shareholders to approve the distribution of a dividend of 25 euro cents (FY2018: 22 euro cents). If approved, the dividend will be paid on May 20 and the share will go ex-dividend on May 18 (record date May 19).
AUTHORIZATION FOR TREASURY SHARES PURCHASE AND DISPOSAL
The Shareholders' Meeting convened in ordinary session will be called to adopt a resolution regarding authorization for the purchase and disposal of treasury shares. It will be proposed to grant an authorization valid until October 2021. A short description follows for convenience; full details will be included in the Directors' Report to the Shareholders' Meeting, which will be published in accordance with the law.
The Company currently owns 2.187.506 treasury shares, or 2.0091% of total share capital. The purchase(s) for which authorization is sought shall be made on a regulated market or through a public tender/exchange offer in accordance to the law, for a maximum of 7,500,000 ordinary shares, at a price between €0.52 and €40.00.
The purchase and disposal for which authorization is sought shall be made for the purpose of servicing the existing and future incentive plans adopted by the Company, or within the framework of acquisitions and/or commercial agreements with strategic partners in line with the Company's development strategy.
APPOINTMENT OF MEMBERS OF THE BOARD OF DIRECTORS AND THE BOARD OF STATUTORY AUDITORS
The terms of office of the Board of Directors and the Board of Statutory Auditors come to an end on the approval of the financial statements at 31 December 2019. Shareholders are therefore called to an Ordinary General Meeting to elect new members of these bodies.
Lists of candidates must be lodged by 5 April 2020 by shareholders who, at the date on which the lists are lodged, are the holders, on their own or together with others, of shares with total voting rights representing at least 1% of the subscribed and paid-in share capital entitled to vote at Ordinary General Shareholders' Meetings. Requisites for the lists will be stated in the notice calling the Ordinary General Shareholders' Meeting in accordance with the requirements of the Company's Bylaws. Specifically for the election of members of the Board of Statutory Auditors, if by 5 April 2020 only one list has been lodged the Company will promptly give notice of this and shareholders will be able to lodge lists of candidates for the position of statutory auditor until
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8 April 2020. In this case the minimum shareholding required to lodge lists will be 0.5% of the subscribed and paid-in share capital entitled to vote at Ordinary General Shareholders' Meetings.
AUTHORIZATION TO THE BOARD TO INCREASE CAPITAL PURSUANT TO ARTICLES 2443 AND 2441 PAR.4 OF THE ITALIAN CIVIL CODE
In the past several years, the Interpump Group has pursued a significant strengthening process in the sectors where it operates, also achieved through acquisitions, with the purpose of extending the product range and maintain a high competitivity level. In order to support the above-mentioned strengthening and expansion process, it is important for the Company to be able, even in the short-term future, to gather in a quick and flexible way the financial resources needed to promptlygrasp opportunities found on the market.
A Shareholders' Meeting resolution is needed because the previous authorization with the same content, granted to the Board by the Extraordinary Meeting of 30 April 2014 pursuant to Article 2443 of the Civil Code, expired on 29 April 2019; therefore, the power previously granted to the Board of Director cannot be exercised anymore.
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REPORT ON CORPORATE GOVERNANCE AND OWNERSHIP STRUCTURES
REPORT ON REMUNERATION POLICY
Pursuant to article 123-bis of the Consolidated Finance Act (TUF), the Board approved the Report on Corporate Governance and Ownership Structures for FY2019.
In addition, pursuant to article 123-ter of the Consolidated Finance Act (TUF) the Board also approved the Interpump Group S.p.A. "Report on remuneration policy and compensation paid"
The Shareholders' Meeting convened in ordinary session will be called to approve the remuneration policy (section one of the report) and express an advisory opinion on compensation paid in 2019 (section two).
Both documents will be published and advertised in accordance with the law.
Sant'Ilario d'Enza (RE), 16 March 2020 | On behalf of the Board of Directors |
The Chairman | |
Fulvio Montipò |
The manager responsible for drafting company accounting documents, Carlo Banci, declares pursuant to the terms of section 2, article 154-bis of the Consolidated Finance Act that the accounting disclosures in the present release correspond to the contents of the underlying documents, the accounting books and the accounting entries.
Sant'Ilario d'Enza (RE), 16 March 2020 | Manager responsible for drafting |
company accounting documents | |
Carlo Banci |
Media Relations: | Investor Relations: |
Moccagatta Associati | Luca Mirabelli |
Tel. 02 8645.1695 | Tel. 0522-904433 |
segreteria@moccagatta.it | lmirabelli@interpumpgroup.it |
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Consolidated statement of financial position
(€/000) | 31/12/2019 | 31/12/2018 | ||
ASSETS | ||||
Current assets | ||||
Cash and cash equivalents | 233,784 | 118,140 | ||
Trade receivables | 284,842 | 270,364 | ||
Inventories | 408,443 | 366,480 | ||
Tax receivables | 24,337 | 24,596 | ||
Other current assets | 9,077 | 10,931 | ||
Total current assets | 960,483 | 790,511 | ||
Non-current assets | ||||
Property, plant and equipment | 484,358 | 355,488 | ||
Goodwill | 508,670 | 434,699 | ||
Other intangible assets | 32,527 | 34,731 | ||
Other financial assets | 4,226 | 2,319 | ||
Tax receivables | 1,590 | 1,664 | ||
Deferred tax assets | 34,679 | 29,776 | ||
Other non-current assets | 2,150 | 2,177 | ||
Total non-current assets | 1,068,200 | 860,854 | ||
Total assets | 2,028,683 | 1,651,365 |
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(€/000) | 31/12/2019 | 31/12/2018 | ||
LIABILITIES | ||||
Current liabilities | ||||
Trade payables | 157,413 | 177,782 | ||
Payables to banks | 22,076 | 21,404 | ||
Interest bearing financial payables (current portion) | 195,110 | 151,917 | ||
Taxes payable | 14,965 | 19,204 | ||
Other current liabilities | 90,230 | 72,297 | ||
Provisions for risks and charges | 4,055 | 3,807 | ||
Total current liabilities | 483,849 | 446,411 | ||
Non-current liabilities | ||||
Interest bearing financial payables | 387,412 | 232,158 | ||
Liabilities for employee benefits | 21,402 | 19,377 | ||
Deferred tax liabilities | 42,154 | 41,832 | ||
Taxes payable | 125 | 70 | ||
Other non-current liabilities | 35,610 | 39,451 | ||
Provisions for risks and charges | 3,057 | 3,161 | ||
Total non-current liabilities | 489,760 | 336,049 | ||
Total liabilities | 973,609 | 782,460 | ||
SHAREHOLDERS' EQUITY | ||||
Share capital | 55,460 | 54,842 | ||
Legal reserve | 11,323 | 11,323 | ||
Share premium reserve | 96,733 | 71,229 | ||
Remeasurement reserve for defined benefit plans | (7,358) | (5,965) | ||
Translation reserve | 7,735 | 3,142 | ||
Other reserves | 885,446 | 729,373 | ||
Group shareholders' equity | 1,049,339 | 863,944 | ||
Minority interests | 5,735 | 4,961 | ||
Total shareholders' equity | 1,055,074 | 868,905 | ||
Total shareholders' equity and liabilities | 2,028,683 | 1,651,365 |
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FY 2019 Consolidated Income Statement
(€/000) | 2019 | 2018 | |
Net sales | 1,368,618 | 1,279,167 | |
Cost of goods sold | (866,701) | (805,295) | |
Gross industrial margin | 501,917 | 473,872 | |
% of net sales | 36.7% | 37.0% | |
Other operating income | 20,115 | 19,665 | |
Distribution expenses | (124,323) | (117,660) | |
General and administrative expenses | (145,556) | (135,898) | |
Other operating costs | (4,939) | (3,430) | |
EBIT | 247,214 | 236,549 | |
% of net sales | 18.1% | 18.5% | |
Financial income | 15,062 | 11,427 | |
Financial charges | (18,038) | (19,212) | |
Recognition of negative goodwill | - | 11,369 | |
Equity method contribution | (8) | (207) | |
Profit for the period before taxes | 244,230 | 239,926 | |
Income taxes | (63,628) | (66,064) | |
Consolidated profit for the period | 180,602 | 173,862 | |
% of net sales | 13.2% | 13.6% | |
Attributable to: | |||
Shareholders of Parent | 179,170 | 172,905 | |
Minority shareholders of subsidiaries | 1,432 | 957 | |
Consolidated profit for the period | 180,602 | 173,862 | |
EBITDA | 317,890 | 288,519 | |
% of net sales | 23.2% | 22.6% | |
Shareholders' equity | 1,055,074 | 868,905 | |
Net debt | 370,814 | 287,339 | |
Payables for purchase of shareholdings | 54,286 | 44,527 | |
Capital employed | 1,480,174 | 1,200,771 | |
ROCE | 16.7% | 19.7% | |
ROE | 17.1% | 20.0% | |
Basic earnings per share | 1.699 | 1.619 |
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Statement of consolidated comprehensive income for the year
(€/000) | 2019 | 2018 | ||
Consolidated profit for the year (A) | 180,602 | 173,862 | ||
Gains (losses) on translating the financial statements of foreign | ||||
companies | 4,687 | 5,454 | ||
Gains (losses) from companies accounted for using the equity method | 5 | (30) | ||
Applicable taxes | - | - | ||
Total other consolidated income (losses) which will subsequently be | ||||
reclassified to consolidated profit for the period, net of the tax effect | ||||
(B) | 4,692 | 5,424 | ||
Other comprehensive income which will not subsequently be | ||||
reclassified to consolidated profit or loss | ||||
Gains (losses) on the remeasurement of defined benefit plans | (1,840) | (304) | ||
Applicable taxes | 442 | 72 | ||
Total other comprehensive income which will not subsequently be | ||||
reclassified to consolidated profit or loss (C) | (1,398) | (232) | ||
Consolidated comprehensive income for the year (A)+(B)+(C) | 183,896 | 179,054 | ||
Attributable to: | ||||
Shareholders of Parent | 182,370 | 178,279 | ||
Minority shareholders of subsidiaries | 1,526 | 775 | ||
Consolidated comprehensive income for the year | 183,896 | 179,054 |
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Consolidated cash flow statement for the year
(€/000) | 2019 | 2018 | ||
Cash flows from operating activities | ||||
Profit before taxes | 244,230 | 239,926 | ||
Adjustments for non-cash items: | ||||
Losses (gains) on the sale of fixed assets | (2,774) | (4,474) | ||
Amortization and depreciation | 69,284 | 50,469 | ||
Costs recognized in the income statement relative to stock options that do not involve | ||||
monetary outflows for the Group | 2,585 | 1,881 | ||
Losses (profits) from investments | 8 | 207 | ||
Net change in risk provisions and allocations to employee benefit provisions | (806) | (718) | ||
Expenditures for tangible assets to be leased | (6,278) | (7,912) | ||
Proceeds from the disposal of leased tangible assets | 7,793 | 9,335 | ||
Net financial charges (revenues) | 2,976 | (3,584) | ||
317,018 | 285,130 | |||
(Increase) decrease in trade receivables and other current assets | 16,976 | (33,413) | ||
(Increase) decrease in inventories | 5,270 | (62,868) | ||
Increase (decrease) in trade payables and other current liabilities | (42,788) | 35,367 | ||
Interest paid | (5,507) | (4,324) | ||
Realized exchange differences | 331 | (1,475) | ||
Taxes paid | (78,779) | (69,578) | ||
Net cash from operating activities | 212,521 | 148,839 | ||
Cash flows from investing activities | ||||
Payments for the purchase of investments net of cash acquired and net of treasury | ||||
shares transferred | (24,719) | (19,045) | ||
Capital expenditure on property, plant and equipment | (72,517) | (63,683) | ||
Proceeds from the sale of tangible fixed assets | 1,936 | 1,127 | ||
Proceeds from the sale of available-for-sale assets | - | 785 | ||
Increase in intangible assets | (3,073) | (4,138) | ||
Financial income received | 850 | 602 | ||
Other | 413 | 1,114 | ||
Net cash (used in) investing activities | (97,110) | (83,238) | ||
Cash flows from financing activities | ||||
Disbursements (repayments) of loans | 115,398 | (25,384) | ||
Dividends paid | (23,876) | (23,115) | ||
Payments for the purchase of treasury shares | (78,993) | (54,183) | ||
Proceeds from the sale of treasury shares to stock option beneficiaries | 3,823 | 540 | ||
Repayments (disbursements) of loans to subsidiaries consolidated with the equity | ||||
method | (494) | (200) | ||
Change in other financial assets | (126) | (13) | ||
Payment of finance lease installments (principal) | (16,739) | (3,131) | ||
Net cash generated by (used in) financing activities | (1,007) | (105,486) | ||
Net increase (decrease) in cash and cash equivalents | 114,404 | (39,885) | ||
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(€/000) | 2019 | 2018 | |
Net increase (decrease) in cash and cash equivalents | 114,404 | (39,885) | |
Translation differences for cash held by non-EU companies | 602 | 645 | |
IFRS16 impact on cash and cash equivalents at the beginning of the year | (34) | - | |
Opening cash and cash equivalents of companies consolidated on a line-by-line basis | |||
for the first time | - | (7) | |
Cash and cash equivalents at the beginning of the period | 96,736 | 135,983 | |
Cash and cash equivalents at the end of the period | 211,708 | 96,736 | |
Cash and cash equivalents may be analyzed as follows:
31/12/2019 | 31/12/2018 | |
€/000 | €/000 | |
Cash and cash equivalents as per the consolidated statement of financial position | 233,784 | 118,140 |
Bank payables (overdrafts and subject to collection advances) | (22,076) | (21,404) |
Cash and cash equivalents as per the consolidated cash flow statement | 211,708 | 96,736 |
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Statement of changes in consolidated shareholders' equity
Remeasure- | |||||||||
Share | ment reserve | Group | Non- | ||||||
Share | Legal | premium | for defined | Translation | Other | shareholders' | controlling | ||
capital | reserve | reserve | benefit plans | reserve | reserves | equity | interests | Total | |
At 1 January 2018 | 55,805 | 11,323 | 121,228 | (5,722) | (2,475) | 579,006 | 759,165 | 5,564 | 764,729 |
Recognition in the income statement of the fair value of stock | |||||||||
options granted and exercisable | - | - | 1,881 | - | - | - | 1,881 | - | 1,881 |
Purchase of treasury shares | (1,042) | - | (54,183) | - | - | 1,042 | (54,183) | - | (54,183) |
Sale of treasury shares to stock option beneficiaries | 47 | - | 540 | - | - | (47) | 540 | - | 540 |
Transfer of treasury shares as payment for equity investments | 32 | - | 1,763 | - | - | (32) | 1,763 | - | 1,763 |
Purchase of residual interests in subsidiaries | - | - | - | - | - | (869) | (869) | (894) | (1,763) |
Merger of Inoxpa's Russian subsidiaries | - | - | - | - | - | (100) | (100) | 100 | - |
Dividends distributed | - | - | - | - | - | (22,532) | (22,532) | (584) | (23,116) |
Comprehensive income for 2018 | - | - | - | (243) | 5,617 | 172,905 | 178,279 | 775 | 179,054 |
At 31 December 2018 | 54,842 | 11,323 | 71,229 | (5,965) | 3,142 | 729,373 | 863,944 | 4,961 | 868,905 |
Recognition in the income statement of the fair value of stock | |||||||||
options granted and exercisable | - | - | 2,585 | - | - | - | 2,585 | - | 2,585 |
Purchase of treasury shares | (1,529) | - | (77,464) | - | - | - | (78,993) | - | (78,993) |
Sale of treasury shares to stock option beneficiaries | 171 | - | 3,652 | - | - | - | 3,823 | - | 3,823 |
Transfer of treasury shares as payment for equity investments | 1,976 | - | 96,731 | - | - | - | 98,707 | - | 98,707 |
Minority interests of Reggiana Riduttori | - | - | - | - | - | - | - | 175 | 175 |
Purchase of residual interests in subsidiaries | - | - | - | - | - | 103 | 103 | (153) | (50) |
Dividends distributed | - | - | - | - | - | (23,200) | (23,200) | (675) | (23,875) |
Dividends resolved (third parties' share) | - | - | - | - | - | - | - | (99) | (99) |
Comprehensive income for 2019 | - | - | - | (1,393) | 4,593 | 179,170 | 182,370 | 1,526 | 183,896 |
At 31 December 2019 | 55,460 | 11,323 | 96,733 | (7,358) | 7,735 | 885,446 | 1,049,339 | 5,735 | 1,055,074 |
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Interpump Group S.p.A. published this content on 16 March 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 March 2020 13:47:08 UTC