Interim Financial
Report as at
31 March 2020
Interim Report as at March 2020
INDEX
INTERIM MANAGEMENT REPORT AS AT 31 MARCH 2020........................................................... | 5 |
CONDENSED RECLASSIFIED CONSOLIDATED CASH FLOW STATEMENT....................................... | |
COVID-19 EMERGENCY MEASURES........................................................................................... | |
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS AT 31 MARCH 2020 ........... | 43 |
STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME ..................................................... | |
SUPPLEMENTARY INFORMATION TO THE STATEMENT OF CONSOLIDATED CASH FLOWS .......... | |
2 |
Interim Report as at March 2020
Disclaimer
This report contains forward looking statements ("Outlook") relating to future events and the Amplifon Group's operating, economic and financial results. These forecasts, by definition, contain elements of risk and uncertainty, insofar as they are linked to the occurrence of future events and developments. The actual results may be very different with respect to the original forecast due to a number of factors, the majority of which are out of the Group's control.
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Interim Report as at March 2020
PREFACE
This Interim Financial Report for the period has been prepared in accordance with the requirements of the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) adopted by the European Union and must be read together with the financial statements of the Group at 31 December 2019 that includes additional information on the risks and uncertainties that could impact the Group's operative results or its financial position.
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INTERIM MANAGEMENT REPORT
AS AT 31 MARCH 2020
Interim Financial Report as at 31 March 2020 > Interim Management Report
HIGHLIGHTS
Beginning in March the Covid-19 outbreak significantly impacted the results for first quarter 2020 which the Amplifon Group, after having recorded further revenue growth in the first two months of the year, closed with consolidated revenues down with respect to the prior year, reversing the solid growth trend that has characterized quarters in recent years.
The performances of the different geographic areas in which the Group operates varied based on the timing of the outbreak, as well as the gradual adoption of various restrictive measures by the governmental authorities of each Country. More in detail, in EMEA, Italy was the first country, as well as the one that was the most affected by the crisis and the relative containment measures, followed by Spain and France. Even though hearing care services are considered essential in these countries, the lockdown measures caused a strong reduction in both traffic and the hours of store operation. In other EMEA countries, like Germany, the Netherlands, Switzerland and Belgium-Luxembourg, the containment measures implemented were less severe and were largely felt as of the end of March.
In Americas the negative effects of the pandemic became apparent only toward the end of the quarter. In the United States, the situation varied noticeably including as a result of measures that, at least initially, differed from state to state. In a large part of the USA hearing care is considered an essential service but, at the same time, the restrictive measures implemented in almost all the states as of the end of March caused business to slow. In Latin America there were mandatory store closures toward the end of the quarter: all stores were closed in Ecuador and Argentina, while in Chile closures were limited to a few zones in the country. In Columbia, the strong drop in customer traffic basically brought commercial activity to a standstill. Lastly, in APAC, the first area to be struck by the pandemic resulting in the closure of stores in China in January and February, there were mandatory closures of all stores New Zealand and India toward the end of March. In Australia, while the governmental authorities did not implement any specific lockdown measures, the business was also affected by the devastating bushfires that plagued the country for a large part of the first quarter.
The first three months of the year closed with:
- turnover of €363,476 thousand, a drop of -7.3% compared to the same period of the prior year (-7.2% at constant exchange rates). This result reflects the strong growth recorded in the first two months of the year, during which organic growth reached +7.4%, impacted subsequently by the Covid-19 crisis in March;
- a gross operating margin (EBITDA) of €64,855 thousand, -17.8% lower on a recurring basis compared to the first three months of 2019, with an EBITDA margin of 17.8% (-2.3 p.p. against the comparison period). This result reflects the drop in revenues referred to above which did not yet benefit from the different measures adopted by the Group to limit the negative impact of Covid-19. While implemented in a timely manner, the effects of these measures will materialize beginning in the second quarter;
- Group net profit of €5,143 thousand, a drop of -72.7% against the recurring net profit recorded in the first quarter of 2019.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
Despite business seasonality and the negative impact of the Covid-19 outbreak, net financial debt was basically unchanged with respect to the €786,698 thousand recorded at 31 December 2019, coming in at €790,744 thousand, confirming the Group's ability to generate operating cash flow. Free cash flow reached a positive €44,179 thousand (compared to €16,241 thousand in the first three months of the prior year) after absorbing capital expenditure of €16,473 thousand (€18,601 thousand in the comparison period). This result made it possible to finance €41,475 thousand in acquisitions. In order, however, to protect cash flow from the impact of the Covid-19 outbreak, beginning in March capex were limited solely to activities deemed essential to the Group's operations (roughly 20-25% of the average annual capex) while acquisitions were suspended temporarily.
At the beginning of February Amplifon successfully placed a 7-yearnon-convertible bond for a total nominal amount of €350 million which further strengthened its financial structure and extended the average debt maturity.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
MAIN ECONOMIC AND FINANCIAL DATA
(€ thousands) | First quarter 2020 | First quarter 2019 | |||||||
Change % | |||||||||
Non- | % on | Non- | % on | on | |||||
Recurring | recurring | Total | recurring | Recurring | recurring | Total | recurring | recurring | |
Economic figures:
Revenues from sales and services
Gross operating profit (loss) (EBITDA)
Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA)
363,476 | - | 363,476 | 100.0% | 391,973 | - | 391,973 | 100.0% | -7.3% | |||||
64,855 | - | 64,855 | 17.8% | 78,942 | (1,425) | 77,517 | 20.1% | -17.8% | |||||
24,167 | - | 24,167 | 6.6% | 42,661 | (1,425) | 41,236 | 10.9% | -43.4% | |||||
Operating profit (loss) (EBIT) | 14,490 | - | 14,490 | 4.0% | 34,299 | (1,425) | 32,874 | 8.8% | -57.8% | |||||
Profit (loss) before tax | 7,499 | - | 7,499 | 2.1% | 27,717 | (1,425) | 26,292 | 7.1% | -72.9% | |||||
Group net profit (loss) | 5,143 | - | 5,143 | 1.4% | 18,810 | (1,062) | 17,748 | 4.8% | -72.7% | |||||
(€ thousands) | 03/31/2020 | 12/31/2019 | Change |
Financial figures: | |||
Non-current assets | 2,268,041 | 2,275,196 | (7,155) |
Net invested capital | 1,885,085 | 1,907,438 | (22,353) |
Group net equity | 665,319 | 695,031 | (29,712) |
Total net equity | 666,269 | 696,115 | (29,846) |
Net financial indebtedness | 790,744 | 786,698 | 4,046 |
Lease liabilities | 428,072 | 424,625 | 3,447 |
Total lease liabilities and net financial indebtedness | 1,218,816 | 1,211,323 | 7,493 |
(€ thousands) | First quarter 2020 | First quarter 2019 | ||
Free cash flow | 44,179 | 16,241 | ||
Cash flow generated from (absorbed by) business combinations | (41,745) | (14,364) | ||
(Purchase) sale of other investments and securities | - | - | ||
Cash flow provided by (used in) financing activities | (4,909) | 1,089 | ||
Net cash flow from the period | (2,475) | 2,966 | ||
Effect of discontinued operations on the net financial position | - | - | ||
Effect of exchange rate fluctuations on the net financial position | (1,571) | (93) | ||
Net cash flow from the period with changes for exchange rate fluctuations and | (4,046) | 2,873 | ||
discontinued operations | ||||
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Interim Financial Report as at 31 March 2020 > Interim Management Report
- EBITDA is the operating result before charging amortization, depreciation, impairment of both tangible and intangible fixed assets and the right of use depreciation.
- EBITA is the operating result before amortization and impairment of customer lists, trademarks, non-competition agreements and other fixed assets arising from business combinations.
- EBIT is the operating result before financial income and charges and taxes.
- Free cash flow represents the cash flow of operating and investing activities before the cash flows used in acquisitions and payment of dividends and the cash flows from or used in other financing activities.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
INDICATORS
03/31/2020 | 12/31/2019 | 03/31/2019 | |||
Net financial indebtedness (€ thousands) | 790,744 | 786,698 | 837,983 | ||
Lease liabilities | 428,072 | 424,625 | 436,084 | ||
Total lease liabilities & net financial debt | 1,218,816 | 1,211,323 | 1,274,067 | ||
Net Equity (€ thousands) | 666,269 | 696,115 | 628,348 | ||
Group Net Equity (€ thousands) | 665,319 | 695,031 | 627,185 | ||
Net financial indebtedness/Net Equity | 1.13 | 1.33 | |||
1.19 | |||||
Net financial indebtedness/Group Net Equity | 1.13 | 1.34 | |||
1.19 | |||||
Net financial indebtedness/EBITDA | 1.90 | 2.36 | |||
1.99 | |||||
EBITDA/Net financial expenses | 28.81 | 29.52 | |||
27.22 | |||||
Earnings per share (EPS) (€) | 0.02305 | 0.48979 | 0.08043 | ||
Diluted EPS (€) | 0.02272 | 0.48135 | 0.07898 | ||
EPS (€) adjusted for non-recurring transactions and amortization/depreciation | |||||
0.05273 | 0.70691 | 0.11246 | |||
related to purchase price allocations to tangible and intangible assets | |||||
Group Net Equity per share (€) | 2.981 | 3.115 | 2.842 | ||
Period-end price (€) | 18.720 | 25.640 | 17.350 | ||
Highest price in period (€) | 30.400 | 26.800 | 17.770 | ||
Lowest price in period (€) | 14.830 | 13.610 | 13.610 | ||
Share price/net equity per share | 6.281 | 8.231 | 6.105 | ||
Market capitalization (€ millions) | 4,178.54 | 5,720.78 | 3,829.00 | ||
Number of shares outstanding | 223,212,593 | 223,119,533 | 220,691,875 | ||
- Net financial indebtedness/net equity is the ratio of net financial indebtedness to total net equity.
- Net financial indebtedness/Group net equity is the ratio of the net financial indebtedness to the Group's net equity.
- Net financial indebtedness/EBITDA is the ratio of net financial indebtedness to EBITDA for the last four quarters (determined with reference to recurring operations only, based on pro forma figures in case of significant changes to the structure of the Group).
- EBITDA/net financial expenses ratio is the ratio of EBITDA for the last four quarters (determined with reference to recurring operations only, based on restated figures in case of significant changes to the structure of the Group) to net interest payable and receivable of the same last four quarters.
- Earnings per share (EPS) (€) is the net profit for the period attributable to the parent's ordinary shareholders divided by the weighted average number of shares outstanding during the period, considering purchases and sales of treasury shares as cancellations or issues of shares, respectively.
- Diluted earnings per share (EPS) (€) is the net profit for the period attributable to the parent's ordinary shareholders divided by the weighted average number of shares outstanding during the period adjusted for the dilution effect of potential shares. In the calculation of outstanding shares, purchases and sales of treasury shares are considered as cancellations and issues of shares, respectively.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
- Earnings per share (EPS) adjusted for non-recurring transactions and amortization/depreciation related to purchase price allocations to tangible and intangible assets (€) is the profit for the year from recurring operations attributable to the parent's ordinary shareholders divided by the weighted average number of outstanding shares in the period adjusted to reflect the amortization of purchase price allocations. When calculating the number of outstanding shares, the purchases and sales of treasury shares are considered cancellations and share issues, respectively.
- Net Equity per share (€) is the ratio of Group equity to the number of outstanding shares.
- Period-endprice (€) is the closing price on the last stock exchange trading day of the period.
- Highest price (€) and lowest price (€) are the highest and lowest prices from 1 January to the end of the period.
- Share price/Net equity per share is the ratio of the share closing price on the last stock exchange trading day of the period to net equity per share.
- Market capitalization is the closing price on the last stock exchange trading day of the period multiplied by the number of outstanding shares.
- The number of shares outstanding is the number of shares issued less treasury shares.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
SHAREHOLDER INFORMATION
Main Shareholders
The main Shareholders of Amplifon S.p.A. as at 31 March 2020 are:
44.9
53.7
1.4 | |||||
Ampliter S.r.l. | Treasury shares | Market | |||
No. of ordinary | % of the total | ||||
Shareholder | % held | share capital in | |||
shares | |||||
voting right | |||||
Ampliter S.r.l. | 101,715,003 | 44.9% | 61.9% | ||
Treasury shares | 3,176,027 | 1.4% | 1,0% | ||
Market | 121,497,590 | 53.7% | 37.1% | ||
Total | 226,388,620 (*) | 100,0% | 100,0% | ||
(*) Number of shares related to the share capital registered with the Company registrar on 31 March 2020.
Pursuant to article 2497 of the Italian Civil Code, Amplifon S.p.A. is not subject to management and coordination either by its direct parent Ampliter S.r.l. or other indirect parents.
The shares of the parent Amplifon S.p.A. have been listed on the screen based Mercato Telematico Azionario (MTA) since 27 June 2001 and since 10 September 2008 in the STAR segment. Amplifon is also included in the FTSE Italy Mid Cap index since 27 December 2018.
The chart shows the performance of the Amplifon share price and its trading volumes from 2 January 2020 to 31 March 2020.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
10% | |
5% | |
0% | |
-5% | |
-10% | |
-15% | |
-20% | |
-25% | -28.5% |
-30% | |
-35% | |
-40% | |
4,000,000 | |
3,000,000 | |
2,000,000 | |
1,000,000 | |
0 |
As at 31 March 2020 market capitalization was € 4,178.54 million.
Dealings in Amplifon shares in the screen-based stock market Mercato Telematico Azionario during the period 2 January 2020 - 31 March 2020, showed:
- average daily value: € 27,048,227.44;
- average daily volume: 1,099,081 shares;
- total volume traded of 70,341,225 shares, or 31.5% of the total number of shares comprising the share capital, net of treasury shares.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
RECLASSIFIED CONSOLIDATED INCOME STATEMENT
First quarter 2020 | First quarter 2019 | |||||||||||
(€ thousands) | ||||||||||||
Change % | ||||||||||||
Non- | % on | Non-recurring | % on | on | ||||||||
Recurring | recurring (*) | Total | recurring | Recurring | (*) | Total | recurring | recurring | ||||
Revenues from sales and | ||||||||||||
363,476 | - | 363,476 | 100.0% | 391,973 | - | 391,973 | 100.0% | -7.3% | ||||
services | ||||||||||||
Operating costs | (299,902) | - | (299,902) | -82.5% | (313,334) | (1,425) | (314,759) | -79.9% | 4.3% | |||
Other income and costs | 1,281 | - | 1,281 | 0.3% | 303 | - | 303 | 0.1% | 322.8% | |||
Gross operating profit | ||||||||||||
64,855 | - | 64,855 | 17.8% | 78,942 | (1,425) | 77,517 | 20.1% | -17.8% | ||||
(EBITDA) | ||||||||||||
Depreciation, amortization | ||||||||||||
and impairment of non- | (17,183) | - | (17,183) | -4.7% | (15,086) | - | (15,086) | -3.8% | -13.9% | |||
current assets | ||||||||||||
Right-of-use depreciation | (23,505) | - | (23,505) | -6.5% | (21,195) | - | (21,195) | -5.4% | -10.9% | |||
Operating result before the | ||||||||||||
amortization and | ||||||||||||
24,167 | - | 24,167 | 6.6% | 42,661 | (1,425) | 41,236 | 10.9% | -43.4% | ||||
impairment of PPA related | ||||||||||||
assets (EBITA) | ||||||||||||
PPA related depreciation, | ||||||||||||
(9,677) | - | (9,677) | -2.6% | (8,362) | - | (8,362) | -2.1% | -15.7% | ||||
amortization and impairment | ||||||||||||
Operating profit (EBIT) | 14,490 | - | 14,490 | 4.0% | 34,299 | (1,425) | 32,874 | 8.8% | -57.8% | |||
Income, expenses, valuation | ||||||||||||
and adjustments of financial | 23 | - | 23 | 0.0% | 72 | - | 72 | 0.0% | -68.1% | |||
assets | ||||||||||||
Net financial expenses | (6,760) | - | (6,760) | -1.8% | (6,495) | - | (6,495) | -1.7% | -4.1% | |||
Exchange differences and | ||||||||||||
non-hedge accounting | (254) | - | (254) | -0.1% | (159) | - | (159) | 0.0% | -59.7% | |||
instruments | ||||||||||||
Profit (loss) before tax | 7,499 | - | 7,499 | 2.1% | 27,717 | (1,425) | 26,292 | 7.1% | -72.9% | |||
Tax | (2,428) | - | (2,428) | -0.7% | (8,918) | 363 | (8,555) | -2.3% | 72.8% | |||
Net profit (loss) | 5,071 | - | 5,071 | 1.4% | 18,799 | (1,062) | 17,737 | 4.8% | -73.0% | |||
Profit (loss) of minority | ||||||||||||
(72) | - | (72) | 0.0% | (11) | - | (11) | 0.0% | -554.5% | ||||
interests | ||||||||||||
Net profit (loss) attributable | ||||||||||||
5,143 | - | 5,143 | 1.4% | 18,810 | (1,062) | 17,748 | 4.8% | -72.7% | ||||
to the Group | ||||||||||||
(*) See table at page 15 for details of non-recurring transactions.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
The following table shows the details of the non-recurring transactions included in the previous statements.
(€ thousands) | Q1 2020 | Q1 2019 | ||
GAES integration costs | - | (1,425) | ||
Impact of the non-recurring items on EBITDA | - | (1,425) | ||
Impact of the non-recurring items on EBIT | - | (1,425) | ||
Impact of the non-recurring items on profit before tax | - | (1,425) | ||
Impact of the above items on the tax burden for the period | - | 363 | ||
Impact of the non-recurring items on net profit | - | (1,062) | ||
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Interim Financial Report as at 31 March 2020 > Interim Management Report
RECLASSIFIED CONSOLIDATED BALANCE SHEET
The reclassified Consolidated Balance Sheet aggregates assets and liabilities according to operating functionality criteria, subdivided by convention into the following three key functions: investments, operations and finance.
(€ thousands) | 03/31/2020 | 12/31/2019 | Change |
Goodwill | 1,221,875 | 1,215,511 | 6,364 |
Customer lists, non-compete agreements, trademarks and location rights | 268,237 | 270,307 | (2,070) |
Software, licenses, other int.ass., wip and advances | 98,235 | 97,201 | 1,034 |
Tangible assets | 192,533 | 196,579 | (4,046) |
Right of use assets | 417,297 | 418,429 | (1,132) |
Fixed financial assets (1) | 38,591 | 44,887 | (6,296) |
Other non-current financial assets (1) | 31,273 | 32,282 | (1,009) |
Total fixed assets | 2,268,041 | 2,275,196 | (7,155) |
Inventories | 70,873 | 64,592 | 6,281 |
Trade receivables | 153,215 | 205,219 | (52,004) |
Other receivables | 86,546 | 75,998 | 10,548 |
Current assets (A) | 310,634 | 345,809 | (35,175) |
Total assets | 2,578,675 | 2,621,005 | (42,330) |
Trade payables | (189,582) | (177,390) | (12,192) |
Other payables (2) | (270,347) | (284,827) | 14,480 |
Provisions for risks (current portion) | (4,700) | (4,242) | (458) |
Short term liabilities (B) | (464,629) | (466,459) | 1,830 |
Working capital (A) - (B) | (153,995) | (120,650) | (33,345) |
Derivative instruments (3) | (3,726) | (8,763) | 5,037 |
Deferred tax assets | 78,774 | 81,427 | (2,653) |
Deferred tax liabilities | (100,222) | (102,111) | 1,889 |
Provisions for risks (non-current portion) | (43,145) | (50,290) | 7,145 |
Employee benefits (non-current portion) | (24,763) | (25,281) | 518 |
Loan fees (4) | 6,655 | 1,611 | 5,044 |
Other long-term payables | (142,534) | (143,701) | 1,167 |
NET INVESTED CAPITAL | 1,885,085 | 1,907,438 | (22,353) |
Shareholders' equity | 665,319 | 695,031 | (29,712) |
Third parties' equity | 950 | 1,084 | (134) |
Net equity | 666,269 | 696,115 | (29,846) |
Long term net financial debt (4) | 838,944 | 752,648 | 86,296 |
Short term net financial debt (4) | (48,200) | 34,050 | (82,250) |
Total net financial debt | 790,744 | 786,698 | 4,046 |
Lease liabilities | 428,072 | 424,625 | 3,447 |
Total lease liabilities & net financial debt | 1,218,816 | 1,211,323 | 7,493 |
NET EQUITY, LEASE LIABILITIES AND NET FINANCIAL DEBT | 1,885,085 | 1,907,438 | (22,353) |
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Interim Financial Report as at 31 March 2020 > Interim Management Report
Notes for reconciling the condensed balance sheet with the statutory balance sheet:
- "Financial fixed assets" and "Other non-current financial assets" include equity interests valued by using the net equity method, financial assets at fair value through profit and loss and other non-current assets;
- "Other payables" includes other liabilities, accrued liabilities and deferred income, current portion of liabilities for employees' benefits and tax liabilities;
- "Derivative instruments" includes cash flow hedging instruments not comprised in the item "Net financial indebtedness".
- The item "loan fees" is presented in the balance sheet as a direct reduction of the short-term and medium/long-term components of the items "financial payables" and "financial liabilities" for the short-term and long-term portions, respectively.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
CONDENSED RECLASSIFIED CONSOLIDATED CASH FLOW STATEMENT
The condensed consolidated cash flow statement is a summarized version of the reclassified statement of cash flows set out in the following pages and its purpose is, starting from the EBIT, to detail the cash flows from or used in operating, investing and financing activities.
(€ thousands) | First quarter 2020 | First quarter 2019 | ||
EBIT | 14,490 | 32,874 | ||
Amortization, depreciation and write-downs | 50,365 | 44,643 | ||
Provisions, other non-monetary items and gain/losses from disposals | 2,420 | 7,760 | ||
Net financial expenses | (5,863) | (5,733) | ||
Taxes paid | (3,487) | (6,395) | ||
Changes in net working capital | 22,850 | (18,673) | ||
Cash flow provided by (used in) operating activities before repayment of lease | 80,775 | 54,476 | ||
liabilities | ||||
Repayment of lease liabilities | (20,123) | (19,634) | ||
Cash flow provided by (used in) operating activities (A) | 60,652 | 34,842 | ||
Cash flow provided by (used in) operating investing activities (B) | (16,473) | (18,601) | ||
Free Cash Flow (A) + (B) | 44,179 | 16,241 | ||
Net cash flow provided by (used in) acquisitions (C) | (41,745) | (14,364) | ||
(Purchase) sale of other investment and securities (D) | - | - | ||
Cash flow provided by (used in) investing activities (B+C+D) | (58,218) | (32,965) | ||
Cash flow provided by (used in) operating activities and investing activities | 2,434 | 1,877 | ||
Fees paid on medium/long-term financing | (5,043) | - | ||
Hedging instruments and other changes in non-current assets | 134 | 1,089 | ||
Net cash flow from the period | (2,475) | 2,966 | ||
Net financial indebtedness as of period opening date | (786,698) | (840,856) | ||
Effect of exchange rate fluctuations on financial position | (1,571) | (93) | ||
Change in net financial position | (2,475) | 2,966 | ||
Net financial indebtedness as of period closing date | (790,744) | (837,983) | ||
The impact of non-recurring transactions on free cash flow in the period is shown in the following table.
(€ thousands) | First quarter 2020 | First quarter 2019 |
Free cash flow | 44,179 | 16,241 |
Free cash flow generated by non-recurring transactions (see page 38 for details) | (777) | (3,053) |
Free cash flow generated by recurring transactions | 44,956 | 19,294 |
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Interim Financial Report as at 31 March 2020 > Interim Management Report
INCOME STATEMENT REVIEW
Consolidated income statement by segment and geographic area (*)
(€ thousands) | First quarter 2020 | ||||||||||
EMEA | Americas | Asia Pacific | Corporate | Total | |||||||
Revenues from sales and services | 258,266 | 64,355 | 40,855 | - | 363,476 | ||||||
Operating costs | (208,602) | (52,967) | (30,670) | (7,663) | (299,902) | ||||||
Other income and costs | 857 | 488 | (75) | 11 | 1,281 | ||||||
Gross operating profit (loss) (EBITDA) | 50,521 | 11,876 | 10,110 | (7,652) | 64,855 | ||||||
Depreciation, amortization and impairment of | (10,249) | (1,899) | (2,824) | (2,211) | (17,183) | ||||||
non-current assets | |||||||||||
Right-of-use depreciation | (19,664) | (1,037) | (2,697) | (107) | (23,505) | ||||||
Operating profit (loss) before the depreciation | 20,608 | 8,940 | 4,589 | (9,970) | 24,167 | ||||||
and amortization of PPA related assets (EBITA) | |||||||||||
PPA related depreciation, amortization and | (7,822) | (322) | (1,533) | - | (9,677) | ||||||
impairment | |||||||||||
Operating profit (loss) (EBIT) | 12,786 | 8,618 | 3,056 | (9,970) | 14,490 | ||||||
Income, expenses, revaluation and adjustments of financial assets
Net financial expenses
Exchange differences and non-hedge accounting instruments
23
(6,760)
(254)
Profit (loss) before tax | 7,499 | |||||||||
Tax | (2,428) | |||||||||
Net profit (loss) | 5,071 | |||||||||
Profit (loss) of minority interests | (72) | |||||||||
Net profit (loss) attributable to the Group | 5,143 | |||||||||
(€ thousands) | First quarter 2020 - Only recurring operations | |||||||||
EMEA | Americas | Asia Pacific | Corporate | Total | ||||||
Revenues from sales and services | 258,266 | 64,355 | 40,855 | - | 363,476 | |||||
Gross operating profit (loss) (EBITDA) | 50,521 | 11,876 | 10,110 | (7,652) | 64,855 | |||||
Operating profit (loss) before the depreciation | ||||||||||
20,608 | 8,940 | 4,589 | (9,970) | 24,167 | ||||||
and amortization of PPA related assets (EBITA) | ||||||||||
Operating profit (loss) (EBIT) | 12,786 | 8,618 | 3,056 | (9,970) | 14,490 | |||||
Profit (loss) before tax | 7,499 | |||||||||
Net profit (loss) attributable to the Group | 5,143 | |||||||||
- For the purposes of reporting on income statement figures by geographic area, please note that the Corporate structures are included in EMEA.
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(€ thousands) | First quarter 2019 | ||||
EMEA | Americas | Asia Pacific | Corporate | Total | |
Revenues from sales and services | 283,763 | 63,102 | 44,415 | 693 | 391,973 |
Operating costs | (223,567) | (50,517) | (30,374) | (10,301) | (314,759) |
Other income and costs | 255 | 132 | (74) | (10) | 303 |
Gross operating profit (loss) (EBITDA) | 60,451 | 12,717 | 13,967 | (9,618) | 77,517 |
Depreciation, amortization and impairment | (10,095) | (1,244) | (1,729) | (2,018) | (15,086) |
of non-current assets | |||||
Right-of-use depreciation | (17,961) | (867) | (2,367) | - | (21,195) |
Operating profit (loss) before the | |||||
depreciation and amortization of PPA | 32,395 | 10,606 | 9,871 | (11,636) | 41,236 |
related assets (EBITA) | |||||
PPA related depreciation, amortization and | (6,569) | (261) | (1,470) | (62) | (8,362) |
impairment | |||||
Operating profit (loss) (EBIT) | 25,826 | 10,345 | 8,401 | (11,698) | 32,874 |
Income, expenses, revaluation and | 72 | ||||
adjustments of financial assets | |||||
Net financial expenses | (6,495) | ||||
Exchange differences and non-hedge | (159) | ||||
accounting instruments | |||||
Profit (loss) before tax | 26,292 | ||||
Tax | (8,555) | ||||
Net profit (loss) | 17,737 | ||||
Profit (loss) of minority interests | (11) | ||||
Net profit (loss) attributable to the Group | 17,748 | ||||
(€ thousands) | First quarter 2019 - Only recurring operations | ||||
EMEA | Americas | Asia Pacific | Corporate | Total | |
Revenues from sales and services | 283,763 | 63,102 | 44,415 | 693 | 391,973 |
Gross operating profit (loss) (EBITDA) | 61,876 | 12,717 | 13,967 | (9,618) | 78,942 |
Operating profit (loss) before the | |||||
depreciation and amortization of PPA | 33,819 | 10,606 | 9,871 | (11,635) | 42,661 |
related assets (EBITA) | |||||
Operating profit (loss) (EBIT) | 27,251 | 10,345 | 8,401 | (11,698) | 34,299 |
Profit (loss) before tax | 27,717 | ||||
Net profit (loss) attributable to the Group | 18,810 | ||||
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Revenues from sales and services
(€ thousands) | First quarter 2020 | First quarter 2019 | Change | Change % | ||
Revenues from sales and | 363,476 | 391,973 | (28,497) | -7.3% | ||
services | ||||||
Consolidated revenues from sales and services amounted to €363,476 thousand in the first three months of 2020, down €28,497 thousand (-7.3%) against the comparison period. This decline is attributable entirely to the Covid-19 outbreak, which started in China at the end of January, and then spread to Italy in March, followed by the other markets in which the Group operates. The containment measures put into place by the governmental authorities, which refer mainly to social distancing and mandatory closure of stores in countries like China, India and New Zealand, resulted in a decided decrease in store hours and, consequently, commercial activity which caused revenues to fall considerably in March. The quarter, therefore, closed with organic growth that was negative for €37,244 thousand (-9.5%), while at the end of February it was 7.4% higher than in the first two months of 2019. The contribution of acquisitions was positive for €8,945 thousand (+2.3%), net of the disposal of Makstone (Turkey) completed in the fourth quarter of 2019, driven by the bolt-on acquisitions made in France and Germany and the Attune Hearing Pty Ltd acquisition (Australia). The foreign exchange differences had a negative impact of €198 thousand (-0.1%).
The following table shows the breakdown of revenues from sales and services by segment.
Change % | ||||||||||||
in local | ||||||||||||
(€ thousands) | Q1 2020 | % on Total | Q1 2019 | % on Total | Change | Change % | Exchange diff. | currency | ||||
EMEA | 258,266 | 71.1% | 283,763 | 72.4% | (25,497) | -9.0% | 1,103 | -9.4% | ||||
Americas | 64,355 | 17.7% | 63,102 | 16.1% | 1,253 | 2.0% | 448 | 1.3% | ||||
Asia Pacific | 40,855 | 11.2% | 44,415 | 11.3% | (3,560) | -8.0% | (1,749) | -4.1% | ||||
Corporate | - | 0.0% | 693 | 0.2% | (693) | -100.0% | - | -100.0% | ||||
Total | 363,476 | 100.0% | 391,973 | 100.0% | (28,497) | -7.3% | (198) | -7.2% | ||||
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Europe, Middle East and Africa
(€ thousands) | First quarter 2020 | First quarter 2019 | Change | Change % | ||
Revenues from sales and | 258,266 | 283,763 | (25,497) | -9.0% | ||
services | ||||||
Revenues from sales and services amounted to €258,266 thousand in the first three months of 2020, down €25,497 thousand (-9.0%) against the comparison period. The decline is attributable entirely to Covid-19 which, in this area, had already begun to spread at the end of February. The quarter closed with organic growth that was negative for €32,384 thousand (- 11.4%), while at the end of February it was 7.5% higher than in the first two months of 2019. The contribution of acquisitions, made mainly in France and Germany and net of the disposal of Makstone (Turkey) completed in the fourth quarter of 2019, was positive for €5,784 thousand (+2.0%). The foreign exchange differences had a positive impact of €1,103 thousand (+0.4%) due to the strengthening of the Swiss Franc and the British Pound against the Euro.
Italy, Spain and France were affected the most by the pandemic as the shelter-in-place measures were enacted first and were also more restrictive compared to countries like Germany, the Netherlands, Switzerland, Belgium and Luxembourg where the impact was more contained, at least in March.
Americas
(€ thousands) | First quarter 2020 | First quarter 2019 | Change | Change % | ||
Revenues from sales and | 64,355 | 63,102 | 1,253 | 2.0% | ||
services | ||||||
Revenues from sales and services amounted to €64,355 thousand in the first three months of 2020, an increase, despite Covid-19 restrictions, of €1,253 thousand (+2.0%) against the comparison period. The quarter closed with organic growth of €412 thousand (+0.7%), while at the end of February an increase of +15.3% against the first two months of 2019 was recorded. The contribution of acquisitions, mainly in Canada, was positive for €393 thousand (+0.6%). The foreign exchange differences had a positive impact of €448 thousand (+0.7%) due to the strengthening of the USD against the Euro.
Despite the negative impact of Covid-19 in the second half of March, the United State reported revenue growth of +1.3% thanks to the solid performances of Miracle-Ear and AHHC recorded up until this time.Canada benefitted from the contribution of acquisitions, while double-digit growth was recorded in Latin America as the Covid outbreak only started to affect sales in the latter part of March resulting in the mandatory closure of points of sale in Ecuador, Argentina
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and a few zones in Chile, while the closures in Columbia were voluntary given the lack of customer traffic.
Asia Pacific
(€ thousands) | First quarter 2020 | First quarter 2019 | Change | Change % | ||
Revenues from sales and | 40,855 | 44,415 | (3,560) | -8.0% | ||
services | ||||||
Revenues from sales and services amounted to €40,855 thousand in the first three months of year, down €3,560 thousand (-8.0%) against the comparison period explained primarily by Covid-19. The quarter closed with organic growth that was negative for €4,579 thousand (- 10.3%), noticeably higher than the drop of 2.5% recorded in the first two months of 2019. Acquisitions made a positive contribution of €2,768 thousand (+6.2%) thanks to the Attune Hearing Pty Ltd acquisition completed in the first part of February. The foreign exchange differences were negative for €1,749 thousand (-3.9%).
Revenues in local currency fell by -4.1%. In Australia the negative performance is attributable to the bushfires, which continued throughout January and were only definitively extinguished at the beginning of March, as well as the Covid-19 containment measures enacted at the end of the quarter which were less stringent than in other markets. The containment ordinances in New Zealand, China and India resulted in the closure of all the network stores, albeit at different times.
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Gross operating profit (EBITDA)
(€ thousands) | First quarter 2020 | First quarter 2019 | ||||
Recurring | Non-recurring | Total | Recurring | Non-recurring | Total | |
Gross operating profit (EBITDA) | 64,855 | - | 64,855 | 78,942 | (1,425) | 77,517 |
Gross operating profit (EBITDA) amounted to €64,855 thousand in the first three months of 2020, a drop of €12,662 thousand (-16.3%) with respect to the comparison period. The impact of the positive exchange differences was immaterial (€9 thousand). This decrease reflects the lower absorption of fixed costs attributable to the decline in revenues caused by the Covid-19 outbreak and the costs associated directly with the crisis which totaled roughly €1.3 million.
The EBITDA margin was -2.0 p.p. lower than in the comparison period, coming in at 17.8%.
No non-recurring expenses were incurred in the reporting period, while non-recurring expenses relating to the GAES integration of €1,425 thousand were incurred in the prior year. Net of this item, EBITDA was down €14,087 thousand (-17.8%) in the first three months of the year, with an EBITDA margin that was -2.3 p.p. lower than in the first three months of 2019.
The following table shows a breakdown of EBITDA by segment.
Q1 2020 | EBITDA | Q1 2019 | EBITDA | Change | Change % | |||||
(€ thousands) | Margin | Margin | ||||||||
EMEA | 50,521 | 19.6% | 60,451 | 21.3% | (9,930) | -16.4% | ||||
Americas | 11,876 | 18.5% | 12,717 | 20.2% | (841) | -6.6% | ||||
Asia Pacific | 10,110 | 24.7% | 13,967 | 31.4% | (3,857) | -27.6% | ||||
Corporate (*) | (7,652) | -2.1% | (9,618) | -2.5% | 1,966 | 20.4% | ||||
Total | 64,855 | 17.8% | 77,517 | 19.8% | (12,662) | -16.3% | ||||
The table below shows the breakdown of the EBITDA by segment with reference to the recurring operations.
Q1 2020 | EBITDA | Q1 2019 | EBITDA | Change | Change % | |||||
(€ thousands) | Margin | Margin | ||||||||
EMEA | 50,521 | 19.6% | 61,876 | 21.8% | (11,355) | -18.4% | ||||
Americas | 11,876 | 18.5% | 12,717 | 20.2% | (841) | -6.6% | ||||
Asia Pacific | 10,110 | 24.7% | 13,967 | 31.4% | (3,857) | -27.6% | ||||
Corporate (*) | (7,652) | -2.1% | (9,618) | -2.5% | 1,966 | 20.4% | ||||
Total | 64,855 | 17.8% | 78,942 | 20.1% | (14,087) | -17.8% | ||||
(*) Centralized costs are shown as a percentage of the Group's total sales.
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Europe, Middle East and Africa
Gross operating profit (EBITDA) amounted to €50,521 thousand in the first three months of the year, a decrease of €9,930 thousand (-16.4%) against the comparison period explained by the drop in revenues, resulting in lower absorption of fixed costs, and the costs associated directly with the health crisis of €1.1 million. The foreign exchange differences had a positive impact of €278 thousand.
The EBITDA margin came to 19.6%, a decrease of -1.7 p.p. compared to the first quarter of 2019.
Non-recurring expenses relating to the GAES integration of €1,425 thousand were incurred in the comparison period. Net of this item, EBITDA was down €11,355 thousand (-18.4%) in the first three months of the year, with an EBITDA margin that was -2.2 p.p. lower than in the first three months of 2019.
Americas
Gross operating profit (EBITDA) amounted to €11,876 thousand in the first three months of the year, a decrease of €841 thousand (-6.6%) with respect to the comparison period attributable to the slowdown in revenue growth and the costs directly associated with the health crisis of €0.1 million. The decline was mitigated by a positive foreign exchange difference of €206 thousand. The EBITDA margin came to 18.5%, a decrease of -1.7 p.p. compared to the first three months of 2019.
Asia Pacific
Gross operating profit (EBITDA) amounted to €10,110 thousand in the first three months of the year, a decrease of €3,857 thousand (-27.6%) with respect to the comparison period explained by the drop in revenues, resulting in lower absorption of fixed costs, and the costs associated directly with the health crisis of €0.1 million. The result also reflects negative exchange differences of €476 thousand. The EBITDA margin came to 24.7%, -6.7 p.p lower than in the first three months of 2019.
Corporate
The net cost of centralized Corporate functions (corporate bodies, general management, business development, procurement, treasury, legal affairs, human resources, IT systems, global marketing and internal audit) which do not qualify as operating segments under IFRS 8 amounted to €7,652 thousand in the first three months of 2020 (2.1% of the revenues generated by the Group's sales and services), a decrease of €1,966 thousand with respect to the same period of the prior year. The figure also reflects the revised estimated cost of the company management incentive plans due to the decline in the number of assignable rights given the impact that the health crisis will have on the Group's results.
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Operating profit (EBIT)
(€ thousands) | First quarter 2020 | First quarter 2019 | |||||||||
Recurring | Non-recurring | Total | Recurring | Non- | Total | ||||||
recurring | |||||||||||
Operating profit (EBIT) | 14,490 | - | 14,490 | 34,299 | (1,425) | 32,874 | |||||
Operating profit (EBIT) amounted to €14,490 thousand in the first three months of 2020, a decrease of €18,384 thousand (-55.9%) with respect to the comparison period, offset slightly by the positive foreign exchange differences of €159 thousand.
The EBIT margin came to 4.0%, a decrease of -4.4 p.p. against the comparison period.
No non-recurring expenses were incurred in the reporting period while in the first quarter of 2019 EBIT was impacted by the same non-recurring costs of €1,425 thousand commented on in the section relating to EBITDA. Net of this item EBIT would have come to €19,809 thousand (- 57.8%), with an EBIT margin that was -4.8 p.p. lower than in the comparison period.
With respect to the gross operating profit (EBITDA), EBIT was also influenced by higher depreciation and amortization as a result of the opening of new stores, investments in IT systems, as well as higher amortization for right-of-use assets.
The following table shows a breakdown of EBIT by segment.
Q1 2020 | EBITDA | Q1 2019 | EBITDA | Change | Change % | |||||
(€ thousands) | Margin | Margin | ||||||||
EMEA | 12,786 | 5.0% | 25,826 | 9.1% | (13,040) | -50.5% | ||||
Americas | 8,618 | 13.4% | 10,345 | 16.4% | (1,727) | -16.7% | ||||
Asia Pacific | 3,056 | 7.5% | 8,401 | 18.9% | (5,345) | -63.6% | ||||
Corporate (*) | (9,970) | -2.7% | (11,698) | -3.0% | 1,728 | 14.8% | ||||
Total | 14,490 | 4.0% | 32,874 | 8.4% | (18,384) | -55.9% | ||||
The following table shows the breakdown of EBIT by segment with reference to the recurring transactions:
Q1 2020 | EBITDA | Q1 2019 | EBITDA | Change | Change % | |||||
(€ thousands) | Margin | Margin | ||||||||
EMEA | 12,786 | 5.0% | 27,251 | 9.6% | (14,465) | -53.1% | ||||
Americas | 8,618 | 13.4% | 10,345 | 16.4% | (1,727) | -16.7% | ||||
Asia Pacific | 3,056 | 7.5% | 8,401 | 18.9% | (5,345) | -63.6% | ||||
Corporate (*) | (9,970) | -2.7% | (11,698) | -3.0% | 1,728 | 14.8% | ||||
Total | 14,490 | 4.0% | 34,299 | 8.8% | (19,809) | -57.8% | ||||
(*) Centralized costs are shown as a percentage of the Group's total sales.
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Europe, Middle East and Africa
In the first three months of 2020 operating profit (EBIT) amounted to €12,786 thousand, a decrease of €13,040 thousand (-50.5%), including the positive foreign exchange differences of €154 thousand. The EBIT margin came to 5.0% (-4.1 p.p. against the first three months of 2019).
In the comparison period EBIT was impacted by the same non-recurring costs of €1,425 thousand commented on in the section relating to EBITDA. Net of this item EBIT would have come to €14,465 thousand (-53.1%), with an EBIT margin that was -4.6 p.p. lower than in the comparison period.
Americas
In the first three months of 2020 operating profit (EBIT) benefitted from positive foreign exchange differences of €260 thousand but fell €1,727 thousand (-16.7%) against the comparison period to €8,618 thousand. The EBIT margin came to 13.4%, down -3.0 p.p. against the first quarter of 2019.
Asia Pacific
In the first three months of 2020 operating profit (EBIT) fell €5,345 thousand (-63.6%) to €3,056 thousand due also to the negative foreign exchange differences of €257 thousand. The EBIT margin came to 7.5%, a decrease of -11.4 p.p. compared to the first quarter of 2019.
Corporate
The net costs of centralized Corporate functions at the EBIT level amounted to €9,970 thousand in the first three months of 2020 (2.7% of the revenues generated by the Group's sales and services), a decrease of €1,728 thousand with respect to the comparison period.
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Profit before tax
(€ thousands) | First quarter 2020 | First quarter 2019 | ||||
Recurring | Non-recurring | Total | Recurring | Non-recurring | Total | |
Profit before tax | 7,499 | - | 7,499 | 27,717 | (1,425) | 26,292 |
Profit before tax amounted to €7,499 thousand in the first three months of 2020, a drop of €18,793 thousand (-71.5%) with respect to the comparison period which reflects the decrease in EBIT described above net of the slight increase in financial expenses stemming from the increase in gross debt following the Eurobond issued in mid-February. The gross profit margin came to 2.1% (-4.6 p.p. against the comparison period).
The result for first quarter 2019 was impacted by the same non-recurring costs of €1,425 thousand commented on in the section relating to EBITDA. Net of this item profit before tax would have been €20,218 thousand lower (-72.9%), while the gross profit margin would have been down by -5.0 p.p. against the comparison period.
Group net profit
(€ thousands) | First quarter 2020 | First quarter 2019 | |||||||||
Recurring | Non-recurring | Total | Recurring | Non- | Total | ||||||
recurring | |||||||||||
Group net profit | 5,143 | - | 5,143 | 18,810 | (1,062) | 17,748 | |||||
The Group's net profit came to €5,143 thousand in the first three months of 2020, down €12,605 thousand (-71.0%) against the comparison period, with a profit margin of 1.4% (-3.1 p.p. compared to the comparison period).
The result posted in the comparison period was impacted for €1,062 thousand by the same non-recurring costs commented on in the section relating to EBITDA, net of the tax effect. The decrease in recurring net profit reached €16,667 thousand (-72.7%), with a profit margin that was down -3.4 p.p. compared to the comparison period. This decrease is largely in line with the profit before tax commented on above. The period tax rate was 32.4% compared to 32.5% in the comparison period.
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BALANCE SHEET REVIEW
Consolidated balance sheet by geographical area (*)
(€ thousands) | 03/31/2020 | ||||||||||
EMEA | Americas | Asia Pacific | Eliminations | Total | |||||||
Goodwill | 848,693 | 124,421 | 248,761 | - | 1,221,875 | ||||||
Non-competition agreements, trademarks, | |||||||||||
221,939 | 9,613 | 36,685 | - | 268,237 | |||||||
customer lists and lease rights | |||||||||||
Software, licenses, other intangible fixed | |||||||||||
assets, fixed assets in progress and | 69,668 | 20,352 | 8,215 | - | 98,235 | ||||||
advances | |||||||||||
Tangible assets | 156,322 | 9,730 | 26,481 | - | 192,533 | ||||||
Right-of-use assets | 362,673 | 17,249 | 37,375 | - | 417,297 | ||||||
Financial fixed assets | 4,353 | 34,238 | - | - | 38,591 | ||||||
Other non-current financial assets | 29,779 | 416 | 1,078 | - | 31,273 | ||||||
Non-current assets | 1,693,427 | 216,019 | 358,595 | - | 2,268,041 | ||||||
Inventories | 62,377 | 4,368 | 4,128 | - | 70,873 | ||||||
Trade receivables | 111,753 | 41,383 | 15,333 | (15,254) | 153,215 | ||||||
Other receivables | 70,222 | 7,745 | 8,586 | (7) | 86,546 | ||||||
Current assets (A) | 244,352 | 53,496 | 28,047 | (15,261) | 310,634 | ||||||
Operating assets | 1,937,779 | 269,515 | 386,642 | (15,261) | 2,578,675 | ||||||
Trade payables | (142,220) | (43,387) | (19,229) | 15,254 | (189,582) | ||||||
Other payables | (234,479) | (14,637) | (21,238) | 7 | (270,347) | ||||||
Provisions for risks and charges (current | |||||||||||
(4,162) | (538) | - | - | (4,700) | |||||||
portion) | |||||||||||
Current liabilities (B) | (380,861) | (58,562) | (40,467) | 15,261 | (464,629) | ||||||
Net working capital (A) - (B) | (136,509) | (5,066) | (12,420) | - | (153,995) | ||||||
Derivative instruments | (3,726) | - | - | - | (3,726) | ||||||
Deferred tax assets | 72,953 | 682 | 5,139 | - | 78,774 | ||||||
Deferred tax liabilities | (70,607) | (18,869) | (10,746) | - | (100,222) | ||||||
Provisions for risks and charges (non- | |||||||||||
(15,990) | (26,404) | (751) | - | (43,145) | |||||||
current portion) | |||||||||||
Liabilities for employees' benefits (non- | (24,222) | (129) | (412) | - | (24,763) | ||||||
current portion) | |||||||||||
Loan fees | 6,655 | - | - | - | 6,655 | ||||||
Other non-current liabilities | (131,870) | (8,617) | (2,047) | - | (142,534) | ||||||
NET INVESTED CAPITAL | 1,390,111 | 157,616 | 337,358 | - | 1,885,085 | ||||||
Group net equity | 665,319 | ||||||||||
Minority interests | 950 | ||||||||||
Total net equity | 666,269 | ||||||||||
Net medium and long-term financial | |||||||||||
838,944 | |||||||||||
indebtedness | |||||||||||
Net short-term financial indebtedness | (48,200) | ||||||||||
Total net financial indebtedness | 790,744 | ||||||||||
Lease liabilities | 428,072 | ||||||||||
Total lease liabilities & net financial | |||||||||||
indebtedness | 1,218,816 | ||
NET EQUITY, LEASE LIABILITIES AND NET | 1,885,085 | ||
FINANCIAL INDEBTEDNESS | |||
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- The balance sheet items are analyzed by the Chief Executive Officer and the Top Management by geographical area without separation of the Corporate structures that are natively included in EMEA.
(€ thousands) | 12/31/2019 | ||||
EMEA | Americas | Asia Pacific | Eliminations | Total | |
Goodwill | 839,802 | 126,418 | 249,291 | - | 1,215,511 |
Non-competition agreements, trademarks, | 224,288 | 10,189 | 35,830 | - | 270,307 |
customer lists and lease rights | |||||
Software, licenses, other intangible fixed | |||||
assets, fixed assets in progress and | 67,386 | 20,068 | 9,747 | - | 97,201 |
advances | |||||
Tangible assets | 158,390 | 10,450 | 27,739 | - | 196,579 |
Right-of-use assets | 361,739 | 18,300 | 38,390 | - | 418,429 |
Financial fixed assets | 3,797 | 41,090 | - | 44,887 | |
Other non-current financial assets | 30,833 | 389 | 1,060 | - | 32,282 |
Non-current assets | 1,686,235 | 226,904 | 362,057 | - | 2,275,196 |
Inventories | 55,834 | 4,433 | 4,325 | - | 64,592 |
Trade receivables | 156,933 | 44,125 | 19,179 | (15,018) | 205,219 |
Other receivables | 64,690 | 6,811 | 7,631 | (3,134) | 75,998 |
Current assets (A) | 277,457 | 55,369 | 31,135 | (18,152) | 345,809 |
Operating assets | 1,963,692 | 282,273 | 393,192 | (18,152) | 2,621,005 |
Trade payables | (127,909) | (40,928) | (23,571) | 15,018 | (177,390) |
Other payables | (247,315) | (18,056) | (22,590) | 3,134 | (284,827) |
Provisions for risks and charges (current | (3,650) | (592) | - | (4,242) | |
portion) | |||||
Current liabilities (B) | (378,874) | (59,576) | (46,161) | 18,152 | (466,459) |
Net working capital (A) - (B) | (101,417) | (4,207) | (15,026) | - | (120,650) |
Derivative instruments | (8,763) | - | - | - | (8,763) |
Deferred tax assets | 73,434 | 3,400 | 4,593 | - | 81,427 |
Deferred tax liabilities | (70,398) | (21,265) | (10,448) | - | (102,111) |
Provisions for risks and charges (non- | (17,620) | (32,406) | (264) | - | (50,290) |
current portion) | |||||
Liabilities for employees' benefits (non- | (24,143) | (130) | (1,008) | - | (25,281) |
current portion) | |||||
Loan fees | 1,611 | - | - | - | 1,611 |
Other non-current liabilities | (133,005) | (8,714) | (1,982) | - | (143,701) |
NET INVESTED CAPITAL | 1,405,934 | 163,582 | 337,922 | - | 1,907,438 |
Group net equity | 695,031 | ||||
Minority interests | 1,084 | ||||
Total net equity | 696,115 | ||||
Net medium and long-term financial | 752,648 | ||||
indebtedness | |||||
Net short-term financial indebtedness | 34,050 | ||||
Total net financial indebtedness | 786,698 | ||||
Lease liabilities
Total lease liabilities & net financial indebtedness
NET EQUITY, LEASE LIABILITIES AND NET FINANCIAL INDEBTEDNESS
424,625
1,211,323
1,907,438
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Interim Financial Report as at 31 March 2020 > Interim Management Report
Non-current assets
Non-current assets amounted to €2,268,041 thousand at 31 March 2020, a decrease of €7,155 thousand against the €2,275,196 thousand recorded at 31 December 2019.
The changes in the period are explained (i) for €17,803 thousand by capital expenditure; (ii) for €22,557 thousand by right-of-use assets; (iii) for €54,013 thousand by acquisitions; (iv) for €50,365 thousand by depreciation, amortization and impairment which includes the amortization of the above right-of-use assets; (v) for €51,163 thousand by other net decreases relating primarily to foreign exchange losses.
The following table shows the breakdown of non-current assets by geographical region:
(€ thousands) | 03/31/2020 | 12/31/2019 | Change | |||
Goodwill | 848,693 | 839,802 | 8,891 | |||
Non-competition agreements, trademarks, customer lists and lease | ||||||
221,939 | 224,288 | (2,349) | ||||
rights | ||||||
Software, licenses, other intangible fixed assets, fixed assets in | ||||||
69,668 | 67,386 | 2,282 | ||||
progress and advances | ||||||
EMEA | Tangible assets | 156,322 | 158,390 | (2,068) | ||
Right-of-use assets | 362,673 | 361,739 | 934 | |||
Financial fixed assets | 4,353 | 3,797 | 556 | |||
Other non-current financial assets | 29,779 | 30,833 | (1,054) | |||
Non-current assets | 1,693,427 | 1,686,235 | 7,192 | |||
Goodwill | 124,421 | 126,418 | (1,997) | |||
Non-competition agreements, trademarks, customer lists and lease | ||||||
9,613 | 10,189 | (576) | ||||
rights | ||||||
Software, licenses, other intangible fixed assets, fixed assets in | ||||||
20,352 | 20,068 | 284 | ||||
progress and advances | ||||||
Americas | Tangible assets | 9,730 | 10,450 | (720) | ||
Right-of-use assets | 17,249 | 18,300 | (1,051) | |||
Financial fixed assets | 34,236 | 41,090 | (6,854) | |||
Other non-current financial assets | 418 | 389 | 29 | |||
Non-current assets | 216,019 | 226,904 | (10,885) | |||
Goodwill | 248,761 | 249,291 | (530) | |||
Non-competition agreements, trademarks, customer lists and lease | ||||||
36,685 | 35,830 | 855 | ||||
rights | ||||||
Software, licenses, other intangible fixed assets, fixed assets in | ||||||
8,215 | 9,747 | (1,532) | ||||
progress and advances | ||||||
Asia Pacific | Tangible assets | 26,481 | 27,739 | (1,258) | ||
Right-of-use assets | 37,375 | 38,390 | (1,015) | |||
Financial fixed assets | - | - | - | |||
Other non-current financial assets | 1,078 | 1,060 | 18 | |||
Non-current assets | 358,595 | 362,057 | (3,462) | |||
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Interim Financial Report as at 31 March 2020 > Interim Management Report
Europe, Middle East and Africa
Non-current assets amounted to €1,693,427 thousand at 31 March 2020, an increase of €7,192 thousand against the €1,686,235 thousand recorded at 31 December 2019.
The increase is explained:
- for €13,939 thousand, by acquisitions;
- for €7,289 thousand, by investments in plant, property and equipment, relating primarily to the opening of new and renewal of existing stores;
- for €6,833 thousand, by investments in intangible assets, relating primarily to further improvements of the CRM systems, digital marketing and a new business transformation system for back office functions (Human Resources, Procurement, Administration and Finance);
- for €20,958 thousand, by right-of-use assets;
- for €40,053 thousand, by amortization, depreciation and impairment which includes the amortization and depreciation of the right-of-use assets referred to above;
- for €1,774 thousand, by other net decreases.
Americas
Non-current assets amounted to €216,019 thousand at 31 March 2020, a decrease of €10,885 thousand against the €226,904 thousand recorded at 31 December 2019.
The decrease is explained:
- for €258 thousand, by investments in plant, property and equipment;
- for €1,789 thousand, by investments in intangible assets;
- for €736 thousand, by right-of-use assets;
- for €110 thousand, by acquisitions;
- for €3,258 thousand, by amortization and depreciation which includes the amortization and depreciation of the right-of-use assets referred to above;
- for €10,520 thousand, by other net decreases relating primarily to foreign exchange losses.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
Asia Pacific
Non-current assets amounted to €358,595 thousand at 31 March 2020, a decrease of €3,462 thousand against the €362,057 thousand recorded at 31 December 2019.
The decrease is explained:
- for €1,530 thousand, by investments in plant, property and equipment;
- for €104 thousand, by investments in intangible assets;
- for €863 thousand, by right-of-use assets;
- for €7,054 thousand, by amortization and depreciation which includes the amortization and depreciation of the right-of-use assets referred to above;
- for €39,964 thousand, by acquisitions;
- for €38,869 thousand, by other net decreases relating primarily to foreign exchange losses.
Net invested capital
Net invested capital came to €1,885,085 thousand at 31 March 2020, a decrease of €22,353 thousand against the €1,907,438 thousand recorded at 31 December 2019.
This decrease is attributable to the change in non-current assets described above and to the worsening in working capital.
The following table shows the breakdown of net invested capital by geographical area.
(€ thousands) | 03/31/2020 | 12/31/2019 | Change |
EMEA | 1,390,111 | 1,405,934 | (15,823) |
Americas | 157,616 | 163,582 | (5,966) |
Asia Pacific | 337,358 | 337,922 | (564) |
Total | 1,885,085 | 1,907,438 | (22,353) |
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Interim Financial Report as at 31 March 2020 > Interim Management Report
Europe, Middle East and Africa
Net invested capital came to €1,390,111 thousand at 31 March 2020, a decrease of €15,823 thousand against the €1,405,934 thousand recorded at 31 December 2019.
This decrease is attributable to the change in non-current assets described above and to the worsening in working capital.
Factoring without recourse in the period involved trade receivables with a face value of €18,905 thousand (€18,738 thousand in the same period of the prior year).
Americas
Net invested capital came to €157,616 thousand at 31 March 2020, a decrease of €5,966 thousand against the €163,582 thousand recorded at 31 December 2019.
This decrease is attributable to the change in non-current assets described above partially offset by the decrease of medium-long term liabilities and of deferred taxes.
Asia Pacific
Net invested capital came to €337,358 thousand at 31 March 2020, a decrease of €564 thousand against the €337,922 thousand recorded at 31 December 2019.
The decrease is attributable to the change in non-current assets described largely offset by the positive change in working capital.
34
Interim Financial Report as at 31 March 2020 > Interim Management Report
Net Financial Position
(€ thousands) | 03/31/2020 | 12/31/2019 | Change |
Net medium and long-term financial indebtedness | 838,944 | 752,648 | 86,296 |
Net short-term financial indebtedness | 223,932 | 172,421 | 51,511 |
Cash and cash equivalents | (272,132) | (138,371) | (133,761) |
Net financial indebtedness | 790,744 | 786,698 | 4,046 |
Group net equity | 665,319 | 695,031 | (29,712) |
Minority interests | 950 | 1,084 | (134) |
Net Equity | 666,269 | 696,115 | (29,846) |
Financial indebtedness/Group net equity | 1.19 | 1.13 | |
Financial indebtedness/net equity | 1.19 | 1.13 | |
Financial indebtedness/EBITDA | 1.99 | 1.90 | |
Net financial indebtedness, excluding lease liabilities, amounted to €790,744 thousand at 31 March 2020 reporting an increase of €4,046 thousand with respect to the amount at 31 December 2019.
The ability of ordinary operations to generate excellent cash flow was confirmed with free cash flow coming in at a positive €44,179 thousand (€16,241 thousand in the first three months of the prior year) after absorbing capital expenditure of €16,473 thousand (€18,601 thousand in the first quarter of 2019) and made it possible to sustain the net cash-outs made in the period for acquisitions (€41,745 thousand).
At 31 March 2020 the Group's total financial indebtedness, excluding lease liabilities, amounted to €790,744 thousand net of cash and cash equivalents totaling €272,132 thousand.
Long-term debt amounts to €838,944 thousand, €18,155 thousand of which reflects the long- term portion of deferred payments for acquisitions. The increase of €86,296 thousand is attributable to the issue of a €350,000 thousand bond (Eurobond 2020-2027) which made it possible to noticeably extend the average debt maturity and was used largely to repay a portion of the syndicated loan used for the GAES acquisition (€265,000 thousand).
Short-term debt amounts to €223,932 thousand, reporting an increase of €51,511 thousand with respect to the amount at 31 December 2019.
In addition to the hot money (140,000 thousand), drawn on in light of the Covid-19 health crisis to ensure that the company has a liquidity reserve, the short-term portion of debt includes the short-term portion of the syndicated loan used to finance the GAES acquisition (of which €39,750 thousand was repaid in April with the proceeds of the Eurobond issue), the short-term portion of the private placement (€18,255 thousand), the short-term portion of other long- term bank loans (€6,666 thousand), interest payable on bank loans and the private placement (€2,972 thousand) and the best estimate of the deferred payments for acquisitions (€10,672 thousand).
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Interim Financial Report as at 31 March 2020 > Interim Management Report
The chart below shows debt maturities comparing them with the available cash and cash equivalents of €272.132 million and the unutilized portions of irrevocable credit lines which amount to €195 million. The others available credit lines amount to €102.8 million.
Debt Maturity & Cash Equivalents at 03.31.2020 | 350,0 | 1.062,9 | |||||||||
(€ million) | |||||||||||
Eurobond | |||||||||||
Other bank loans | |||||||||||
Private placement | 38,8 | ||||||||||
Bilateral revolving committed medium-term lines | 46,6 | ||||||||||
Bank loans for GAES acquisition | 58,3 | 79,5 | |||||||||
Hot money, bank overdraft and accrued interest | |||||||||||
Debt for acquisition and Others | 128,3 | 79,5 | |||||||||
Gross debt | |||||||||||
Cash | 17,3 | ||||||||||
3,3 | 15,5 | 3,3 | 39,8 | ||||||||
39,8 | |||||||||||
0,8 | |||||||||||
150,5 | 0,5 | 1,3 | 0,7 | ||||||||
1,7 | |||||||||||
7,3 | |||||||||||
-272,1
-195,0
In April 2020 the Group further strengthened its financial structure by signing/receiving irrevocable commitments with banks to sign new long-term loan agreements and committed credit lines for a total of €278 million and to extend the maturity of €210 million in existing committed credit lines to 2024 and 2025.
Interest expense on financial indebtedness amounted to €3,734 thousand at 31 March 2020, compared to €3,632 thousand at 31 March 2019.
The interest expense on leases accounted for in accordance with IFRS 16 amounted to €2,708 thousand compared to €2,842 thousand at 31 March 2019.
Interest income on bank deposits came to €36 thousand at 31 March 2020, compared to €30 thousand at 31 March 2019.
The reasons for the changes in net financial indebtedness are described in the next section on the statement of cash flows.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
CASH FLOW
The reclassified statement of cash flows shows the change in net financial indebtedness from the beginning to the end of the period.
Pursuant to IAS 7 the financial statements include a statement of cash flows that shows the change in cash and cash equivalents from the beginning to the end of the period.
(€ thousands) | First quarter 2020 | First quarter 2019 |
OPERATING ACTIVITIES | ||
Net profit (loss) attributable to the Group | 5,143 | 17,748 |
Minority interests | (72) | (11) |
Amortization, depreciation and impairment: | ||
- Intangible fixed assets | 15,204 | 13,610 |
- Tangible fixed assets | 11,656 | 9,839 |
- Right-of-use assets | 23,505 | 21,194 |
Total amortization, depreciation and impairment | 50,365 | 44,643 |
Provisions, other non-monetary items and gain/losses from disposals | 2,420 | 7,760 |
Group's share of the result of associated companies | (23) | (72) |
Financial income and charges | 7,014 | 6,654 |
Current and deferred income taxes | 2,428 | 8,555 |
Change in assets and liabilities: | ||
- Utilization of provisions | (2,748) | (1,150) |
- (Increase) decrease in inventories | (8,406) | (6,903) |
- Decrease (increase) in trade receivables | 51,869 | (757) |
- Increase (decrease) in trade payables | 12,324 | (20,380) |
- Changes in other receivables and other payables | (30,189) | 10,517 |
Total change in assets and liabilities | 22,850 | (18,673) |
Dividends received | - | - |
Net interest charges | (5,863) | (5,733) |
Taxes paid | (3,487) | (6,395) |
Cash flow provided by (used in) operating activities before repayment of lease liabilities | 80,775 | 54,476 |
Repayment of lease liabilities | (20,123) | (19,634) |
Cash flow generated from (absorbed) by operating activities | 60,652 | 34,842 |
INVESTING ACTIVITIES: | ||
Purchase of intangible fixed assets | (8,726) | (5,843) |
Purchase of tangible fixed assets | (9,077) | (13,140) |
Consideration from sale of tangible fixed assets and businesses | 1,330 | 382 |
Cash flow generated from (absorbed) by investing activities | (16,473) | (18,601) |
Cash flow generated from operating and investing activities (Free cash flow) | 44,179 | 16,241 |
Business combinations (*) | (41,745) | (14,364) |
(Purchase) sale of other investments and securities | - | - |
Net cash flow generated from acquisitions | (41,745) | (14,364) |
Cash flow generated from (absorbed) by investing activities | (58,218) | (32,965) |
37
Interim Financial Report as at 31 March 2020 > Interim Management Report
(€ thousands) | First quarter 2020 | First quarter 2019 |
FINANCING ACTIVITIES: | ||
Fees paid on medium/long-term financing | (5,043) | - |
Other non-current assets | 134 | 1,089 |
Cash flow generated from (absorbed) by financing activities | (4,909) | 1,089 |
Changes in net financial indebtedness | (2,475) | 2,966 |
Net financial indebtedness at the beginning of the period | (786,698) | (840,856) |
Effect of discontinued operations on net financial indebtedness | - | - |
Effect of exchange rate fluctuations on net financial indebtedness | (1,571) | (93) |
Changes in net indebtedness | (2,475) | 2,966 |
Net financial indebtedness at the end of the period | (790,744) | (837,983) |
(*) The item refers to the net cash flows used in the acquisition of businesses and equity investments.
The change in net financial debt of €2,475 thousand is attributable to:
- Investing activities:
-
capital expenditure on property, plant and equipment and intangible assets of €17,803 thousand relating primarily to the opening, renewal and repositioning of stores consistent with Amplifon's new brand image, CRM systems, digital marketing, as well as a new ERP system for back office functions (Human Resources, Procurement, Administration and Finance);
Beginning, however, in March and in light of the Covid-19 outbreak, capex was limited to property, plant and equipment and intangible assets deemed essential to the Group's operations and which represent roughly 20-25% of the average annual capex; - acquisitions amounting to €41,745 thousand, including the impact of the acquired companies' debt and the best estimate of the earn-out linked to sales and profitability targets payable over the next few years. Acquisitions were also suspended temporarily beginning in March;
- net proceeds from the disposal of assets of €1,330 thousand.
-
capital expenditure on property, plant and equipment and intangible assets of €17,803 thousand relating primarily to the opening, renewal and repositioning of stores consistent with Amplifon's new brand image, CRM systems, digital marketing, as well as a new ERP system for back office functions (Human Resources, Procurement, Administration and Finance);
- Operating activities:
- interest expense on financial indebtedness and other net financial expenses of €5,863 thousand;
- payment of taxes amounting to €3,487 thousand;
- payment of principle on lease obligations of €20,123 thousand;
- cash flow generated by operations of €90,125 thousand.
- Financing activities which show a negative balance of €4,909 thousand, attributable mainly to the payment of fees relating to a bond issue (Eurobond 2020-2027).
Net debt was also impacted by negative foreign exchange differences of €1,571 thousand. During the first quarter of 2020 the cash flow has been negatively impacted by non-recurring transactions related to the GAES integration costs occurred during 2019 for €777 thousand.
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Interim Financial Report as at 31 March 2020 > Interim Management Report
ACQUISITION OF COMPANIES AND BUSINESSES
Prior to the temporary suspension of acquisitions beginning in March in order to protect cash flow from the financial impact of the Covid-19 outbreak, the Group's external growth had continued. In the first three months of 2020, 75 points of sale were acquired for a total investment of €41,745 thousand, including the debt consolidated and the best estimate of the earn-out linked to sales and profitability targets payable over the next few years.
More in detail during the first three months of 2020:
- 5 points of sale were acquired in France;
- 10 points of sale were acquired in Germany;
- 6 points of sale were acquired in Belgium;
- 54 new points of sale were added to the Group as a result of the acquisition of Attune Hearing Pty Ltd in Australia.
COVID-19 EMERGENCY MEASURES
The Company is monitoring the evolution of the Covid-19 outbreak daily with the utmost attention and promptly implemented an effective plan of action to ensure the health and safety of all its people and customers, as well as limit any financial impact.
Measures taken to protect the Company's stakeholders during the Covid-19 crisis
Since the start of the Covid-19 outbreak, the Company's priority has been the health of its people, while ensuring the complete safety of its customers. Amplifon, therefore, instituted a task force at both a Group and country level in order to coordinate and implement immediately all the preventive measures needed to ensure the health of its employees, customers and other stakeholders, in line with the security measures and recommendations indicated by the governmental authorities in the different countries. These measures include the development and adoption of a new Group-widein-store protocol (use of personal protective equipment by hearing care professionals and client advisers, visits on an appointment-only basis following an in-depth telephone medical consultation in order to assess the customers' health conditions, strict social distancing and hygiene procedures, etc.), smart working practices for back-office personnel and other safety measures.
Measures to mitigate the financial impact of the Covid-19 crisis
Given the negative impact on demand in the hearing care retail market due to the restrictive or even general lockdown measures adopted by the governmental authorities in various countries as a result of the Covid-19 crisis, the Company moved very quickly and decisively to implement
39
Interim Financial Report as at 31 March 2020 > Interim Management Report
a series of measures to limit the effects. More in detail, the Company adopted the following cost cutting measures:
- Labor costs: activation of the social safety nets provided for in the Countries where the Group operates, proportional reduction in variable compensation, voluntary pay cuts by management and a hiring freeze
- Marketing costs: significant reduction of these costs
- Other costs: suspension of all discretionary costs and renegotiation of contracts with several suppliers and landlords.
Furthermore, with a view to safeguarding its net financial position, the Company also temporarily suspended all non-essential capex and M&A cash-outs, as well as, as previously announced and approved during the Shareholders' Meeting held on April 24th, 2020, allocated the year's earnings as retained earnings.
Lastly, as described in the section relating to events subsequent to the close of the quarter, in March the Company began refinancing its credit lines in order to increase the availability of financing and irrevocable credit lines by a total of roughly 300 million euros, as well as extend maturities of the loans and the existing irrevocable credit lines. More in detail, in April:
- new loan agreements were signed for a total of €243 million and new irrevocable credit lines amounting to €15 million, while an additional €20 million in irrevocable credit lines was approved by the banks;
- the maturities of €180 million in existing loans which expired originally in 2021-2022
were extended to 2024-2025 and the extension through 2025 of an additional €30 million in irrevocable credit lines was approved.
Once the refinancing is completed, the average maturity of Amplifon's debt will be around 5 years and the Company will benefit from a strong liquidity position totaling €550 million including cash on balance sheet and undrawn committed revolving facilities.
40
Interim Financial Report as at 31 March 2020 > Interim Management Report
OUTLOOK
Given the current uncertainty as to the duration and intensity of the health and socio- economic, crisis caused by Covid-19, and the timing of a possible waning of the crisis and the consequent return to normalcy, the Company feels that it is still not possible to estimate the impact that the epidemic will have on the current year.
Consequently, the Company thinks it opportune to withdraw the guidance issued in March 2018 and updated subsequently in March 2019 to reflect the GAES acquisition. The Company will provide updates in this regard as visibility of the conditions increases and it becomes possible to make more accurate estimates as to the impact of the Covid-19 outbreak.
As mentioned above, the Company took immediate and effective action to identify and implement a series of measures designed to limit the financial impact of Covid-19 focused on, specifically, strong cost cutting, protection of the net financial position and strengthening the Company's already solid financial profile. The results of these measures, though activated in March, will be realized mainly in the second quarter during which, given the lockdowns adopted in a majority of countries worldwide, we believe the negative effects stemming from Covid-19 will be more intense, even though to what degree is still uncertain given the lack of visibility as to when the crisis might subside and there will be a return to normalcy.
Lastly, despite the negative impact that Covid-19 will have on hearing care market demand in the short-term, the Company still expects to out-perform the market and, above all, is confident that its unique competitive positioning, along with the strong fundamentals of its market, will allow the Company to deliver renewed strong growth over the medium-term.
41
CONDENSED INTERIM CONSOLIDATED FINANCIAL
STATEMENTS AS AT 31 MARCH 2020
Interim Report as at 31 March 2020 > Consolidated Financial Statements
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(€ thousands) | 03/31/2020 | 12/31/2019 | Change | |||
ASSETS | ||||||
Non-current assets | ||||||
Goodwill | Note 2 | 1,221,875 | 1,215,511 | 6,364 | ||
Intangible fixed assets with finite useful life | Note 3 | 366,472 | 367,508 | (1,036) | ||
Tangible fixed assets | Note 4 | 192,533 | 196,579 | (4,046) | ||
Right-of-use assets | Note 5 | 417,297 | 418,429 | (1,132) | ||
Equity-accounted investments | 2,337 | 2,314 | 23 | |||
Hedging instruments | 16,123 | 8,153 | 7,970 | |||
Deferred tax assets | 78,774 | 81,427 | (2,653) | |||
Contract costs | 7,065 | 7,339 | (274) | |||
Other assets | 60,462 | 67,516 | (7,054) | |||
Total non-current assets | 2,362,938 | 2,364,776 | (1,838) | |||
Current assets | ||||||
Inventories | 70,873 | 64,592 | 6,281 | |||
Trade receivables | 153,215 | 205,219 | (52,004) | |||
Contract costs | 4,674 | 4,386 | 288 | |||
Other receivables | 81,812 | 71,553 | 10,259 | |||
Hedging instruments | 2,732 | 2,201 | 531 | |||
Other financial assets | 177 | 240 | (63) | |||
Cash and cash equivalents | 272,132 | 138,371 | 133,761 | |||
Total current assets | 585,615 | 486,562 | 99,053 | |||
TOTAL ASSETS | 2,948,553 | 2,851,338 | 97,215 | |||
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
(€ thousands) | 03/31/2020 | 12/31/2019 | Change | ||
LIABILITIES | |||||
Net Equity | |||||
Share capital | Note 6 | 4,528 | 4,528 | - | |
Share premium reserve | 202,712 | 202,712 | - | ||
Treasury shares | (28,302) | (29,131) | 829 | ||
Other reserves | (59,871) | (24,669) | (35,202) | ||
Retained earnings | 541,109 | 432,925 | 108,184 | ||
Profit (loss) for the period | 5,143 | 108,666 | (103,523) | ||
Group net equity | 665,319 | 695,031 | (29,712) | ||
Minority interests | 950 | 1,084 | (134) | ||
Total net equity | 666,269 | 696,115 | (29,846) | ||
Non-current liabilities | |||||
Medium/long-term financial liabilities | Note 8 | 830,817 | 750,719 | 80,098 | |
Lease liabilities | Note 9 | 328,964 | 343,040 | (14,076) | |
Provisions for risks and charges | 43,145 | 50,290 | (7,145) | ||
Liabilities for employees' benefits | 24,763 | 25,281 | (518) | ||
Hedging instruments | 4,817 | 4,290 | 527 | ||
Deferred tax liabilities | 100,222 | 102,111 | (1,889) | ||
Payables for business acquisitions | 18,155 | 13,527 | 4,628 | ||
Contract liabilities | 133,850 | 135,052 | (1,202) | ||
Other long-term liabilities | 8,685 | 8,649 | 36 | ||
Total non-current liabilities | 1,493,418 | 1,432,959 | 60,459 | ||
Current liabilities | |||||
Trade payables | 189,582 | 177,390 | 12,192 | ||
Payables for business acquisitions | 10,672 | 10,245 | 427 | ||
Contract liabilities | 95,046 | 97,725 | (2,679) | ||
Tax liabilities | 44,523 | 40,334 | 4,189 | ||
Other payables | 130,142 | 146,223 | (16,081) | ||
Hedging instruments | - | 28 | (28) | ||
Provisions for risks and charges | 4,699 | 4,242 | 457 | ||
Liabilities for employees' benefits | 636 | 545 | 91 | ||
Short-term financial liabilities | Nota 8 | 214,458 | 163,947 | 50,511 | |
Lease liabilities | Note 9 | 99,108 | 81,585 | 17,523 | |
Total current liabilities | 788,866 | 722,264 | 66,602 | ||
TOTAL LIABILITIES | 2,948,553 | 2,851,338 | 97,215 | ||
45
Interim Report as at 31 March 2020 > Consolidated Financial Statements
CONSOLIDATED INCOME STATEMENT
(€ thousands) | First quarter 2020 | First quarter 2019 | |||||||||
Non- | Non- | ||||||||||
Recurring | recurring | Total | Recurring | recurring | Total | Change | |||||
Revenues from sales and services | 363,476 | - | 363,476 | 391,973 | - | 391,973 | (28,497) | ||||
Operating costs | (299,902) | - | (299,902) | (313,334) | (1,425) | (314,759) | 14,857 | ||||
Other income and costs | 1,281 | - | 1,281 | 303 | - | 303 | 978 | ||||
Gross operating profit (EBITDA) | 64,855 | - | 64,855 | 78,942 | (1,425) | 77,517 | (12,662) | ||||
Amortization, depreciation and | |||||||||||
impairment | |||||||||||
Amortization of intangible fixed assets | Note 3 | (15,206) | - | (15,206) | (13,610) | - | (13,610) | (1,596) | |||
Depreciation of tangible fixed assets | Note 4 | (11,269) | - | (11,269) | (9,743) | - | (9,743) | (1,526) | |||
Right-of-use depreciation | Note 5 | (23,505) | - | (23,505) | (21,195) | - | (21,195) | (2,309) | |||
Impairment losses and reversals of | |||||||||||
(385) | - | (385) | (95) | - | (95) | (290) | |||||
non-current assets | |||||||||||
(50,365) | - | (50,365) | (44,643) | - | (44,643) | (5,722) | |||||
Operating result | 14,490 | - | 14,490 | 34,299 | (1,425) | 32,874 | (18,384) | ||||
Financial income, expenses and value | |||||||||||
adjustments to financial assets | |||||||||||
Group's share of the result of | |||||||||||
associated companies valued at equity | |||||||||||
23 | - | 23 | 72 | - | 72 | (49) | |||||
and gains/losses on disposals of equity | |||||||||||
investments | |||||||||||
Other income and expenses, | |||||||||||
impairment and revaluations of | - | - | - | - | - | - | - | ||||
financial assets | |||||||||||
Interest income and expenses | (3,697) | - | (3,697) | (3,602) | - | (3,602) | (95) | ||||
Interest expenses on lease liabilities | (2,708) | - | (2,708) | - | - | - | 134 | ||||
Other financial income and expenses | (355) | - | (355) | (2,892) | - | (2,892) | (305) | ||||
Exchange gains and losses | (260) | - | (260) | 185 | - | 185 | (445) | ||||
Gain (loss) on assets accounted at fair | |||||||||||
6 | - | 6 | (345) | - | (345) | 351 | |||||
value | |||||||||||
(6,991) | - | (6,991) | (6,582) | - | (6,582) | (409) | |||||
Profit (loss) before tax | 7,499 | - | 7,499 | 27,717 | (1,425) | 26,292 | (18,793) | ||||
Current and deferred income tax | Note | ||||||||||
10 | |||||||||||
Current tax | (5,249) | - | (5,249) | (11,448) | (363) | (11,085) | 5,836 | ||||
Deferred tax | 2,821 | - | 2,821 | (2,530) | - | (2,530) | 291 | ||||
(2,428) | - | (2,428) | (8,918) | 363 | (8,555) | 6,127 | |||||
Total net profit (loss) | 5,071 | - | 5,071 | 18,799 | (1,062) | 17,737 | (12,666) | ||||
Net profit (loss) attributable to | (72) | - | (72) | (11) | - | (11) | (61) | ||||
Minority interests | |||||||||||
Net profit (loss) attributable to the | 5,143 | - | 5,143 | 18,810 | (1,062) | 17,748 | (12,605) | ||||
Group | |||||||||||
46
Interim Report as at 31 March 2020 > Consolidated Financial Statements
Earnings per share (€ per share) | Note 12 | First quarter 2020 | First quarter 2019 | |||
Earnings per share | ||||||
- | Basic | 0.02305 | 0.08043 | |||
- | Diluted | 0.02272 | 0.07898 | |||
STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME
(€ thousands) | 03/31/2020 | 03/31/2019 | ||
Net income (loss) for the period | 5,071 | 17,737 | ||
Other comprehensive income (loss) that will not be reclassified subsequently to profit or | ||||
loss: | ||||
Remeasurement of defined benefit plans | 691 | 974 | ||
Tax effect on components of other comprehensive income that will not be reclassified | ||||
(218) | (320) | |||
subsequently to profit or loss | ||||
Total other comprehensive income (loss) that will not be reclassified subsequently to profit | 473 | 654 | ||
or loss after the tax effect (A) | ||||
Other comprehensive income (loss) that will be reclassified subsequently to profit or loss | ||||
Gains/(losses) on cash flow hedging instruments | 5,354 | (892) | ||
Gains/(losses) from Foreign Currency Basis Spread on hedging instruments | (64) | 73 | ||
Gains/(losses) on exchange differences from translation of financial statements of foreign | ||||
(38,488) | 10,994 | |||
entities | ||||
Tax effect on components of other comprehensive income that will be reclassified | ||||
(1,270) | 196 | |||
subsequently to profit or loss | ||||
Total other comprehensive income (loss) that will be reclassified subsequently to profit or | (34,468) | 10,371 | ||
loss after the tax effect (B) | ||||
Total other comprehensive income (loss) (A)+(B) | (33,995) | 11,025 | ||
Comprehensive income (loss) for the period | (28,924) | 28,762 | ||
Attributable to the Group | (28,790) | 28,713 | ||
Attributable to Minority interests | (134) | 49 | ||
47
Interim Report as at 31 March 2020 > Consolidated Financial Statements
STATEMENT OF CHANGES IN CONSOLIDATED EQUITY
Stock | ||||||
Share | Share | Legal | Other | Treasury | option | |
(€ thousands) | premium | shares | and stock | |||
capital | reserve | reserves | ||||
reserve | reserve | grant | ||||
reserve | ||||||
Balance at 01/01/2019 | 4,527 | 202,565 | 934 | 3,636 | (50,933) | 34,569 |
Allocation of profit (loss) for 2018 | ||||||
Share capital increase | ||||||
Treasury shares | ||||||
Dividend distribution | ||||||
Notional cost of stock options and stock grants | 3,747 | |||||
Other changes | 482 | (303) | ||||
Total comprehensive income (loss) for the period |
- Hedge accounting
- Actuarial gains (losses)
- Translation differences
- Result of the period 2019
Balance at 03/31/2019 | 4,527 | 202,565 | 934 | 3,636 | (50,451) | 38,013 | ||||||||||||
Stock | ||||||||||||||||||
Share | Share | Legal | Other | Treasury | option | |||||||||||||
(€ thousands) | premium | shares | and stock | |||||||||||||||
capital | reserve | reserves | ||||||||||||||||
reserve | reserve | grant | ||||||||||||||||
reserve | ||||||||||||||||||
Balance at 01/01/2020 | 4,528 | 202,712 | 934 | 3,636 | (29,131) | 34,963 | ||||||||||||
Allocation of profit (loss) for 2019
Share capital increase
Treasury shares
Dividend distribution
Notional cost of stock options and stock grants Other changes
- Stock Grant
- Inflation accounting
- Other changes
Total comprehensive income (loss) for the period
- Hedge accounting
- Actuarial gains (losses)
- Translation differences
- Result of the period 2020
(610) | |
829 | (659) |
829 | (659) |
Balance at 03/31/2020 | 4,528 | 202,712 | 934 | 3,636 | (28,302) | 33,694 | |||||||
48
Interim Report as at 31 March 2020 > Consolidated Financial Statements
Cash flow | Foreign | Total | ||||||
Curr. Basis | Actuarial gains | Retained | Translation | Profit (loss) | Minority | Total net | ||
hedge | Shareholders' | |||||||
Spread | and losses | earnings | differences | for the period | interests | equity | ||
reserve | equity | |||||||
Reserve | ||||||||
(8,012) | - | (7,123) | 362,503 | (48,190) | 100,443 | 594,919 | 1,028 | 595,947 |
100,443 | (100,443) | - | - | |||||
- | - | |||||||
- | - | |||||||
- | - | |||||||
3,747 | 3,747 | |||||||
843 | (843) | (373) | (194) | 86 | (108) | |||
(678) | 55 | 654 | 10,934 | 17,748 | 28,713 | 49 | 28,762 | |
(678) | 55 | (623) | (623) | |||||
654 | 654 | 654 | ||||||
10,934 | 10,934 | 60 | 10,994 | |||||
17,748 | 17,748 | (11) | 17,737 | |||||
(7,847) | (788) | (6,469) | 462,573 | (37,256) | 17,748 | 627,185 | 1,163 | 628,348 |
Cash flow | Foreign | Total | ||||||
Curr. Basis | Actuarial gains | Retained | Translation | Profit (loss) | Minority | Total net | ||
hedge | Shareholders' | |||||||
Spread | and losses | earnings | differences | for the period | interests | equity | ||
reserve | equity | |||||||
Reserve | ||||||||
(5,462) | (748) | (11,048) | 432,925 | (46,944) | 108,666 | 695,031 | 1,084 | 696,115 |
108,666 | (108,666) | - | - | |||||
- | - | |||||||
- | - | |||||||
- | - | |||||||
(610) | (610) | |||||||
(482) | (312) | (312) | ||||||
(170) | - | - | ||||||
- | - | |||||||
(312) | (312) | (312) | ||||||
4,068 | (48) | 473 | - | (38,426) | 5,143 | (28,790) | (134) | (28,924) |
4,068 | (48) | 4,020 | 4,020 | |||||
473 | 473 | 473 | ||||||
(38,426) | (38,426) | (62) | (38,488) | |||||
5,143 | 5,143 | (72) | 5,071 | |||||
(1,394) | (796) | (10,575) | 541,109 | (85,370) | 5,143 | 665,319 | 950 | 666,269 |
49
Interim Report as at 31 March 2020 > Consolidated Financial Statements
STATEMENT OF CONSOLIDATED CASH FLOWS
First quarter | First quarter | |||
(€ thousands) | 2020 | 2019 | ||
OPERATING ACTIVITIES | ||||
Net profit (loss) | 5,071 | 17,737 | ||
Amortization, depreciation and impairment: | ||||
- intangible fixed assets | 15,204 | 13,610 | ||
- tangible fixed assets | 11,656 | 9,839 | ||
- right-of-use assets | 23,505 | 21,194 | ||
- goodwill | - | - | ||
Provisions, other non-monetary items and gain/losses from disposals | 2,420 | 7,760 | ||
Group's share of the result of associated companies | (23) | (72) | ||
Financial income and expenses | 7,014 | 6,654 | ||
Current and deferred taxes | 2,428 | 8,555 | ||
Cash flow from operating activities before change in working capital | 67,275 | 85,277 | ||
Utilization of provisions | (2,748) | (1,150) | ||
(Increase) decrease in inventories | (8,406) | (6,903) | ||
Decrease (increase) in trade receivables | 51,869 | (757) | ||
Increase (decrease) in trade payables | 12,324 | (20,380) | ||
Changes in other receivables and other payables | (30,189) | 10,517 | ||
Total change in assets and liabilities | 22,850 | (18,673) | ||
Dividends received | - | - | ||
Interest received (paid) | (5,264) | (5,344) | ||
Taxes paid | (3,487) | (6,395) | ||
Cash flow generated from (absorbed by) operating activities (A) | 81,374 | 54,865 | ||
INVESTING ACTIVITIES: | ||||
Purchase of intangible fixed assets | (8,726) | (5,843) | ||
Purchase of tangible fixed assets | (9,077) | (13,140) | ||
Consideration from sale of non-current assets | 1,330 | 382 | ||
Cash flow generated from (absorbed by) operating investing activities (B) | (16,473) | (18,601) | ||
Purchase of subsidiaries and business units | (44,519) | (14,633) | ||
Increase (decrease) in payables for business acquisitions | 5,160 | (5,084) | ||
(Purchase) sale of other investments and securities | - | - | ||
Cash flow generated from (absorbed by) acquisition activities (C) | (39,359) | (19,717) | ||
Cash flow generated from (absorbed by) investing activities (B+C) | (55,832) | (38,318) | ||
FINANCING ACTIVITIES: | ||||
Increase (decrease) in financial payables | 132,529 | 3,015 | ||
(Increase) decrease in financial receivables | - | (169) | ||
Derivative instruments and other non-current assets | - | - | ||
Commissions paid for medium/long-term financing | (5,043) | - | ||
Principal portion of lease payments | (20,123) | (19,634) | ||
Other non-current assets and liabilities | 134 | 1,089 | ||
Treasury shares purchase | - | - | ||
Dividends distributed | - | - | ||
Capital increases and minority shareholders' contributions and dividends paid to third | ||||
- | - | |||
parties by subsidiaries | ||||
Cash flow generated from (absorbed by) financing activities (D) | 107,497 | (15,699) | ||
50
Interim Report as at 31 March 2020 > Consolidated Financial Statements
Net increase in cash and cash equivalents (A+B+C+D) | 133,039 | 848 |
First quarter | First quarter | |
(€ thousands) | 2020 | 2019 |
Cash and cash equivalents at beginning of period | 138,371 | 89,915 |
Effect of exchange rate fluctuations on cash & cash equivalents | (2,052) | 745 |
Liquid assets acquired | 2,774 | 269 |
Flows of cash and cash equivalents | 133,039 | 848 |
Cash and cash equivalents at end of period | 272,132 | 91,777 |
Related-party transactions relate to lease of the main office and certain stores, to recharges of maintenance costs and general services of the above-mentioned buildings and to commercial transactions, personnel costs and loans. Such transactions are detailed in Note 14 and do not have a material impact on the Group's financial flows.
SUPPLEMENTARY INFORMATION TO THE STATEMENT OF
CONSOLIDATED CASH FLOWS
The fair values of the assets and liabilities acquired are summarized in the table below:
First quarter | First quarter | |
(€ thousands) | 2020 | 2019 |
- Goodwill | 35,957 | 10,636 |
- Customer lists | 5,477 | 6,749 |
- Trademarks and non-competition agreements | 5,110 | - |
- Other intangible fixed assets | 370 | 62 |
- Tangible fixed assets | 2,200 | 527 |
- Right-of-use assets | 4,741 | 356 |
- Current assets | 4,680 | 1,810 |
- Provisions for risks and charges | (742) | (4) |
- Current liabilities | (6,537) | (2,365) |
- Other non-current assets and liabilities | (6,712) | (3,728) |
- Minority interests | - | - |
Total investments | 44,544 | 14,043 |
Net financial debt acquired | (25) | 590 |
Total business combinations | 44,519 | 14,633 |
(Increase) decrease in payables through business acquisition | (5,160) | 5,084 |
Purchase (sale) of other investments and securities | - | |
- | ||
Cash flow absorbed by (generated from) acquisitions | 39,359 | 19,717 |
(Cash and cash equivalents acquired) | (2,774) | (269) |
Net cash flow absorbed by (generated from) acquisitions | 36,585 | 19,448 |
51
Interim Report as at 31 March 2020 > Consolidated Financial Statements
NOTES
1. General information
The Amplifon Group is a global leader in the distribution of hearing solutions and the fitting of customized products.
The parent company, Amplifon S.p.A. is based in Milan, in Via Ripamonti 133. The Group is controlled directly by Ampliter S.r.l. which is owned through a majority stake (93.82% as at 03/31/2020) by Amplifin S.p.A. which is fully controlled by Susan Carol Holland.
The condensed interim consolidated financial statements at 31 March 2020 have been prepared in accordance with Article 154-bis of Legislative Decree 58/1998 (Consolidated finance act) and subsequent amendments and with International Accounting Standards and the implementation regulations set out in Article 9 of legislative decree no. 38 of 28 February 2005. These standards include the IAS and IFRS issued by the International Accounting Standard Board, as well as the SIC and IFRIC interpretations issued by the International Financial Reporting Interpretations Committee, which were endorsed in accordance with the procedure set out in Article 6 of Regulation (EC) no. 1606 of 19 July 2002 by 31 March 2020. The International Accounting Standards endorsed after that date and before the preparation of these condensed interim consolidated financial statements are adopted in the preparation of the condensed interim consolidated financial statements only if early adoption is allowed by the Endorsing Regulation and the standard itself and if the Group has elected to do so.
The condensed interim consolidated financial statements at 31 March 2020 do not include all the additional information required by the annual financial statements, and must be read together with the annual consolidated financial statements of the Group at 31 December 2019.
The publication of the condensed interim consolidated financial statements of the Amplifon Group at 31 March 2020 was authorized by a resolution of the Board of Directors of 29 April 2020 which approved their publication.
Pursuant to the Consob Communication of 28 July 2006, it is specified that during the first three months of 2020 the Group did not carry out atypical and/or unusual transactions, as defined by the Communication itself.
52
Interim Report as at 31 March 2020 > Consolidated Financial Statements
2. Acquisitions and goodwill
During the first three months of 2020 the Group continued its external growth and finalized many acquisitions with the aim of increasing the coverage: specifically, 21 points of sale were purchased in the EMEA region and 54 in the APAC region.
The total investment, including the debt consolidated and the best estimate of the net change in the earn-out linked to sales and profitability targets payable over the next few years, amounted to €41,745 thousand.
The variations of goodwill and of the amounts recognized as such, stemming from the acquisitions performed during the period, are reported in the table below and shown by cash generating unit.
Value at | Business | Net carrying | ||||||
Disposals | Impairment | Other net changes | value at | |||||
12/31/2019 | combinations | |||||||
(€ thousands) | 03/31/2020 | |||||||
EMEA | 839,802 | 8,994 | - | - | (103) | 848,693 | ||
AMERICAS | 126,418 | 110 | - | - | (2,107) | 124,421 | ||
APAC | 249,291 | 26,853 | - | - | (27,383) | 248,761 | ||
Total | 1,215,511 | 35,957 | - | - | (29,593) | 1,221,875 | ||
"Business combinations" refers to the temporary allocation to goodwill relating to the portion of the purchase price paid which is not directly attributable to the fair value of assets and liabilities but is rather based on the positive contribution to cash flow that is expected to be made for an indefinite period of time.
The item "Other net changes" is almost entirely related to differences in exchange rates.
3. Intangible assets
The following tables show the changes in intangible fixed assets.
Accumulated | Accumulated | |||||||||
amortization | amortization | |||||||||
and write- | Net book | and write- | ||||||||
Historical cost | downs at | value at | Historical cost at | downs at | Net book value at | |||||
(€ thousands) | at 12/31/2019 | 12/31/2019 | 12/31/2019 | 03/31/2020 | 03/31/2020 | 03/31/2020 | ||||
Software | 151,863 | (100,820) | 51,043 | 161,746 | (105,152) | 56,594 | ||||
Licenses | 21,836 | (14,762) | 7,074 | 22,022 | (15,633) | 6,389 | ||||
Non-competition agreements | 7,342 | (6,693) | 649 | 7,761 | (6,941) | 820 | ||||
Customer lists | 378,407 | (167,075) | 211,332 | 376,782 | (169,870) | 206,912 | ||||
Trademarks and concessions | 82,052 | (24,599) | 57,453 | 83,473 | (23,718) | 59,755 | ||||
Other | 28,423 | (12,022) | 16,401 | 27,942 | (12,680) | 15,262 | ||||
Fixed assets in progress and | ||||||||||
23,556 | - | 23,556 | 20,740 | - | 20,740 | |||||
advances | ||||||||||
Total | 693,479 | (325,971) | 367,508 | 700,466 | (333,994) | 366,472 | ||||
53
Interim Report as at 31 March 2020 > Consolidated Financial Statements
Net book value | Business | Other | Net book | |||||||
Investments | Disposals | Amortization | Impairment | net | value at | |||||
at 12/31/2019 | combinations | |||||||||
(€ thousands) | changes | 03/31/2020 | ||||||||
Software | 51,043 | 819 | - | (4,881) | 23 | 2 | 9,588 | 56,594 | ||
Licenses | 7,074 | 11 | - | (924) | - | - | 228 | 6,389 | ||
Non-competition | ||||||||||
649 | - | - | (163) | - | - | 334 | 820 | |||
agreements | ||||||||||
Customer lists | 211,332 | - | - | (7,100) | 5,477 | - | (2,797) | 206,912 | ||
Trademarks and | ||||||||||
57,453 | - | - | (1,418) | 5,110 | - | (1,390) | 59,755 | |||
concessions | ||||||||||
Other | 16,401 | 29 | (135) | (720) | - | - | (313) | 15,262 | ||
Fixed assets in | ||||||||||
progress and | 23,556 | 7,867 | - | - | 347 | - | (11,030) | 20,740 | ||
advances | ||||||||||
Total | 367,508 | 8,726 | (135) | (15,206) | 10,957 | 2 | (5,380) | 366,472 | ||
The variation of the item "Business combinations" is detailed as follows:
- For €4,255 thousand to the temporary allocation of the considerations paid for the acquisitions made in the EMEA region;
- For €6,702 thousand to the temporary allocation of the consideration paid for the acquisitions made in the APAC region.
The increase in intangible assets in the period is attributable primarily to investments in CRM systems, in digital marketing and in the new system of business transformation for the back- office functions (HR, Procurement and Administration and Finance).
"Other net changes" refers primarily to exchange rate fluctuations during the period and to the recognition of work in progress completed in the period and relating to the specific items in the financial statements.
54
Interim Report as at 31 March 2020 > Consolidated Financial Statements
4. Tangible fixed assets
The following tables show the changes in tangible fixed assets.
Accumulated | Accumulated | ||||||||||||||||
amortization | amortization | ||||||||||||||||
and write- | Net book | and write- | |||||||||||||||
Historical cost | downs at | value at | Historical cost at | downs at | Net book value | ||||||||||||
(€ thousands) | at 12/31/2019 | 12/31/2019 | 12/31/2019 | 03/31/2020 | 03/31/2020 | at 03/31/2020 | |||||||||||
Land | 209 | - | 209 | 206 | - | 206 | |||||||||||
Buildings, constructions and | |||||||||||||||||
239,688 | (150,402) | 89,286 | 237,868 | (152,112) | 85,756 | ||||||||||||
leasehold improvements | |||||||||||||||||
Plant and machines | 59,788 | (42,305) | 17,483 | 60,990 | (43,581) | 17,409 | |||||||||||
Industrial and commercial | |||||||||||||||||
50,506 | (36,523) | 13,983 | 49,994 | (36,897) | 13,097 | ||||||||||||
equipment | |||||||||||||||||
Motor vehicles | 3,127 | (2,185) | 942 | 3,168 | (2,293) | 875 | |||||||||||
Computers and office machinery | 62,500 | (46,956) | 15,544 | 64,268 | (48,910) | 15,358 | |||||||||||
Furniture and fittings | 125,814 | (79,300) | 46,514 | 126,361 | (81,941) | 44,420 | |||||||||||
Other tangible fixed assets | 3,364 | (889) | 2,475 | 3,316 | (940) | 2,376 | |||||||||||
Fixed assets in progress and | |||||||||||||||||
10,143 | - | 10,143 | 13,036 | - | 13,036 | ||||||||||||
advances | |||||||||||||||||
Total | 555,139 | (358,560) | 196,579 | 559,207 | (366,674) | 192,533 | |||||||||||
Net book | Business | Other | Net book | ||||||||||||||
value at Investments | Disposals | Amortization | Impairment | net | value at | ||||||||||||
(€ thousands) | 12/31/2019 | combinations | changes | 03/31/2020 | |||||||||||||
Land | 209 | - | - | - | - | - | (3) | 206 | |||||||||
Buildings, constructions and | |||||||||||||||||
89,286 | 2,686 | (14) | (4,729) | 53 | (281) | (1,245) | 85,756 | ||||||||||
leasehold improvements | |||||||||||||||||
Plant and machines | 17,483 | 702 | (30) | (1,001) | 448 | (31) | (162) | 17,409 | |||||||||
Industrial and commercial | |||||||||||||||||
13,983 | 128 | (20) | (834) | 57 | (4) | (213) | 13,097 | ||||||||||
equipment | |||||||||||||||||
Motor vehicles | 942 | - | (49) | (63) | 62 | - | (17) | 875 | |||||||||
Computers and office | |||||||||||||||||
15,544 | 890 | (695) | (1,905) | 778 | (3) | 749 | 15,358 | ||||||||||
machinery | |||||||||||||||||
Furniture and fittings | 46,514 | 1,106 | (8) | (2,668) | 689 | (59) | (1,154) | 44,420 | |||||||||
Other tangible fixed assets | 2,475 | 20 | (18) | (69) | - | (9) | (23) | 2,376 | |||||||||
Fixed assets in progress and | |||||||||||||||||
10,143 | 3,545 | (6) | - | 113 | - | (759) | 13,036 | ||||||||||
advances | |||||||||||||||||
Total | 196,579 | 9,077 | (840) | (11,269) | 2,200 | (387) | (2,827) | 192,533 | |||||||||
The investments made in the period refer primarily to network expansion with the opening of new stores and renewal of existing ones based on the Group's new brand image.
The variation of the item "Business combinations" is related:
- for €405 thousand, is related to the temporary allocation of the price related to the acquisitions made in the EMEA region;
- for €1,795 thousand, is related to the temporary allocation of the price related to the acquisitions made in the APAC region.
55
Interim Report as at 31 March 2020 > Consolidated Financial Statements
"Other net changes" refers primarily to exchange rate fluctuations during the period and to the recognition of work in progress completed in the period and relating to the specific items in the financial statements.
5. Right-of-use assets
Right-of-use assets are reported here below:
Accumulated | Accumulated | ||||||||||||||||||
amortization | amortization | ||||||||||||||||||
and write- | and write- | ||||||||||||||||||
Historical cost | downs at | Net book value | Historical cost | downs at | Net book value | ||||||||||||||
(€ thousands) | at 12/31/2019 | 12/31/2019 | at 12/31/2019 | at 03/31/2020 | 03/31/2020 | at 03/31/2020 | |||||||||||||
Shops and offices | 490,070 | (82,424) | 407,646 | 508,387 | (101,878) | 406,509 | |||||||||||||
Motor vehicles | 16,875 | (6,625) | 10,250 | 17,516 | (7,184) | 10,332 | |||||||||||||
Electronic machinery | 694 | (161) | 533 | 638 | (182) | 456 | |||||||||||||
Total | 507,639 | (89,210) | 418,429 | 526,541 | (109,244) | 417,297 | |||||||||||||
Net book | Business | Other | Net book | ||||||||||||||||
value at | Investments | Disposals | Amortization | Impairment | net | value at | |||||||||||||
combinations | |||||||||||||||||||
(€ thousands) | 12/31/2019 | changes | 03/31/2020 | ||||||||||||||||
Shops and offices | 407,646 | 22,932 | (1,063) | (22,170) | 4,741 | - | (5,577) | 406,509 | |||||||||||
Motor vehicles | 10,250 | 1,646 | (108) | (1,298) | - | - | (158) | 10,332 | |||||||||||
Electronic | |||||||||||||||||||
533 | 3 | (3) | (37) | - | - | (40) | 456 | ||||||||||||
machinery | |||||||||||||||||||
Total | 418,429 | 24,581 | (1,174) | (23,505) | 4,741 | - | (5,775) | 417,297 | |||||||||||
6. Share capital
At 31 March 2020 the share capital comprised 226,388,620 ordinary shares with a par value of €0.02 fully paid in and subscribed. The share capital is unchanged with respect to 31 December 2019.
A total of 93,060 of the performance stock grant rights were exercised in the period, as a result of which the Company transferred the same number of treasury shares to the beneficiaries.
In the period there were no purchases of treasury shares.
The total amount of treasury shares held at 31 March 2020 equals 3,176,027 or 1.403% of the parent's share capital.
Information relating to the treasury shares held is shown below.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Average purchase price (Euro) | Total amount | ||||
N. of shares | (€ thousands) | ||||
FV of transferred rights (Euro) | |||||
Held at 12/31/2019 | 3.269.087 | 8,911 | 29.131 | ||
Purchases | |||||
Transfers due to exercise of performance stock grants | (93.060) | 8,911 | (829) | ||
Held at 03/31/2020 | 3.176.027 | 8,911 | 28.302 | ||
7. Net financial position
In accordance with the requirements of the Consob communication dated 28 July 2006 and in compliance with the CESR (now ESMA) recommendation of 10 February 2005 "Recommendations for the consistent implementation of the European Commission's Regulation on Prospectuses", the Group's net financial position at 31 March 2020 was as follows:
(€ thousands) | 03/31/2020 | 12/31/2019 | Change | ||
Cash and cash equivalents | (272,132) | (138,371) | (133,761) | ||
Private placement 2013-2025 | 18,255 | 17,803 | 452 | ||
Payables for business acquisitions | 10,672 | 10,245 | 427 | ||
Bank overdraft and other short-term loans from third parties | |||||
194,024 | 141,032 | 52,992 | |||
(including current portion of medium/long-term debt) | |||||
Other net financial payables | 3,714 | 5,594 | (1,880) | ||
Hedging derivatives | (2,733) | (2,253) | (480) | ||
Short-term financial position | (48,200) | 34,050 | (82,250) | ||
Private placement 2013-2025 | 100,402 | 97,917 | 2,485 | ||
Eurobond 2020-2027 | 350,000 | - | 350,000 | ||
Other medium/long-term debt | 385,418 | 653,751 | (268,333) | ||
Hedging derivatives | (15,031) | (12,547) | (2,484) | ||
Medium/long-term acquisition payables | 18,155 | 13,527 | 4,628 | ||
Net medium and long-term financial position | 838,944 | 752,648 | 86,296 | ||
Net financial position | 790,744 | 786,698 | 4,046 | ||
Lease liabilities - current portion | 99,108 | 81,585 | 17,523 | ||
Lease liabilities - non-current portion | 328,964 | 343,040 | (14,076) | ||
Lease liabilities | 428,072 | 424,625 | 3,447 | ||
Total lease liabilities & net financial debt | 1,218,816 | 1,211,323 | 7,493 | ||
The medium/long-term portion of the net financial position, excluding the lease liabilities, reached €838,944 thousand at March 31st, 2020 compared to €752,648 thousand at 31 December 2019, a difference of €86,296 thousand. The increase in the period relates primarily to a €350,000 thousand bond issue (Eurobond 2020-2027)which was used largely to repay a portion of the syndicated loan used for the GAES acquisition (€265,000 thousand).
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
The short-term portion of the net financial position, excluding the lease liabilities, rose €82,250 thousand, going from a negative €34,050 thousand at 31 December 2019 to a positive €48,200 thousand at 31 March 2020, The short-termportion refers primarily to hot money of €140,000 thousand (drawn on in light of the Covid-19health crisis to ensure that the company has a liquidity reserve), the short-termportion of the syndicated loan (€39,750 thousand), the short-termportion of the private placement (€18,255 thousand), the short term portion of other long-termbank loans (€6,666 thousand), interest payable on bank loans and the private placement (€2,972 thousand), the best estimate of the deferred payments for acquisitions (€10,672 thousand), as well as cash and cash equivalents of €272,132 thousand.
In order to reconcile the above items with the statement of financial position, a breakdown of the following items is provided.
Bank loans, Eurobond 2020-2027 and the private placement 2013-2025 are shown in the statutory statement of financial position:
- under the caption "Medium/long-term financial liabilities" for the non-current portion.
(€ thousands) | 03/31/2020 | ||
Private placement 2013-2025 | 100,402 | ||
Eurobond 2020-2027 | 350,000 | ||
Syndicated loan for GAES acquisition | 198,750 | ||
Other medium/long-term bank loans | 186,668 | ||
Fees for Eurobond 2020-2027, fees for bank loans, private placement 2013-2025 and Syndicated loan for | |||
(5,003) | |||
GAES acquisition | |||
Medium/long-term financial liabilities | 830,817 | ||
- under the caption "Short-term financial liabilities" for the current portion.
(€ thousands) | 03/31/2020 | ||
Bank overdraft and other short-term debt (including current portion of other long-term debt) | 194,024 | ||
Private placement 2013-2025 | 18,255 | ||
Other financial payables | 3,831 | ||
Fees for Eurobond 2020-2027, fees for bank loans, private placement 2013-2025 and Syndicated loan for | |||
(1,652) | |||
GAES acquisition | |||
Short-term financial liabilities | 214,458 | ||
All the other items in the net financial indebtedness table correspond to items in the statement of financial position.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
8. | Financial liabilities | |||||
Financial liabilities breakdown is as follows: | ||||||
(€ thousands) | 03/31/2020 | 12/31/2019 | Change | |||
Private placement 2013-2025 | 100,402 | 97,917 | 2,485 | |||
Eurobond 2020-2027 | 350,000 | - | 350,000 | |||
Syndicated loan for GAES acquisition | 198,750 | 463,750 | (265,000) | |||
Other medium long-term bank loans | 190,001 | (3,333) | ||||
186,668 | ||||||
Fees for Eurobond 2020-2027, fees for bank loans, private placement 2013-2025 and | ||||||
(5,003) | (949) | (4,054) | ||||
syndicated loan for GAES acquisition | ||||||
Total medium/long-term financial liabilities | 830,817 | 750,719 | 80,098 | |||
Short term debt | 214,458 | 163,947 | 50,511 | |||
- of which current portion for the financing for GAES acquisition | 39,750 | - | ||||
39,750 | ||||||
- of which current portion for the private placement 2013-2025 | 17,803 | 452 | ||||
18,255 | ||||||
- of which current portion of other short-term bank loans | 6,666 | - | ||||
6,666 | ||||||
- of which fees for bank loans, private placement 2013-2025 and syndicated loan for GAES | ||||||
(1,652) | (663) | (989) | ||||
acquisition | ||||||
Total short-term financial liabilities | 214,458 | 163,947 | 50,511 | |||
Total financial liabilities | 1,045,275 | 914,666 | 130,609 | |||
The main financial liabilities are detailed below.
-
Eurobond 2020-2027
In February Amplifon issued a 7-year €350 million non-convertible bond with a fixed annual coupon of 1.125%.
Nominal | Euro | |||||
Nominal value | Fair Value | interest | ||||
Issue Date | Debtor | Maturity | interest | |||
(€/000) | (€/000) | rate after | ||||
rate (*) | ||||||
hedging | ||||||
02/13/2020 | Amplifon S.p.A. | 02/13/2027 | 350.000 | 313.404 | 1,125% | N/A |
Total in Euro | 350.000 | 313.404 |
- The nominal interest rate is equal to the mid swap plus a spread.
-
Syndicated loan for the GAES acquisition
An unsecured syndicated bank loan negotiated with five top-tier banks for the acquisition of GAES comprised of two tranches:
- a 5-year amortizing loan of €265 million (Facility A);
- a €265 million 18-month bullet loan (Facility B) with an option to extend it to 5 years which may be exercised at Amplifon's discretion before the expiration date. This tranche has been paid back in February 2020 thanks to the proceeds of the Eurobond issue above mentioned.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Euro | |||||||
Nominal value | Outstanding | Fair Value | Nominal | interest | |||
Issue Date | Debtor | Maturity | interest | rate after | |||
(€/000) | debt | (€/000) | |||||
rate (*) | hedging | ||||||
(€/000 | |||||||
(**) | |||||||
12/18/2018 | Amplifon S.p.A. | 09/28/2023 | 265,000 | 238,500 | 216,921 | 0.925% | 1.382% |
Total in Euro | 265,000 | 238,500 | 216,921 |
(*) The nominal interest rate is equal to Euribor plus a spread.
(**) The floating Euribor rate has been converted into a fixed rate of 0.132%.
The applicable rates depend on the ratio of net financial position over Group EBITDA.
The following table shows the applicable rates:
Ratio between net financial position and Group EBITDA | Facility A |
Higher than 2.85x | 1.65% |
Less or equal than 2.84x but higher than 2.44x | 1.45% |
Less or equal than 2.44x but higher than 2.04x | 1.25% |
Less or equal than 2.04x but higher than 1.63x | 1.10% |
Less or equal than 1.63x | 0.95% |
The margin recognized, based on the ratio between the net financial position and Group EBITDA, is applicable starting from the interest period following the one when the ratios is determined.
The margin at 03.31.2020 is equal to 1.10% for Facility A.
-
Private placement 2013-2025
It is a USD 130 million private placement made in the US by Amplifon USA.
Outstanding | Euro | |||||||
Issue Date | Issuer | Maturity | Currency | Face Value | Fair value | Nominal interest | interest rate | |
(USD/000) | debt | (USD/000) | rate USD (*) | after | ||||
(USD/000) | ||||||||
hedging (**) | ||||||||
05/30/2013 | Amplifon USA | 07/31/2020 | US$ | 7,000 | 7,000 | 5,543 | 3.85% | 3.39% |
05/30/2013 | Amplifon USA | 07/31/2023 | US$ | 8,000 | 8,000 | 7,230 | 4.46% | 3.90% |
07/31/2013 | Amplifon USA | 07/31/2020 | US$ | 13,000 | 13,000 | 10,296 | 3.90% | 3.42% |
07/31/2013 | Amplifon USA | 07/31/2023 | US$ | 52,000 | 52,000 | 47,013 | 4.51% | 3.90%-3.94% |
07/31/2013 | Amplifon USA | 07/31/2025 | US$ | 50,000 | 50,000 | 48,941 | 4.66% | 4.00%-4.05% |
Total | 130,000 | 130,000 | 119,023 |
(*) Refers to the nominal interest rate at the issue.
- The hedging instruments that determine the interest rate as detailed above, are also fixing the exchange rate at
1.2885, the total equivalent of the bond resulting in €100,892 thousand.
- Bank loans
4 medium/long-term unsecured bank loans totaling €200 million as shown in the following table.
Issue Date | Issuer | Type | Maturity | Face Value | Outstanding | Fair value | Nominal | Interest rate |
(€/000) | debt | (€/000) | interest rate | after | ||||
(€/000) | in Euro (*) | hedging (**) | ||||||
09/28/2017 | Amplifon S.p.A. | Bullet | 09/28/2021 | 100.000 | 100.000 | 100.881 | 0.413% | 0,987% |
financing | ||||||||
10/24/2017 | Amplifon S.p.A. | Amortizing | 10/31/2022 | 50.000 | 50.000 | 50.817 | 0.850% | 1,329% |
financing | ||||||||
03/23/2018 | Amplifon S.p.A. | Bullet | 03/22/2022 | 30.000 | 30.000 | 30.394 | 0.369% | 1,00% |
financing | ||||||||
01/11/2018 | Amplifon S.p.A. | Amortizing | 01/11/2022 | 20.000 | 13.334 | 13.435 | 0.70% | 1,04% |
financing | ||||||||
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Total in Euro | 200.000 | 193.334 | 195.527 |
- The nominal interest rate shown for the fixed rate loans comprises the fixed rate plus the applicable spread. (**) All the loans shown were converted to fixed rate using Interest Rate Swaps.
The following loans:
- the USD 130 million private placement 2013-2025 (equal to €100.9 million including the fair value of the currency hedges which set the Euro/USD exchange rate at 1.2885);
- the EUR 193.3 million medium/long-term bilateral loans with top-tier banking institutions;
- the EUR 195 million in irrevocable credit lines with top-tier banking institutions
are subject to the covenants listed below:
- the ratio of Group net financial indebtedness to Group shareholders' equity must not exceed 1.65;
-
the ratio of net financial indebtedness to EBITDA recorded in the last four quarters
(determined based solely on recurring business and restated if the Group's structure should change significantly) must not exceed 2.85.
In the event of relevant acquisitions, the above ratios may be increased to 2.20 and 3.26, respectively, for a period of not more than 12 months, twice over the life of the respective loans.
The syndicated loan granted for the GAES acquisition, which was originally amounting to €530 million while it currently has an outstanding debt of 238,500 thousand as at March 2020, is subject to the following covenants:
- the ratio of net financial indebtedness to EBITDA recorded in the last four quarters (determined excluding the fair value of the share-based payments and based solely on recurring business and restated if the Group's structure should change significantly) must not exceed 2.85;
- the ratio of EBITDA recorded in the last four quarters (determined excluding the fair value of the share-based payments and based solely on recurring business and restated if the
Group's structure should change significantly) and net interest paid in the last 4 quarters must exceed 4.9. As this last covenant was granted in favor of the lender, it is also applied to the private placement.
As at March 31st, 2020 these ratios were as follows:
Value as at | |||
03/31/2020 | |||
Net financial indebtedness/Group net equity | 1.19 | ||
Net financial position/EBITDA for the last 4 quarters | |||
1.99 | |||
EBITDA for the last 4 quarters/Net financial expenses | |||
27.22 | |||
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
The above-mentioned ratios were determined based on an EBITDA which was restated, in order to reflect the main changes in the Group structure.
(€ thousands) | Value as at 03/31/2020 | ||
Group EBITDA first quarter 2020 | 64,855 | ||
EBITDA April-December 2019 | 293,073 | ||
Fair value of stock grant assignment | 12,137 | ||
EBITDA normalized (from acquisitions and disposals) | 5,616 | ||
Acquisitions and non-recurring costs | 22,184 | ||
EBITDA for the covenant calculation | 397,865 | ||
The same agreements are also subject to other covenants applied in current international practice which limit the ability to issue guarantees and complete sales and lease backs, as well as extraordinary transactions involving the sale of assets.
9. Lease liabilities
The lease liabilities stem from long-term leases and rental agreements. These liabilities are equal to the present value of future installments payable over the lease term.
The liabilities for finance leases are shown in the statement of financial position as follows:
03/31/2020 | 12/31/2019 | Change | |
Short term lease liabilities | 99,108 | 81,585 | 17,523 |
Long term lease liabilities | 328,964 | 343,040 | (14,076) |
Total lease liabilities | 428,072 | 424,625 | 3,447 |
The following charges were recognized in the income statement during the reporting period:
03/31/2020 | |||
Interest charges on leased assets | (2,708) | ||
Right-of-use depreciation | (23,505) | ||
Costs for short-term leases and leases for low value assets | (2,295) | ||
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
10. Revenues from Sales and Services
(€ thousands) | First quarter 2020 | First quarter 2019 | Change | |||
Revenues from sale of products | 314,438 | 348,001 | (33,563) | |||
Revenues from services | 49,038 | 43,972 | 5,067 | |||
Total revenues from sales and services | 363,476 | 391,973 | (28,497) | |||
Consolidated revenues from sales and services amounted to €363,476 thousand in the first three months of 2020, a decrease of €28,497 thousand (-7.3%) attributable entirely to revenues from the sale of goods which were down by €33,563 thousand. Revenues for services rendered were up by €5,067 thousand as they relate to the portion of post sales services recognized over time and are, therefore, less influenced by fluctuations in hearing aid sales.
11. Taxes
The Group's tax rate came to 32.4% compared to 32.5% at 31 March 2019.
12. Non-recurring significant events
The first quarter of 2020 was not impact by any non-recurring expenses. The non-recurring expenses, related to the GAES integration, incurred in the comparative quarter are shown in the table below:
(€ thousands) | First quarter 2020 | First quarter 2019 | |
Operating costs | GAES integration costs | - | (1,425) |
Profit before tax | - | (1,425) | |
Tax | Impact of the above items on the tax burden for the period | - | 363 |
Total | - | (1,062) | |
13. Earnings (loss) per share
Basic Earnings (loss) per share
Basic earnings (loss) per share is obtained by dividing the net profit for the year attributable to the ordinary shareholders of the parent company by the weighted average number of shares outstanding in the year, considering purchases and disposals of own shares as cancellations and issues of shares.
Earnings per share are determined as follows:
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Earnings per share | First quarter 2020 | First quarter 2019 |
Net profit (loss) attributable to ordinary shareholders (€ thousand) | 17,748 | |
5,143 | ||
Average number of shares outstanding in the period | 220,660,372 | |
223,162,287 | ||
Average earnings per share (€ per share) | 0.08043 | |
0.02305 | ||
Diluted earnings (loss) per share
Diluted earnings (loss) per share is obtained by dividing the net profit for the period attributable to the ordinary shareholders of the parent by the weighted average number of shares outstanding during the year adjusted by the diluting effects of potential shares. In the calculation of shares outstanding, purchases and sales of treasury shares are considered as cancellation or issue of shares.
The 'potential ordinary share' categories refer to the possible conversion of Group employees' stock options and stock grants' attribution. The computation of the average number of outstanding potential shares is based on the average fair value of shares for the period; stock options and stock grants are excluded from the calculation since they have anti-diluting effects.
Weighted average diluted number of shares outstanding | First quarter 2020 | First quarter 2019 |
Average number of shares outstanding in the period | 220,660,372 | |
223,162,287 | ||
Weighted average of potential and diluting ordinary shares | ||
4,057,314 | ||
3,197,963 | ||
Weighted average of shares potentially subject to options in the period | ||
224,717,686 | ||
226,360,250 | ||
The diluted earnings per share were determined as follows: |
Diluted earnings per share | First quarter 2020 | First quarter 2019 |
Net profit attributable to ordinary shareholders (€ thousand) | 5,143 | 17,748 |
Average number of shares outstanding in the period | 224,717,686 | |
226,360,250 | ||
Average diluted earnings per share (€) | 0.07898 | |
0.02272 | ||
14. Transactions with parent companies and related parties
The parent, Amplifon S.p.A. is based in Milan, in Via Ripamonti 133. The Group is controlled directly by Ampliter S.r.l. which is owned through a majority stake (93.82% as at 31 March 2020) by Amplifin S.p.A. which is fully controlled by Susan Carol Holland.
The transactions with related parties, including intercompany transactions do not qualify as atypical or unusual, and fall within the Group's normal course of business and are conducted at arm's-length as dictated by the nature of the goods and services provided.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
The following table details transactions with related parties:
(€ thousands) | 03/31/2020 | First three months 2020 | |||||
Revenues | Interest | ||||||
Trade | Trade | Other | Other | for sales and | Operating | income and | |
receivables | payable | receivables | assets | services | costs | expense | |
Amplifin S.p.A. | 107 | - | 1,577 | - | - | - | 9 |
Total - Parent | 107 | - | 1,577 | - | - | - | 9 |
Comfoor BV (The Netherlands) | - | 341 | - | - | 99 | (770) | - |
Comfoor GmbH (Germany) | - | 8 | - | - | - | - | - |
Ruti Levinson Institute Ltd (Israel) | 132 | - | - | - | 39 | (4) | - |
Afik - Test Diagnosis & Hearing | - | 55 | - | 22 | 93 | - | - |
Aids Ltd (Israel) | |||||||
Total - Other related parties | 132 | 404 | - | 22 | 231 | (774) | - |
Total | 239 | 404 | 1.577 | 22 | 231 | (774) | 9 |
Total as per financial statements | 153,215 | 189,582 | 81,812 | 60,462 | 363,476 | (299,902) | (3,697) |
% of financial statements total | 0.16% | 0.21% | 1.93% | 0.04% | 0.06% | 0.26% | -0.25% |
The trade and other receivables, revenues from sales and services and other income with related parties refer primarily to:
- the recovery of maintenance costs and building fees and the recharge of personnel expense to Amplifin S.p.A.
- the receivables due by Amplifin S.p.A. for the renovation of the headquarters based on modern and efficient standards for the use of workspaces;
- the trade receivables due by associates (mainly in Israel) which act as resellers and to which the Group supplies hearing aids.
The trade payables and operating costs refer primarily to commercial transactions with Comfoor BV and Comfoor GmbH and to joint ventures from which hearing protection devices are purchased and then distributed in Group stores.
With the application of IFRS 16, the lease for the Milan headquarters (leased to Amplifon by the parent company Amplifin) is no longer recognized as an operating cost, but is recognized under right-of-use depreciation for €462 thousand, interest on leases for €98 thousand and lease liabilities of €18,422 thousand.
15. Contingent liabilities
Currently the Group is not exposed to any particular risks or uncertainties with the exception of the usual periodic tax audits, which are currently underway in two countries of the Group. These audits are presently in the preliminary phase and no findings have been reported so far.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
16. Translation of foreign companies' financial statements
The exchange rates used to translate non-Euro zone companies' financial statements are as follows:
31 March 2020 | 2019 | 31 March 2019 | |||
Average | As at | As at 31 | Average | As at | |
exchange rate | 31 March | December | exchange rate | 31 March | |
Panamanian balboa | 1.1027 | 1.0956 | 1.1234 | 1.136 | 1.124 |
Australian dollar | 1.6791 | 1.7967 | 1.5995 | 1.594 | 1.582 |
Canadian dollar | 1.4819 | 1.5617 | 1.4598 | 1.510 | 1.500 |
New Zealand dollar | 1.7394 | 1.8417 | 1.6653 | 1.667 | 1.650 |
Singapore dollar | 1.5281 | 1.5633 | 1.5111 | 1.539 | 1.521 |
US dollar | 1.1027 | 1.0956 | 1.1234 | 1.136 | 1.124 |
Hungarian florin | 339.137 | 360.02 | 330.53 | 317.908 | 321.050 |
Swiss franc | 1.0668 | 1.0585 | 1.0854 | 1.132 | 1.118 |
Egyptian lira | 17.3834 | 17.2687 | 18.0192 | 20.011 | 19.469 |
New Israeli shekel | 3.8605 | 3.9018 | 3.8845 | 4.139 | 4.076 |
Argentine peso | 70.5388 (*) | 70.5388 | 67.2749 | 44.225 | 48.935 |
Chilean peso | 886.05 | 936.17 | 844.86 | 757.94 | 766.02 |
Colombian peso | 3,903.30 | 4,451.64 | 3,688.66 | 3,560.65 | 3,570.25 |
Mexican peso | 22.0918 | 26.1772 | 21.2202 | 21.806 | 21.691 |
Brazilian real | 4.9167 | 5.7001 | 4.5157 | 4.278 | 4.387 |
Chinese renminbi | 7.6956 | 7.7784 | 7.8205 | 7.664 | 7.540 |
Indian rupee | 79.9096 | 82.8985 | 80.187 | 80.072 | 77.719 |
British pound | 0.86225 | 0.88643 | 0.8508 | 0.873 | 0.858 |
Polish zloty | 4.3241 | 4.5506 | 4.2568 | 4.302 | 4.301 |
- The average exchange rate is equal to 67,7364. However, because of the high inflation rate, the exchange rate used to translate the income statement is the one as at March 31st.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
17. Segment reporting
In accordance with IFRS 8 "Operating Segments", the schedules related to each operating segment are shown below.
The Amplifon Group's business (distribution and customization of hearing solutions) is organized into three specific geographical areas which comprise the Group's operating segments: Europe, Middle-East and Africa - EMEA - (Italy, France, The Netherlands, Germany, the United Kingdom, Ireland, Spain, Portugal, Switzerland, Belgium, Luxemburg, Hungary, Egypt, Poland and Israel), Americas (USA, Canada, Chile, Argentina, Ecuador, Colombia, Panama and Mexico) and Asia-Pacific (Australia, New Zealand, India and China).
The Group also operates via centralized Corporate functions (Corporate bodies, general management, business development, procurement, treasury, legal affairs, human resources, IT systems, global marketing and internal audit) which do not qualify as operating segments under IFRS 8.
These areas of responsibility, which coincide with the geographical areas (the Corporate functions are recognized under EMEA), represent the organizational structure used by management to run the Group's operations. The reports periodically analyzed by the Chief Executive Officer and Top Management are divided up accordingly, by geographical area.
Performances are monitored and measured for each operating segment/geographical area, through operating profit including amortization and depreciation (EBIT), along with the portion of the results of equity investments in associated companies valued by using the equity method. Financial expenses are not monitored insofar as they are based on corporate decisions regarding the financing of each region (own funds versus borrowings) and, consequently, neither are taxes. Items in the statement of financial position are analyzed by geographical area without being separated from the Corporate functions which remain part of EMEA. All the information relating to the income statement and the statement of financial position is determined using the same criteria and accounting standards used to prepare the consolidated financial statements.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Statement of Financial Position as at 31 March 2020 (*)
(€ thousands) | EMEA | Americas | Asia Pacific | Eliminations | Total | ||||||
ASSETS | |||||||||||
Non-current assets | |||||||||||
Goodwill | 848,693 | 124,421 | 248,761 | - | 1,221,875 | ||||||
Intangible fixed assets with finite useful life | 291,607 | 29,965 | 44,900 | - | 366,472 | ||||||
Tangible fixed assets | 156,322 | 9,730 | 26,481 | - | 192,533 | ||||||
Right-of-use assets | 362,673 | 17,249 | 37,375 | - | 417,297 | ||||||
Equity-accounted investments | 2,337 | - | - | - | 2,337 | ||||||
Hedging instruments | 16,123 | - | - | - | 16,123 | ||||||
Deferred tax assets | 72,953 | 682 | 5,139 | - | 78,774 | ||||||
Contract costs | 6,764 | 234 | 67 | - | 7,065 | ||||||
Other assets | 25,030 | 34,422 | 1,010 | - | 60,462 | ||||||
Total non-current assets | 2,362,938 | |||||||||||
Current assets | ||||||||||||
Inventories | 62,377 | 4,368 | 4,128 | - | 70,873 | |||||||
Trade receivables | 177,462 | 48,992 | 23,834 | (15,261) | 235,027 | |||||||
Contract costs | 4,454 | 135 | 85 | - | 4,674 | |||||||
Hedging instruments | 2,732 | - | - | - | 2,732 | |||||||
Other financial assets | 177 | |||||||||||
Cash and cash equivalents | 272,132 | |||||||||||
Total current assets | 585,615 | |||||||||||
TOTAL ASSETS | 2,948,553 | |||||||||||
LIABILITIES | ||||||||||||
Total net equity | 666,269 | |||||||||||
Non-current liabilities | ||||||||||||
Medium/long-term financial liabilities | 830,817 | |||||||||||
Lease liabilities | 328,964 | |||||||||||
Provisions for risks and charges | 15,990 | 26,404 | 751 | - | 43,145 | |||||||
Liabilities for employees' benefits | 24,222 | 129 | 412 | - | 24,763 | |||||||
Hedging instruments | 4,817 | - | - | - | 4,817 | |||||||
Deferred tax liabilities | 70,607 | 18,869 | 10,746 | - | 100,222 | |||||||
Payables for business acquisitions | 17,547 | 608 | - | - | 18,155 | |||||||
Contract liabilities | 123,246 | 8,557 | 2,047 | - | 133,850 | |||||||
Other long-term liabilities | 8,625 | 60 | - | - | 8,685 | |||||||
Total non-current liabilities | 1,493,418 | |||||||||||
Current liabilities | ||||||||||||
Trade payables | 142,220 | 43,387 | 19,229 | (15,254) | 189,582 | |||||||
Payables for business acquisitions | 9,761 | 911 | - | - | 10,672 | |||||||
Contract liabilities | 78,725 | 8,210 | 8,111 | - | 95,046 | |||||||
Other payables and tax payables | 155,187 | 6,358 | 13,127 | (7) | 174,665 | |||||||
Provisions for risks and charges | 4,162 | 537 | - | - | 4,699 | |||||||
Liabilities for employees' benefits | 566 | 70 | - | - | 636 | |||||||
Short-term financial liabilities | 214,458 | |||||||||||
Lease liabilities | 99,108 | |||||||||||
Total current liabilities | 788,866 | |||||||||||
TOTAL LIABILITIES | 2,948,553 | |||||||||||
- The balance sheet items are analyzed by the Chief Executive Officer and the Top Management by geographical area without separation of the Corporate structures that are natively included in EMEA.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Statement of Financial Position as at 31 December 2019 (*)
(€ thousands) | EMEA | Americas | Asia Pacific | Eliminations | Total |
ASSETS | |||||
Non-current assets | |||||
Goodwill | 839,802 | 126,418 | 249,291 | - | 1,215,511 |
Intangible fixed assets with finite useful life | 291,674 | 30,257 | 45,577 | - | 367,508 |
Tangible fixed assets | 158,390 | 10,450 | 27,739 | - | 196,579 |
Right-of-use assets | 361,739 | 18,300 | 38,390 | - | 418,429 |
Equity-accounted investments | 2,314 | - | - | - | 2,314 |
Hedging instruments | 8,153 | - | - | - | 8,153 |
Deferred tax assets | 73,434 | 3,400 | 4,593 | - | 81,427 |
Contract costs | 7,046 | 222 | 71 | - | 7,339 |
Other assets | 25,270 | 41,256 | 990 | - | 67,516 |
Total non-current assets | 2,364,776 | ||||
Current assets | |||||
Inventories | 55,834 | 4,433 | 4,325 | - | 64,592 |
Trade receivables | 217,387 | 50,814 | 26,722 | (18,151) | 276,772 |
Contract costs | 4,176 | 122 | 88 | - | 4,386 |
Hedging instruments | 2,201 | - | - | - | 2,201 |
Other financial assets | 240 | ||||
Cash and cash equivalents | 138,371 | ||||
Total current assets | 486,562 | ||||
TOTAL ASSETS | 2,851,338 | ||||
LIABILITIES | |||||
Total net equity | 696,115 | ||||
Non-current liabilities | |||||
Medium/long-term financial liabilities | 750,719 | ||||
Lease liabilities | 343,040 | ||||
Provisions for risks and charges | 17,620 | 32,406 | 264 | - | 50,290 |
Liabilities for employees' benefits | 24,143 | 130 | 1,008 | - | 25,281 |
Hedging instruments | 4,290 | - | - | - | 4,290 |
Deferred tax liabilities | 70,398 | 21,265 | 10,448 | - | 102,111 |
Payables for business acquisitions | 12,876 | 651 | 0 | - | 13,527 |
Contract liabilities | 124,540 | 8,530 | 1,982 | - | 135,052 |
Other long-term liabilities | 8,466 | 183 | - | - | 8,649 |
Total non-current liabilities | 1,432,959 | ||||
Current liabilities | |||||
Trade payables | 127,909 | 40,928 | 23,571 | (15,018) | 177,390 |
Payables for business acquisitions | 9,257 | 988 | - | - | 10,245 |
Contract liabilities | 81,557 | 8,332 | 7,836 | - | 97,725 |
Tax liabilities | 165,279 | 9,657 | 14,754 | (3,133) | 186,557 |
Other payables | 28 | - | - | - | 28 |
Hedging instruments | 3,650 | 592 | - | - | 4,242 |
Provisions for risks and charges | 478 | 67 | - | - | 545 |
Liabilities for employees' benefits | 163,947 | ||||
Short-term financial liabilities | 81,585 | ||||
Lease liabilities | 722,264 | ||||
Total current liabilities | 2,851,338 |
- The balance sheet items are analyzed by the Chief Executive Officer and the Top Management by geographical area without separation of the Corporate structures that are natively included in EMEA.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Income Statement - First three months 2020 (*)
(€ thousands) | EMEA | Americas | Asia Pacific | Corporate | Eliminations | Total | ||||||||
Revenues from sales and services | 258,266 | 64,355 | 40,855 | - | - | 363,476 | ||||||||
Operating costs | (208,602) | (52,967) | (30,670) | (7,663) | - | (299,902) | ||||||||
Other income and costs | 857 | 488 | (75) | 11 | - | 1,281 | ||||||||
Gross operating profit (loss) by segment | ||||||||||||||
50,521 | 11,876 | 10,110 | (7,652) | - | 64,855 | |||||||||
(EBITDA) | ||||||||||||||
Amortization, depreciation and impairment | ||||||||||||||
Amortization of intangible fixed assets | (9,196) | (1,699) | (2,493) | (1,818) | - | (15,206) | ||||||||
Depreciation of tangible fixed assets | (8,519) | (522) | (1,835) | (393) | - | (11,269) | ||||||||
Right-of-use depreciation | (19,664) | (1,037) | (2,697) | (107) | - | (23,505) | ||||||||
Impairment losses and reversals of non- | ||||||||||||||
(356) | - | (29) | - | - | (385) | |||||||||
current assets | ||||||||||||||
(37,735) | (3,258) | (7,054) | (2,318) | - | (50,365) | |||||||||
Operating result | 12,786 | 8,618 | 3,056 | (9,970) | - | 14,490 | ||||||||
Financial income, expenses and value | ||||||||||||||
adjustments to financial assets | ||||||||||||||
Group's share of the result of associated | ||||||||||||||
companies valued at equity and gains/losses | 23 | - | - | - | - | 23 | ||||||||
on disposals of equity investments | ||||||||||||||
Other income and expenses, impairment | - | |||||||||||||
and revaluations of financial assets | ||||||||||||||
Interest income and expenses | (3,697) | |||||||||||||
Interest expenses on lease liabilities | (2,708) | |||||||||||||
Other financial income and expenses | (355) | |||||||||||||
Exchange gains and losses | (260) | |||||||||||||
Gain (loss) on assets accounted at fair value | 6 | |||||||||||||
(6,991) | ||||||||||||||
Net profit (loss) before tax | 7,499 | |||||||||||||
Current and deferred income tax | ||||||||||||||
Current tax | (5,249) | |||||||||||||
Deferred tax | 2,821 | |||||||||||||
(2,428) | ||||||||||||||
Total net profit (loss) | 5,071 | |||||||||||||
Net profit (loss) attributable to Minority | (72) | |||||||||||||
interests | ||||||||||||||
Net profit (loss) attributable to the Group | 5,143 | |||||||||||||
(*) For the purposes of reporting on economic figures by geographic area, please note that the Corporate structures are included in EMEA.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Income Statement - First three months 2019 (*)
(€ thousands) | EMEA | Americas | Asia Pacific | Corporate | Eliminations |
Revenues from sales and services | 283,763 | 63,102 | 44,415 | 693 | 391,973 |
Operating costs | (223,567) | (50,517) | (30,374) | (10,301) | (314,759) |
Other income and costs | 255 | 132 | (74) | (10) | 303 |
Gross operating profit (loss) by segment (EBITDA) | 60,451 | 12,717 | 13,967 | (9,618) | 77,517 |
Amortization, depreciation and impairment
Amortization of intangible fixed assets
Depreciation of tangible fixed assets
Right-of-use depreciation
Impairment and impairment reversals of non- current assets
(8,732) | (1,100) | (2,002) | (1,776) | (13,610) |
(7,863) | (404) | (1,172) | (304) | (9,743) |
(17,961) | (868) | (2,366) | - | (21,195) |
(69) | - | (26) | - | (95) |
(34,625) | (2,372) | (5,566) | (2,080) | (44,643) |
Operating result | 25,826 | 10,345 | 8,401 | (11,698) | 32,874 |
Financial income, expenses and value | |||||
adjustments to financial assets | |||||
Group's share of the result of associated | |||||
companies valued at equity and gains/losses on | 72 | - | - | - | 72 |
disposals of equity investments | |||||
Other income and expenses, impairment and | - | ||||
revaluations of financial assets | |||||
Interest income and expenses | (3,602) | ||||
Other financial income and expenses | (2,892) | ||||
Exchange gains and losses | 185 | ||||
Gain (loss) on assets accounted at fair value | (345) | ||||
(6,582) | |||||
Net profit (loss) before tax | 26,292 | ||||
Current and deferred income tax | (8,555) | ||||
Total net profit (loss) | 17,737 | ||||
Net profit (loss) attributable to Minority interests | (11) | ||||
Net profit (loss) attributable to the Group | 17,748 | ||||
(*) For the purposes of reporting on economic figures by geographic area, please note that the Corporate structures are included in EMEA.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
18. Accounting policies
18.1 Presentation of the financial statements
The condensed interim consolidated financial statements at 31 March 2020 were prepared in accordance with the historical cost method with the exception of derivatives, a few financial investments measured at fair value and assets and liabilities hedged against changes in fair value, as explained in more detail in this report, as well as on an ongoing concern basis.
With regard to reporting formats:
- in the statement of financial position, the Group distinguishes between non-current and current assets and liabilities;
- in the income statement, the Group classifies costs by nature insofar as this is deemed to more accurately represent the primarily commercial and distribution activities carried out by the Group;
- in addition to the net profit for the period, the statement of comprehensive income also shows the impact of exchange rate differences, changes in the hedging reserve and actuarial gains and losses that are recognized directly in equity; these items are subdivided based on whether they may subsequently be reclassified to profit or loss;
- in the statement of changes in net equity, the Group reports all the changes in net equity, including those deriving from shareholder transactions (payment of dividends and capital increases);
- the statement of cash flows is prepared using the indirect method to determine cash flow from operations.
18.2 Use of estimates in preparing the financial statements
The preparation of the financial statements and explanatory notes requires the use of estimates and assumptions particularly with regard to the following items:
- revenues from services rendered over time recognized based on the effort or the input expended to satisfy the performance obligation;
- allowances for impairment made based on the asset's estimated realizable value;
- provisions for risks and charges made based on a reasonable estimate of the amount of the potential liability, including with regard to any counterparty claims;
- provisions for obsolete inventory in order to align the carrying value of inventory with the estimated realizable value;
- provisions for employee benefits, calculated based on actuarial valuations;
- amortization and depreciation of intangible and tangible fixed assets recognized based on the estimated remaining useful life and the recoverable amount;
- income tax recognized based on the best estimate of the tax rate for the full year;
- IRSs and currency swaps (instruments not traded on regulated markets), marked to market at the reporting date based on the yield curve and market exchange rates, which are subject to credit/debit valuation adjustments based on market prices;
-
the lease term duration was determined on a lease-by-lease basis and is comprised of the
"non-cancellable" period along with the impact of any extension or early termination clauses if exercise of that clause is reasonably certain. This property valuation took into
account circumstances and facts specific to each asset;
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
- the discount rate (incremental borrowing rate) applied to future rent payments was determined using the risk-free rate in the country where the agreement was executed, with expirations consistent with the term of the specific lease agreement plus the parent's credit spread and any costs for additional guarantees.
Estimates and assumptions are periodically reviewed, and any changes made, following the change of the circumstances or the availability of better information, are recognized in the income statement. The use of reasonable estimates is essential to the preparation of the financial statements and does not affect their overall reliability.
The Group tests goodwill for impairment at least once a year. The impairment test is done based on the groups of cash generating units to which the goodwill is allocated and based on which the Group assesses, directly or indirectly, the return on investment which includes this goodwill.
With regard to the first quarter of 2020 and the impact of the Covid-19 crisis on the estimates used, in light of the current uncertainty as to the duration and intensity of the health and socio-economic crisis the Company feels that it is both premature and impossible to assess the impact on goodwill and, more in general, the recoverability of asset value in the long-term.
A more detailed analysis will be provided in the half-year report when there is greater visibility as to the timing of the re-opening process and the speed of the recovery.
International accounting standards and interpretations approved by the IASB and endorsed in Europe
The following table lists the IFRS/interpretations approved by the IASB, endorsed in Europe and applied for the first time this year.
Description | Endorsement | Publication | Effective date | Effective date for |
date | Amplifon | |||
Amendments to IFRS 9, IAS 39 and IFRS 7: "Interest Rate Benchmark Reform"
Revised version of the IFRS Conceptual Framework Amendments to IAS 1 and IAS 8: "Definition of Material"
15 Jan 2020 | 16 Jan 2020 | 1 Jan 20 | 1 Jan 20 |
29 Nov 2019 | 6 Dec 2019 | 1 Jan 20 | 1 Jan 20 |
29 Nov 2019 | 10 Dec 2019 | 1 Jan 20 | 1 Jan 20 |
The adoption of the standards and interpretations above is not expected to have a material impact on the valuation of the Group's assets, liabilities, costs and revenues.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Future accounting standards and interpretations
International Financial Reporting Standards and interpretations approved by the IASB but not yet endorsed in Europe
The International Financial Reporting Standards, interpretations and amendments to existing standards and interpretations approved by IASB, but not yet endorsed for adoption in Europe at 27 April 2020 are listed below:
Description | Effective date | ||
IFRS 17 "Insurance Contracts" (issued on 18 May 2017) | Periods beginning on or after 1 Jan '21 | ||
Amendments to IFRS 3: "Business Combinations" (issued on 22 October | Periods beginning on or after 1 Jan '20 | ||
2018) | |||
Amendments to IAS 1: "Presentation of Financial Statements - | |||
Classification of liabilities as current or non-current" (issued on 23 | Periods beginning on or after 1 Jan '22 | ||
January 2020) | |||
The adoption of the standards and interpretations above is not expected to have a material impact on the valuation of the Group's assets, liabilities, costs and revenues.
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
19. Subsequent events
The Covid-19 crisis persisted after the close of the quarter and in April the restrictive measures adopted by the different governmental authorities intensified which caused many countries worldwide to go on lockdown. Even though hearing care services are considered essential in many countries and stores remained opened, the gradual adoption of increasingly more restrictive measures in April caused a generalized, significant drop in the Group's store traffic and, consequently, in revenues
In response to this situation, beginning in March the Company adopted a plan of action focused on limiting the financial impact of Covid-19 (for more information refer to the section "Covid-19 emergency measures"). The different measures undertaken by the Company in March include the refinancing of its credit lines in order to increase the availability of financing and irrevocable credit lines by a total of roughly 300 million euros, as well as extend maturities of the loans and the existing irrevocable credit lines. More in detail, in April:
- new loan agreements were signed for a total of €243 million and new irrevocable credit lines amounting to €15 million, while an additional €20 million in irrevocable credit lines was approved by the banks.
- the maturities of €180 million in existing loans which expired originally in 2021-2022 were extended to 2024-2025 and the extension through 2025 of an additional €30
million in irrevocable credit lines was approved.
Once the refinancing is completed, the average maturity of Amplifon's debt will be around 5 years and the Company will benefit from a strong liquidity position totaling €550 million including cash on balance sheet and undrawn committed revolving facilities.
After 31 March 2020 the company continued its stock grant remuneration program and granted 18,100 treasury shares as at 29 April 2020. As at the date of the above financial statements, the total of treasury shares in portfolio is 3,157,927, corresponding to 1.395% of the company share capital.
Milan, 29 April 2020
On behalf of the Board of Directors
CEO
Enrico Vita
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Annexes
Consolidation scope
As required by articles 38 and 39 of Law 127/91 and article 126 of Consob's resolution 11971 dated 14 May 1999, as amended by resolution 12475 dated 6 April 2000, the following is the list of companies included in the consolidation scope of Amplifon S.p.A. at 31 March 2020.
Parent company:
Company name | Head office | Currency | Share capital |
Amplifon S.p.A. | Milan (Italy) | EUR | 4,527,772 |
Subsidiaries consolidated using the line-by-line method:
Company name | Registered head office | Direct/Indirect | Currency | Share | % held as at |
ownership | Capital | 03/31/2020 | |||
Amplifon Rete | Milan (Italy) | D | EUR | 11,750 | 4.35% |
Otohub S.r.l. | Naples (Italy) | D | EUR | 28,571 | 100.0% |
Amplifon France SAS | Arcueil (France) | D | EUR | 98,550,898 | 100.0% |
SCI Eliot Leslie | Lyon (France) | I | EUR | 610 | 100.0% |
Conversons Paris 19 Sarl | Paris (France) | I | EUR | 1,000 | 100.0% |
Conversons Couëron SAS | Paris (France) | I | EUR | 1,000 | 100.0% |
Audiosons Nantes SAS | Paris (France) | I | EUR | 16,000 | 100.0% |
Amplifon France Holding | Arcueil (France) | D | EUR | 1 | 100.0% |
OLM SAS | Paris (France) | I | EUR | 5,000 | 100.0% |
Conversons 93 Sarl | Paris (France) | I | EUR | 10,000 | 100.0% |
Conversons Lyon SAS | Paris (France) | I | EUR | 1,000 | 100.0% |
Entendre - Blandine Lannee SAS | Dax (France) | I | EUR | 4,000 | 100.0% |
Cap Audition SAS | La Rochelle (France) | I | EUR | 10,000 | 100.0% |
Laboratoire d'Audiologie Eric Hans SAS | Belfort (France) | I | EUR | 380,000 | 100.0% |
Audition Paca SAS | Thionville (France) | I | EUR | 5,000 | 100.0% |
Acovoux SAS | Paris (France) | I | EUR | 50,000 | 100.0% |
Audition-Assas.com Sarl | Paris (France) | I | EUR | 201,000 | 100.0% |
Espace de Correction Auditive SAS | Thionville (France) | I | EUR | 7,500 | 100.0% |
N France SAS | Mulhouse (France) | I | EUR | 30,000 | 100.0% |
Audiness SAS | Mulhouse (France) | I | EUR | 30,000 | 100.0% |
Correction Auditive Michèle HUC Sarl | Lyon (France) | I | EUR | 5,000 | 100.0% |
T.S.P SAS | Nantes (France) | I | EUR | 20,000 | 100.0% |
OA1 Sarl | Nantes (France) | I | EUR | 3,000 | 100.0% |
OA2 Eurl | Carquefou (France) | I | EUR | 3,000 | 100.0% |
OA3 Eurl | Orvault (France) | I | EUR | 3,000 | 100.0% |
Amplifon Iberica SA | Zaragoza (Spain) | D | EUR | 26,578,809 | 100.0% |
Fundación Amplifon Iberica | Madrid (Spain) | I | EUR | 30,000 | 100.0% |
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
Microson S.A. | Barcelona (Spain) | D | EUR | 61,752 | 100.0% |
Company name | Registered head office | Direct/Indirect | Currency | Share | % held as at |
ownership | Capital | 03/31/2020 | |||
Instituto Médico Auditivo S.L.U. | Valencia (Spain) | I | EUR | 46,188 | 100.0% |
Amplifon LATAM Holding S.L. | Barcelona (Spain) | I | EUR | 3,000 | 100.0% |
Auditiva 2014 S.A. | Andorra la Vella (Andorra) | I | EUR | 3,000 | 100.0% |
Amplifon Portugal SA | Lisboa (Portugal) | I | EUR | 15,520,187 | 100.0% |
Amplifon Magyarország Kft | Budapest (Hungary) | D | HUF | 3,500,000 | 100.0% |
Amplibus Magyarország Kft | Budaörs (Hungary) | I | HUF | 3,000,000 | 100.0% |
Amplifon AG | Baar (Switzerland) | D | CHF | 1,000,000 | 100.0% |
Amplifon Nederland BV | Doesburg (The | D | EUR | 74,212,052 | 100.0% |
Netherlands) | |||||
Auditech BV | Doesburg (The | I | EUR | 22,500 | 100.0% |
Netherlands) | |||||
Electro Medical Instruments BV | Doesburg (The | I | EUR | 16,650 | 100.0% |
Netherlands) | |||||
Beter Horen BV | Doesburg (The | I | EUR | 18,000 | 100.0% |
Netherlands) | |||||
Amplifon Customer Care Service BV | Elst (The Netherlands) | I | EUR | 18,000 | 100.0% |
Amplifon Belgium NV | Bruxelles (Belgium) | D | EUR | 495,800 | 100.0% |
579 BVBA | Bruxelles (Belgium) | I | EUR | 120,216 | 100.0% |
Amplifon Luxemburg Sarl | Luxembourg (Luxembourg) | I | EUR | 50,000 | 100.0% |
Amplifon RE SA | Luxembourg (Luxembourg) | D | EUR | 3,700,000 | 100.0% |
Amplifon Deutschland GmbH | Hamburg (Germany) | D | EUR | 6,026,000 | 100.0% |
Focus Hören AG | Willroth (Germany) | I | EUR | 485,555 | 100.0% |
Focus Hören Deutschland GmbH | Willroth (Germany) | I | EUR | 25,000 | 100.0% |
Amplifon Poland Sp. z o.o. | Lodz (Poland) | D | PLN | 3,344,520 | 100.0% |
Amplifon UK Ltd | Manchester (UK) | D | GBP | 130,951,168 | 100.0% |
Amplifon Ltd | Manchester (UK) | I | GBP | 1,800,000 | 100.0% |
Ultra Finance Ltd | Manchester (UK) | I | GBP | 75 | 100.0% |
Amplifon Ireland Ltd | Wexford (Ireland) | I | EUR | 1,000 | 100.0% |
Amplifon Cell | Ta' Xbiex (Malta) | D | EUR | 1,000,125 | 100.0% |
Medtechnica Ortophone Ltd (*) | Tel Aviv (Israel) | D | ILS | 1,100 | 80.0% |
Amplifon Middle East SAE | Cairo (Egypt) | D | EGP | 3,000,000 | 51.0% |
Miracle Ear Inc. | St. Paul (USA) | I | USD | 5 | 100.0% |
Elite Hearing, LLC | Minneapolis (USA) | I | USD | 0 | 100.0% |
Amplifon USA Inc. | Dover (USA) | D | USD | 52,500,010 | 100.0% |
Amplifon Hearing Health Care, Inc. | St. Paul (USA) | I | USD | 0 | 100.0% |
Ampifon IPA, LLC | New York (USA) | I | USD | 0 | 100.0% |
ME Pivot Holdings LLC | Minneapolis (USA) | I | USD | 2,000,000 | 100.0% |
Miracle Ear Canada Ltd. | Vancouver (Canada) | I | CAD | 54,915,200 | 100.0% |
Sound Authority, Inc. | Orangeville (Canada) | I | CAD | 0 | 100.0% |
2332325 Ontario Ltd. | Strathroy (Canada) | I | CAD | 0 | 100.0% |
6793798 Manitoba Ltd | Winnipeg (Canada) | I | CAD | 0 | 100.0% |
Grand River Tinnitus and Hearing Centre | Kitchener (Canada) | I | CAD | 0 | 100.0% |
Ltd | |||||
Cobourg Hearing Ltd. | Cobourg (Canada) | I | CAD | 0 | 100.0% |
Ossicle Hearing Ltd. | Kelowna (Canada) | I | CAD | 0 | 100.0% |
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Interim Report as at 31 March 2020 > Consolidated Financial Statements
2076748 Alberta Ltd. | Edmonton (Canada) | I | CAD | 0 | 100.0% |
Company name | Registered head office | Direct/Indirect | Currency | Share | % held as at |
ownership | Capital | 03/31/2020 | |||
2063047 Alberta Ltd. | Edmonton (Canada) | I | CAD | 0 | 100.0% |
Amplifon South America Holding LTDA | São Paulo (Brasil) | D | BRL | 3,636,348 | 100.0% |
GAES S.A. | Santiago de Chile (Chile) | D | CLP | 1,901,686,034 | 100.0% |
GAES Servicios Corporativo de | Santiago de Chile (Chile) | I | CLP | 10,000,000 | 100.0% |
Latinoamerica Spa | |||||
Audiosonic Chile S.A. | Santiago de Chile (Chile) | I | CLP | 1,000,000 | 100.0% |
GAES S.A. | Buenos Aires (Argentina) | D | ARS | 133,476,452 | 100.0% |
GAES Colombia SAS | Bogota (Colombia) | I | COP | 21,803,953,043 | 100.0% |
Soluciones Audiologicas de Colombia | Bogota (Colombia) | I | COP | 45,000,000 | 100.0% |
SAS | |||||
Audiovital S.A. | Quito (Ecuador) | I | USD | 430,337 | 100.0% |
Centros Auditivos GAES Mexico sa de cv | Ciudad de México (Mexico) | I | MXN | 164,838,568 | 100.0% |
Compañía de Audiologia y Servicios | Aguascalientes (Mexico) | I | MXN | 43,306,212 | 66.4% |
Medicos sa de cv | |||||
GAES Panama S.A. | Panama (Panama) | I | PAB | 510,000 | 100.0% |
Amplifon Australia Holding Pty Ltd | Sydney (Australia) | D | AUD | 392,000,000 | 100.0% |
National Hearing Centres Pty Ltd | Sydney (Australia) | I | AUD | 100 | 100.0% |
National Hearing Centres Unit Trust | Sydney (Australia) | I | AUD | 0 | 100.0% |
Attune Hearing Pty Ltd | Brisbane (Australia) | D | AUD | 14,771,093 | 100.0% |
Attune Workplace Hearing Pty Ltd | Brisbane (Australia) | I | AUD | 1 | 100.0% |
Ear Deals Pty Ltd | Brisbane (Australia) | I | AUD | 300,000 | 100.0% |
Otohub Unit Trust (in liquidation) | Brisbane (Australia) | D | AUD | 0 | 100.0% |
Otohub Australasia Pty Ltd | Brisbane (Australia) | D | AUD | 10 | 100.0% |
Amplifon Asia Pacific Pte Limited | Singapore (Singapore) | I | SGD | 1,000,000 | 100.0% |
Amplifon NZ Ltd | Takapuna (New Zealand) | I | NZD | 130,411,317 | 100.0% |
Bay Audiology Ltd | Takapuna (New Zealand) | I | NZD | 0 | 100.0% |
Dilworth Hearing Ltd | Auckland (New Zealand) | I | NZD | 0 | 100.0% |
Amplifon India Pvt Ltd | Gurgaon (India) | I | INR | 1,400,000,000 | 100.0% |
Beijing Cohesion Hearing Science | Běijīng (China) | D | CNY | 2,143,685 | 100.0% |
&Technology Co. Ltd (**) | |||||
Tianjin Cohesion Hearing Science | Tianjin (China) | I | CNY | 3,200,000 | 100.0% |
&Technology Co. Ltd (**) | |||||
Shijiazhuang Cohesion Hearing Science | Shijiazhuang (China) | I | CNY | 100,000 | 100.0% |
&Technology Co. Ltd (**) | |||||
- Medtechnica Ortophone Ltd, despite being owned by Amplifon at 80%, is consolidated at 100% without exposure of non-controlling interest due to the put-call option exercisable from 2019 and related to the purchase of the remaining 20%.
(**) Beijing Cohesion Hearing Science &Technology Co. Ltd. and its subsidiaries (Tianjin Cohesion Hearing Science &Technology Co. Ltd and Shijiazhuang Cohesion Hearing Science &Technology Co. Ltd), despite being owned by Amplifon at 51%, are consolidated at 100% without exposure of non-controlling interest due to the put-call option exercisable from 2022 and related to the purchase of the remaining 49%.
78
Interim Report as at 31 March 2020 > Consolidated Financial Statements
Companies valued using the equity method:
Company name | Registered head office | Direct/Indirect | Currency | Share | % held as at |
ownership | Capital | 03/31/2020 | |||
Comfoor BV (*) | Doesburg (The | I | EUR | 18,000 | 50,0% |
Netherlands) | |||||
Comfoor GmbH (*) | Emmerich am Rhein | I | EUR | 25,000 | 50,0% |
(Germany) | |||||
Ruti Levinson Institute Ltd (**) | Ramat HaSharon (Israel) | I | ILS | 105 | 12,0% |
Afik - Test Diagnosis & Hearing Aids Ltd (**) | Jerusalem (Israel) | I | ILS | 100 | 12,0% |
Lakeside Specialist Centre Ltd (**) | Mairangi Bay (New | I | NZD | 0 | 50,0% |
Zealand) | |||||
(*) Joint Venture
(**) Related companies
79
Interim Report as at 31 March 2020 > Consolidated Financial Statements
Declaration of the Executive Responsible for Corporate Accounting Information pursuant to Article 154-bis of Legislative Decree 58/1998 (Consolidated finance act)
The undersigned Gabriele Galli, Chief Financial Officer of the Amplifon Group, as Executive Responsible for Corporate Accounting Information hereby declares that the quarterly report at 31 March 2020 corresponds to the results documented in the books, accounting and other records of the Company.
Milan, 29 April 2020
Executive Responsible for Corporate
Accounting Information
Gabriele Galli
80
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Amplifon S.p.A. published this content on 13 May 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 May 2020 07:34:09 UTC