FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Registered office: VIA BERLINO 39 VERDELLINO (BG)
Registered in the BERGAMO Companies Register
Tax code and company reference number: 09320600969
Registered in the BERGAMO REA no. 454184
Subscribed Share Capital € 22,601,209 fully paid up
VAT number: 09320600969
Half-year Financial Report
as at 30 June 2020
29 September 2020 Board of Directors
FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Table of contents
Corporate positions | page | 3 |
Half-year Report on Operations | " | 4 |
Balance Sheet | " | 18 |
Income Statement | " | 21 |
Cash Flow Statement | " | 23 |
Explanatory Notes | " | 25 |
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
CORPORATE POSITIONS
Board of Directors
Chairman and CEO
Marco Francesco Eigenmann
CEO
Giorgio Ferraris
Directors
Federico Oriani
Adriano Pala Ciurlo
Fulvio Conti
Marco Costaguta
Paolo Ferrario
Board of Statutory Auditors
Chairman
Paolo Villa
Statutory Auditors
Marco Antonio Manzoni
Barbara Castelli
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Half-year Report on Operations
30/06/2020 Interim Financial Statements
Dear shareholders, the 30 June 2020 Half-year Financial Report ("Half-year or Interim Financial Statements") of Fine Foods & Pharmaceuticals N.T.M. S.p.A. ("Fine Foods S.p.A." or the" Company") was prepared under article 18 of the of the AIM Italia Issuers' Regulations.
The Interim Financial Statements we submit for your approval show a net result for the period of € 3,116,544. This result was obtained after allocating amortisation and depreciation on intangible and tangible fixed assets for € 5,873,951 and allocating taxes for € 1,058,081.
The analysis of the company's situation, operating trend and result is reported in the following paragraphs dedicated explicitly to the market scenario, products and services, investments, and the main indicators of the economic and financial performance.
Values expressed in € | 30/06/2020 | 31/12/2019 | |||||
Balance sheet | |||||||
Assets | |||||||
A | Receivables from shareholders for unpaid called up share | ||||||
capital | - | - | |||||
B | Fixed assets | 93,434,663 | 92,782,222 | ||||
C | Current assets | 118,857,138 | 113,453,958 | ||||
D | Accruals and deferrals | 69,874 | 163,417 | ||||
Total assets | |||||||
212,361,675 | 206,399,597 | ||||||
Liabilities | |||||||
A | Shareholders' equity | 146,133,358 | 148,290,590 | ||||
B | Provisions for risks and charges | - | - | ||||
C | Employee severance indemnity | 920,878 | 972,595 | ||||
D | Payables | 65,268,391 | 57,096,346 | ||||
E | Accruals and deferrals | 39,048 | 40,066 | ||||
Total liabilities | |||||||
212,361,675 | 206,399,597 | ||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Values expressed in € | 30/06/2020 | 30/06/2019 | |||||||
Income Statement | |||||||||
A | Production value | 76,395,900 | 88,630,223 | ||||||
B | Total production costs | 73,848,127 | 84,324,063 | ||||||
Difference between production value and costs | |||||||||
2,547,773 | 4,306,160 | ||||||||
C | Financial income (charges) | 1,626,852 | 403,934 | ||||||
D | Adjustments to the value of assets: | - | (217,529) | ||||||
Earnings before taxes | |||||||||
4,174,625 | 4,492,565 | ||||||||
22 | Financial year income taxes | 956,736 | 1,316,458 | ||||||
Deferred (prepaid) taxes | 101,345 | (41,442) | |||||||
23 | Profit (loss) for the financial year | ||||||||
3,116,544 | 3,217,549 | ||||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
General information and business performance
Fine Foods & Pharmaceuticals N.T.M. S.p.A., is the leading independent Italian Company in the contract development and manufacturing organisation (CDMO) of oral solid forms for the pharmaceutical and nutraceutical industries. The company is recognised on the market for its high- quality products and it generated approximately € 75 million turnover in the first half of 2020.
Economic background
Global growth is expected to be -4.9% in 2020 (source: IMF World Economic Outlook June 2020), 1.9 percentage points below previous April 2020 forecasts.
The Covid-19 pandemic had a more negative impact than expected in the first half of 2020, and recovery is likely to be more gradual than previously forecast. In 2021, global growth is forecast at +5.4%. Overall, this would mean a reduction in GDP in 2021 of about 6.5 percentage points less than projected in January 2020.
The pandemic has worsened in many countries and stabilised in others. Compared to early May 2020, the pandemic has rapidly intensified in several emerging markets and developing economies, making a shutdown necessary and causing greater than expected obstacles to economic activity. In other countries, however, infections and mortality rates were lower on a per capita basis, although the limited spread of serological testing means that there is considerable uncertainty about the pandemic's evolution. In many advanced economies, the pace of new infections and hospital occupancy rates in intensive care have declined thanks to weeks of shutdowns and voluntary suspension.
GDP in the first quarter of 2020 was worse than expected. Indicators suggest a severe contraction in the second quarter, except for China, where most of the country reopened in early April. Consumption and service production fell sharply. In most recessions, consumers use their savings or rely on social safety nets and household support to amortise spending, and consumption is relatively less affected than investment. But this time consumption and service production fell sharply. The model reflects a unique combination of factors, including voluntary social distancing, lockdowns used to slow transmission and enable health systems to cope with a rapidly growing workload, heavy income losses and weaker consumer confidence. Companies have reduced investment in the face of sharply declining demand, supply disruptions and uncertain future earnings. As a result, there is a considerable shock to aggregate demand, exacerbating supply disruptions due to lockdowns.
Mobility remains depressed. Globally, lockdowns were more intense and widespread from around mid-March to mid-May. With the gradual reopening of economies, mobility has recovered in some areas but remain low compared to pre-virus levels, suggesting that people are voluntarily reducing exposure to each other. There has been a severe blow for the labour market. The sharp drop in activity was accompanied by a catastrophic blow to the global labour market. Some countries (particularly in Europe) contained the consequences with effective short-term programmes. However, according to the International Labour Organisation, the global decline in working hours in 2020:Q1 compared to 2019:Q4 was equivalent to the loss of 130 million full-time jobs. The decrease in 2020:Q2 is equivalent to more than 300 million full-time jobs.
The synchronised nature of the recession has amplified worldwide internal imbalances. Trade contracted by almost -3.5%(year-on-year) in the first quarter, due to weak demand, the collapse of cross-border tourism and lockdown supply disruptions (exacerbated in some cases by trade restrictions).
Weaker inflation. Average inflation in advanced economies fell by around 1.3 percentage points since the end of 2019 to 0.4% (year-on-year) by April 2020. In emerging economies, average inflation fell by 1.2 percentage points to 4.2%. The downward pressure on prices due to the fall in
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
aggregate demand, together with the effects of falling fuel prices, has widely offset the upward pressure on costs due to supply disruptions.
Euro Area
In the first quarter of 2020, real GDP in the Euro area fell by 3.8% compared to the previous period, and the new data shows a further marked decline in the second quarter. The most recent economic indicators and latest results of economic cyclical surveys confirm a drastic contraction in the Euro area economy and a rapid deterioration in labour market conditions. The coronavirus pandemic and the necessary containment measures had severe repercussions for manufacturing and service sectors, the area's economy production capacity and domestic demand. The most recent indicators suggest a slight reversal of the contraction in May, coinciding with the gradual restart of part of the economy. With the further easing of the containment measures, in the third quarter the Euro area's activity is expected to recover, supported by favourable financial conditions, the fiscal policies' expansionary approach and the restart of global activity, although overall the speed and extent of the recovery remain uncertain.
This assessment is substantially reflected in the June 2020 macroeconomic projections made by Eurosystem experts for the Euro area. In the projections' baseline scenario, annual real GDP would fall by 8.7% in 2020, rising by 5.2% in 2021 and 3.3% in 2022 (source: ECB).
Generally, the contraction's extent and recovery will depend crucially on the duration and effectiveness of the containment measures, the success of policies to mitigate the adverse impact on incomes and employment, and the extent to which production capacity and domestic demand will be permanently affected.
Significant events
On 30 April 2020, the Fine Foods Shareholders' Meeting resolved on the revocation of the unexecuted part of the authorisation to purchase treasury shares which were approved by the Shareholders' Meeting on 14 December 2018 and informed the market. It provided the Board of Directors with a new mandate to purchase and dispose of treasury shares under articles 2357 and 2357-ter of the Civil Code. This new treasury share buyback programme was launched on 15 May 2020 implementing the 30 April 2020 Shareholders' Meeting resolution.
Management Performance
After January 2020, the national and international scenario was influenced by the spread of the Coronavirus and the consequent restrictive measures for its containment, issued by the public authorities of the countries concerned.
Fine Foods actions focused on protecting its employees' health and safety. The company immediately and rigorously implemented safety and prevention regulations in compliance with government protocols. Another important objective was maintaining business continuity, guaranteeing production and service levels appropriate to the various market scenarios and rapidly implementing remote working solutions for office personnel.
From mid-March, activity was strongly influenced by Covid-19 escalation, with a consequent reduction in sales and financial performance in the first half of 2020.
In line with expectations, the commercial trend improved in May, following the suspension of lockdowns and restrictions in many countries.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Given the contingent situation, we can consider the six months just ended positively, since the drop in turnover must be understood as a shift to the second half of the year. Considering the achieved results and orders in the portfolio acquired for the last four months, we expect the turnover will grow at the end of September compared to the same period of the previous year. The expansion trend, which the company has always recorded, will be confirmed at the end of the year.
Item A1 of the Income Statement (Revenues from sales and services) went from € 83.1 million in the first half of 2019 to € 75.3 million in the first half of 2020, decreasing by 9.4%. This change is mainly due to the reduction in turnover in the nutraceutical sector. The revenues of the "Food" Business Unit amounted to € 54.1 million in the first half of 2020 compared to € 63.1 million in the first half of 2019 and showed a decrease of 14 per cent. The "Pharma" segment sales in the first half of 2020 reached € 21.2 million with an increase of six per cent compared to € 20 million in the first half of 2019.
Management and coordination activities
We certify that the Company is not subject to external management and coordination.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Balance sheet and financial position
For a better understanding of the Company's balance sheet and financial position, a reclassified Balance Sheet is provided below.
Balance Sheet Assets
Item | 30/06/2020 | % | 31/12/2019 | % | Absolute | % | ||||||||||||
change | Changes | |||||||||||||||||
WORKING CAPITAL | 118,927,012 | 56% | 113,617,375 | 55.05% | 5,309,637 | 4.67% | ||||||||||||
Immediate Liquidity | 1,446,913 | 0.68% | 2,671,684 | 1.29% | -1,224,771 | -45.84% | ||||||||||||
Liquid assets | 1,446,913 | 0.68% | 2,671,684 | 1.29% | -1,224,771 | -45.84% | ||||||||||||
Deferred liquidity | 117,480,099 | 55.32% | 110,945,691 | 53.75% | 6,534,408 | 5.89% | ||||||||||||
Short-term receivables under | 26,388,752 | 12.43% | 19,956,886 | 9.67% | 6,431,866 | 32.23% | ||||||||||||
Current Assets | ||||||||||||||||||
Financial assets | 67,444,536 | 31.76% | 68,337,564 | 33.11% | -893,028 | -1.31% | ||||||||||||
Accrued income and prepaid | 69,874 | 0.03% | 163,417 | 0.08% | -93,543 | -57.24% | ||||||||||||
expenses | ||||||||||||||||||
Inventories | 23,576,937 | 11.10% | 22,487,824 | 10.90% | 1,089,113 | 4.84% | ||||||||||||
FIXED ASSETS | 93,434,664 | 44% | 92,782,221 | 44.95% | 652,443 | 0.70% | ||||||||||||
Intangible fixed assets | 3,238,932 | 1.53% | 3,449,609 | 1.67% | -210,677 | -6.11% | ||||||||||||
Tangible fixed assets | 90,195,732 | 42.47% | 89,332,612 | 43.28% | 863,120 | 0.97% | ||||||||||||
TOTAL APPLICATION OF | 212,361,675 | 100% | 206,399,596 | 100% | 5,962,079 | 2.89% | ||||||||||||
FUNDS (Total Assets) | ||||||||||||||||||
Balance Sheet Liabilities
Item | 30/06/2020 | % | 31/12/2019 | % | Absolute | % | ||||||||||||
Change | Changes | |||||||||||||||||
THIRD-PARTY CAPITAL | 66,228,318 | 31.19% | 58,109,007 | 28.15% | 8,119,311 | 13.97% | ||||||||||||
Current liabilities | 45,484,960 | 21.42% | 36,516,868 | 17.69% | 8,968,092 | 24.56% | ||||||||||||
Short-term payables | 45,445,911 | 21.40% | 36,476,802 | 17.67% | 8,969,109 | 24.59% | ||||||||||||
Accrued expenses and deferred | 39,048 | 0.02% | 40,066 | 0.02% | -1,018 | -2.54% | ||||||||||||
income | ||||||||||||||||||
Consolidated liabilities | 20,743,359 | 9.77% | 21,592,139 | 10.46% | -848,780 | -3.93% | ||||||||||||
Medium/long-term payables | 19,822,481 | 9.33% | 20,619,544 | 9.99% | -797,063 | -3.87% | ||||||||||||
Severance Indemnity | 920,878 | 0.43% | 972,595 | 0.47% | -51,717 | -5.32% | ||||||||||||
OWNERS' EQUITY | 146,133,357 | 68.81% | 148,290,589 | 71.85% | -2,157,232 | -1.45% | ||||||||||||
Share Capital | 22,601,209 | 10.64% | 22,564,043 | 10.93% | 37,166 | 0.16% | ||||||||||||
Reserves | 120,415,604 | 56.70% | 119,656,961 | 57.97% | 758,643 | 0.63% | ||||||||||||
Profits (losses) carried forward | 0% | 0% | 0 | 0% | ||||||||||||||
Profit (loss) for the financial year | 3,116,544 | 1.47% | 6,069,585 | 2.94% | -2,953,041 | -48.65% | ||||||||||||
TOTAL SOURCES (Total | 212,361,675 | 100% | 206,399,596 | 100% | 5,962,079 | 2.89% | ||||||||||||
Liabilities) | ||||||||||||||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Balance sheet and financial position main indicators
Based on the previous reclassification, the following Financial Statement indicators are calculated:
INDEX | 30/06/2020 | 31/12/ 2019 | % | ||||||||
Changes | |||||||||||
Fixed asset coverage | |||||||||||
= A) Shareholders' equity / B) Fixed assets | 156.40 % | 159.83 % | (2.14) % | ||||||||
The index assesses the balance between the owners' equity and the company's fixed | |||||||||||
assets investments. | |||||||||||
Amounts payable to banks to working capital ratio | |||||||||||
= D.4) Bank Borrowing / C) Current assets | 20.29 % | 18.80% | 7.91 % | ||||||||
This index measures working capital obtained using bank financing | |||||||||||
Short-term payables to banks to working capital ratio | |||||||||||
= D.4.1) Payables to banks due within 12 months / C) Current assets | 11.95 % | 9.35 % | 27.73 % | ||||||||
The index is a percentage of how much the banks are financing the company's | |||||||||||
current assets in the short term | |||||||||||
Debt ratio | |||||||||||
= [TOTAL LIABILITIES - A) Shareholders' equity] / TOT. ASSETS | 31.19% | 28.15% | 10.77 % | ||||||||
This index expresses the ratio between third-party capital and total assets | |||||||||||
Equity on invested capital | |||||||||||
= A) Shareholders' equity / TOT. ASSETS | 68.81% | 71.85% | (4.23) % | ||||||||
The index measures the company capitalisation degree and its financial | |||||||||||
independence from third-party financing | |||||||||||
Financial charges on turnover | |||||||||||
= C.17) Interest and other financial charges / A.1) Revenues from sales and | 1.74 % | 0.33 % | 432.32 % | ||||||||
services | |||||||||||
The index expresses the ratio between financial charges and the Company's | |||||||||||
turnover | |||||||||||
Financial debt ratio | |||||||||||
= [D.1) Bonds payable + D.2) Convertible bonds payable + D.3) Payables to | |||||||||||
shareholders for loans + D.4) Payables to banks + D.5) Payables to other lenders + | |||||||||||
D.8) Payables represented by debt securities + D.9) Payables to subsidiaries + | 0.23 | 0.21 | 9.52 % | ||||||||
D.10) Payables to associated companies + D.11) Payables to parent companies] / | |||||||||||
A) Shareholders' equity |
The index measures the ratio between the use of third-party financing capital (third- party paid capital and subject to repayment) and the use of the Company's own resources
Current Ratio
= [A) Receivables from shareholders for unpaid called up share capital + B.III.2)
Receivables + C) Current assets - C.II) Receivables + D) Accruals and deferrals] /287.75 % 309.80 % (15.90) % [D) Payables + E) Accruals and deferrals]
It is the ratio, in percentage, between (immediate and deferred) liquidity and current liabilities. It expresses the company's ability to meet commitments using its current resources.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
INDEX | 30/06/2020 | 31/12/ 2019 | % | |||||||||
Changes | ||||||||||||
Capital structure primary margin | ||||||||||||
= [A) Shareholders' equity - (B) Fixed assets - B.III.2) Receivables #)] | 52,698,695 | 55,508,368 | (5.06) % | |||||||||
It is the difference between the Shareholders' equity and Net Fixed Assets. It | ||||||||||||
expresses, in absolute values, the Company's ability to cover its fixed asset | ||||||||||||
investments with its own resources. | ||||||||||||
Capital structure primary ratio | ||||||||||||
= [A) Shareholders' equity] / [B) Fixed assets - B.III.2) Receivables] | 1.56 | 1.60 | (2.25) % | |||||||||
It is the ratio between Shareholders' equity and Net Fixed Assets. It expresses, in | ||||||||||||
relative values, the portion of fixed assets covered by own resources. | ||||||||||||
Capital structure secondary margin | ||||||||||||
= [A) Shareholders' equity + B) Provisions for risks and charges + C) Employee | ||||||||||||
73,442,052 | 77,100,507 | (4.75) % | ||||||||||
severance indemnity + D) Payables] - [B) Fixed assets - B.III.2) Receivables] | ||||||||||||
It is the difference between the Consolidated Long-Term Capital (Shareholders' | ||||||||||||
equity plus Long-term payables) and Net Fixed Assets. It expresses, in absolute | ||||||||||||
values, the Company's ability to cover fixed asset investments with consolidated | ||||||||||||
resources. | ||||||||||||
Capital structure secondary ratio | ||||||||||||
= [A) Shareholders' equity + B) Provisions for risks and charges + C) Employee | 1.79 | 1.83 | (2.40) % | |||||||||
severance indemnity + D) Payables] / [B) Fixed assets - B.III.2) Receivables #] | ||||||||||||
It is the ratio between the Consolidated Long-Term Capital and the Net Fixed | ||||||||||||
Assets. It expresses, in relative values, the portion of fixed assets covered with | ||||||||||||
consolidated resources. | ||||||||||||
Net Working Capital | ||||||||||||
= [A) Receivables from shareholders for unpaid called up share capital + B.III.2) | ||||||||||||
Receivables + C.I) Inventories + C.II) Receivables + C.III) Current financial assets + | ||||||||||||
73,442,052 | 76,612,369 | (4.14) % | ||||||||||
C.IV) Liquid assets (Cash) + D) Accruals and deferrals] - [D) Payables + E) Accruals | ||||||||||||
and deferrals]
It is the difference between gross Working Capital and current liabilities. It expresses in absolute values, the ability of the company to face short-term commitments with existing resources
Primary treasury margin
= [A) Receivables from shareholders for unpaid called up share capital + B.III.2)
Receivables + C.II) Receivables + C.III) Current financial assets + C.IV) Liquid assets 49,865,115 54,124,545 (7.87) % (Cash) + D) Accruals and deferrals] - [D) Payables + E) Accruals and deferrals]
It is the difference, in absolute values, between immediate and deferred liquidity and current liabilities. It expresses the Company's ability to meet current commitments using its own liquidity
Secondary treasury margin
= [C.IV) Liquid assets (Cash) - (D) Payables + E) Accruals and deferrals)] | (44,038,047) (33,845,184) 30.12% |
It is the difference, in absolute values, between immediate liquidity and current liabilities. It expresses the company's ability to meet current commitments using its immediate liquidity.
The Net Financial Position was positive, with about € 35 million, compared to € 39.8 million in 2019. The excellent cash generation deriving from operations fully supported the new investments
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
made and the movement of working capital. The change from the previous financial year is due to the ongoing buy-back programme and the distribution of dividends.
Financial situation
To better understand the Company's operating results, a reclassification of the Income Statement is provided below.
Item | 30/06/2020 | % | 30/06/2019 | % | Absolute change | % |
Changes | ||||||
Revenues from sales and services | 75,350,182 | 100% | 83,140,551 | 100% | -7,790,369 | -9.37% | ||||||||||
+ Change in inventories | 1,650,346 | 2.19% | 9,079,514 | 10.92% | -7,429,168 | -81.82% | ||||||||||
- Raw materials | 46,657,254 | 61,92% | 58,247,492 | 70.06% | -11,590,238 | -19.90% | ||||||||||
VALUE ADDED | 30,343,273 | 40.27% | 33,972,573 | 40.86% | -3,629,300 | -10.68% | ||||||||||
+ Other revenues | 873,530 | 1.16% | 797,903 | 0.96% | 75,627 | 9.48% | ||||||||||
- Overheads | 7,395,108 | 9.81% | 8,874,305 | 10.67% | -1,479,197 | -16.67% | ||||||||||
- Personnel cost | 14,138,682 | 18.76% | 15,174,047 | 18.25% | -1,035,365 | -6.82% | ||||||||||
- Other operating charges | 580,342 | 0.77% | 958,708 | 1.15% | -378,366 | -39.47% | ||||||||||
EBITDA | 9,102,670 | 12.08% | 9,763,416 | 11.74% | -660,746 | -6.77% | ||||||||||
ADJUSTED EBITDA | 9,799,827 | 13.01% | 11,149,695 | 13.41% | -1,349,868 | -12.11% | ||||||||||
- Amortisation, depreciation, and | 6,554,898 | 8.70% | 5,457,256 | 6.56% | 1,097,642 | 20.11% | ||||||||||
write-downs | ||||||||||||||||
EBIT | 2,547,772 | 3.38% | 4,306,160 | 5.18% | -1,758,388 | -40.83% | ||||||||||
ADJUSTED EBIT | 3,244,929 | 4.31% | 5,692,439 | 6.85% | -2,447,510 | -43% | ||||||||||
+ Financial income | 2,938,843 | 3.90% | 675,882 | 0.81% | 2,262,961 | 334.82% | ||||||||||
- Financial charges | 1,316,997 | 1.75% | 253,727 | 0.31% | 1,063,270 | 419.06% | ||||||||||
- Foreign currency exchange gains | 5,006 | 0.01% | 18,221 | 0.02% | -13,215 | -72.52% | ||||||||||
and losses | ||||||||||||||||
- Adjustments to the value of assets | 0 | 0% | 217,529 | 0.26% | -217,529 | -100% | ||||||||||
INCOME BEFORE TAXES | 4,174,625 | 5.54% | 4,492,565 | 5.40% | -317,940 | -7.08% | ||||||||||
ADJUSTED INCOME BEFORE | 4,871,782 | 6.47% | 5,878,844 | 7.07% | -1,007,062 | -17.13% | ||||||||||
TAXES | ||||||||||||||||
- Financial year income taxes | 1,058,081 | 1.40% | 1,275,016 | 1.53% | -216,935 | -17.01% | ||||||||||
NET INCOME | 3,116,544 | 4.14% | 3,217,549 | 3.87% | -101,005 | -3.14% | ||||||||||
ADJUSTED NET INCOME | 3,637,002 | 4.83% | 4,210,394 | 5.06% | -573,392 | -13.62% | ||||||||||
In the first half of 2020, non-recurring costs of € 559,000 were incurred due to the Covid 19 pandemic. These costs relate to the purchase of personal protective equipment, workplace sanitisation, the implementation of smart working, and for direct personnel deriving from a reorganisation of shifts.
In the event of the translisting to MTA (Italian Equities Market), the company incurred extraordinary consultancy costs for € 139,000.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Key economic indicators
Based on the previous reclassification, the following Financial Statement indicators are calculated:
INDEX | 30/06/2020 | 30/06/2019 | % | ||||||||
Changes | |||||||||||
ROE | |||||||||||
= 23) Profit (loss) for the year / A) Shareholders' equity | 2.13 % | 2.17 % | (47.9) % | ||||||||
The index measures the return on equity invested in the company | |||||||||||
ROI | |||||||||||
= [A) Production value - A.5) Other revenues and income - B) Production costs + B.14) Other | 1.06 % | 2.16 % (50.95) % | |||||||||
operating expenses] / TOT. ASSETS | |||||||||||
The index measures the profitability and the efficiency of the invested capital for company | |||||||||||
ordinary operations | |||||||||||
ROS | |||||||||||
= [A) Production value - B) Production costs] / A.1) Revenues from sales and services | 3.38% | 5.18% | (34.75) % | ||||||||
The index measures the Company's ability to generate profits from sales or the operating | |||||||||||
income for each unit of revenue | |||||||||||
ROA | |||||||||||
= [A) Production value - B) Production costs] / TOT. ASSETS | 1.20 % | 2.09 % | (42.58) % | ||||||||
The index measures the return on investment with reference to the result before financial | |||||||||||
management | |||||||||||
EBIT | |||||||||||
= [A) Production value - B) Production costs + C.15) Income from equity investments + C.16) | |||||||||||
Other financial income + C.17a) Foreign currency exchange gains and losses + D) Adjustments | 5,491,622 | 4,746,292 | 15.70 % | ||||||||
to the value of assets + E) Extraordinary income and charges] |
The income margin measures the result for the year, taking into account the ancillary, financial (excluding financial expenses) and extraordinary areas.
Main risks and uncertainties for the Company
The main risks and uncertainties for the Company are described below. The Board of Directors must diligently monitor and implement risk containment policies:
- the price risk is managed using a solid cost accounting procedure which can identify the production cost, through which remunerative and competitive prices can be offered to the customer;
- the exchange rate risk is kept under control by avoiding exposures over time in currencies other than the Euro;
- the liquidity risk is mitigated by adopting policies and procedures which maximise the efficiency of financial resource management. This is carried out through the centralised management of incoming and outgoing flows, assessment of prospective liquidity conditions, obtaining adequate credit lines, and preserving an adequate cash and cash
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
equivalent level. Current liquidity and credit lines are enough to meet future financial needs, along with resources generated by operating and financing activities.
- the product risk is spread over a large portfolio of products that annually pass through plants. This ensures that the Company is not dependant on a single product. A competent and timely Quality Assurance service safeguards product quality;
- the risk of changes in cash flows is not considered significant in view of the Company's balance sheet. It is considered that the risks to which the business activity is exposed are not higher than those physiologically connected to the overall business risk;
- the credit risk represents the Company's exposure to potential losses deriving from the non- fulfilment of the obligations assumed by counterparties. Experience has proved that this risk never significantly occurred for Fine Foods. However, the Company would implement the appropriate hedging if necessary.
Key non-financial indicators
For a better understanding of the Company situation, the operating trend and result, it is useful to present the following non-financial indicators:
- Fine Foods maintains consolidated and continuous relationships with more than 100 customers;
- The Company can count on 102 production lines located in the various plants;
- Fine Foods produces more than 1,300 Stock-Keeping Units (SKUs) annually;
- The Company has more than 590 employees, of which about 10 per cent are dedicated to quality control activities.
Environmental information
The environmental objectives and policies, including the measures adopted and the improvements made to the business activity that had the greatest impact on the environment, can be summarised as follows:
In May 2020, the Company underwent an environmental certification audit under the UNI EN ISO 14001:2015 standard, which certifies the presence of a management system to prevent air and water environmental issues.
The next maintenance visit is planned for mid-May 2021.
A management system illustrates how to intervene if harmful events occur.
During the year, there were no events that caused damage to the environment for which the Company was found guilty, nor were sanctions or penalties imposed for environmental crimes or damages.
To protect the environment and follow the provisions of current legislation, the Company gives all the types of waste that are generated by the Zingonia - Verdellino and Brembate sites to authorised third parties.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Work Risk Assessment Document
Under Legislative Decree no. 81 of 09/04/2008 of Legislative Decree 106/09 and subsequent amendments, which contain reference standards for workplace health and safety, the Company has drawn up the Risk Assessment Document (DVR - Documento di Valutazione dei Rischi) filed at its registered office and revised on 13 April 2020, version no. 13.
The Company holds the OHSAS 18001:2007 certification, which is the international standard for a safety and health management system for workers.
In April 2020, an audit was scheduled to obtain certification under UNI EN ISO 45001:2018, which will replace the old OHSAS 18001:2007. Due to the COVID-19 pandemic, the audit was rescheduled for September 2020.
During the year there were no serious accidents at work that resulted in serious injuries to personnel enrolled in the employee register for which corporate responsibility was ascertained.
Personnel Management Information
To better understand the Company situation and management performance, some information relating to personnel management is provided.
Attention was paid to the professional growth of personnel. In the first half of 2020, 78 training courses and seminars were held, involving 548 participants, for a total of 1,963 hours of training. These aimed at increasing technical skills and maintaining an adequate level of quality, safety, hygiene and environment skills.
Plant | Number of courses | Number of participants | Total hours |
ZINGONIA | 43 | 339 | 1,369 |
BREMBATE | 35 | 209 | 593 |
TOTAL | 78 | 548 | 1,963 |
During the first half of 2020 there were no serious accidents at work that resulted in serious injuries to personnel enrolled in the employee register for which corporate responsibility was ascertained or charges relating to occupational illnesses on employees or former employees and mobbing cases.
Research and development
Fine Foods works in the contract development and manufacturing of solid oral forms for the pharmaceutical and nutraceutical industries. The research and development work stems from a structured collaboration with customers aimed at providing them with new formulations for their products, guaranteeing their effectiveness, quality and innovation.
The costs incurred for product research and development are not capitalised but are included in operating costs and charged to the income statement.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Relationships with subsidiary, associated, parent companies and companies controlled by the parent companies
In the first half of 2020, no subsidiary, associated, parent companies or companies controlled by the parent companies' transactions took place, except for the dividend paid to the parent company of € 0.12 for each share held, as resolved by the 30 April 2020 Shareholders' Meeting.
Treasury shares
The table below summarises the situation regarding treasury shares as at 30/06/2020 and the movements during the year.
Number | Total nominal value | % | Fees Euro | |||||||
Initial balance | - | - | - | - | ||||||
Purchased shares | 676,840 | - | 2.87% | 7,279,715 | ||||||
Shares allocated free of charge | - | - | - | - | ||||||
Shares sold | - | - | - | - | ||||||
Shares cancelled due to excess capital | - | - | - | - | ||||||
Shares cancelled to cover losses | - | - | - | - |
Final balance | 676,840 | 0 | 2.87% | 7,279,715 |
Under at. 2357-ter of the Civil Code, the purchase of treasury shares involved booking a "Negative reserve for treasury shares in the portfolio" in balance sheet liabilities. The number of treasury shares held by the Company having recourse to the risk capital market does not exceed one-fifth of the share capital, as required by art. 2357 of the Civil Code.
The purchase of treasury shares provides the Company with a useful strategic investment opportunity for purposes permitted by current regulations.
Parent Company shares
The Company has never owned parent Company shares.
Business outlook
Considering the overall positive result achieved by the company in the first half of 2020, when the Covid 19 pandemic reached its peak and having noted an ever-increasing recovery in the market, a second half of the year is expected to strongly expand.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Significant events after the end of the period
On 15 September 2020, Fine Foods purchased 711,974 treasury shares, equal to 3.0214% of the share capital, on AIM Italia, organised and managed by Borsa Italiana S.p.A., at a weighted average price of € 10.7693, totalling € 7,667,460.
On 22 July 2020, the company purchased a property complex adjacent to the pharmaceutical production plant located in via Grignano in Brembate (BG) as part of its continuous organic growth plan and to secure additional space for future development.
Branch offices
The Company's branch operating offices are shown below:
Address | Location | |||
VIA GRIGNANO 43 | BREMBATE | |||
VIA LOMBARDIA 8/B/C | NEMBRO | |||
GDPR Privacy Policy
Under EU Regulation 2016/679, General Data Protection Regulation ("GDPR"), the Company has implemented a corporate organisation system for the protection of personal data to comply with the EU regulatory framework, which strengthens Privacy and the individuals' data protection rights.
Verdellino-Zingonia, 29/09/2020
For the Board of Directors
Chairman
Marco Francesco Eigenmann
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Financial Statements
Balance Sheet
30/06/2020 | 31/12/2019 | |||||
Assets | ||||||
B) Fixed assets | ||||||
I - Intangible fixed assets | - | - | ||||
3) industrial patent and intellectual property rights | 1,469,512 | 1,273,296 | ||||
7) other | 1,769,420 | 2,176,313 | ||||
Total intangible fixed assets | 3,238,932 | 3,449,609 | ||||
II - Tangible fixed assets | - | - | ||||
1) land and buildings | 36,962,570 | 37,314,959 | ||||
2) plant and machinery | 46,556,398 | 45,314,549 | ||||
3) industrial and commercial equipment | 1,844,359 | 2,040,227 | ||||
4) other tangible assets | 2,824,434 | 2,830,441 | ||||
5) Fixed assets under construction and payments on account | 2,007,970 | 1,832,437 | ||||
Total tangible fixed assets | 90,195,731 | 89,332,613 | ||||
Total fixed assets (B) | 93,434,663 | 92,782,222 | ||||
C) Current assets | ||||||
I - Inventories | - | - | ||||
1) raw materials, ancillary materials, and consumables | 13,214,602 | 12,297,677 | ||||
2) work in progress and semi-finished products | 2,779,540 | 3,030,866 | ||||
4) finished products and goods | 7,582,796 | 7,159,281 | ||||
Total inventories | 23,576,938 | 22,487,824 | ||||
II - Receivables | - | - | ||||
1) from customers | 24,590,725 | 17,093,400 | ||||
due within 12 months | 24,590,725 | 17,093,400 | ||||
5-bis) tax receivables | 870,876 | 2,150,075 | ||||
due within 12 months | 870,876 | 2,150,075 | ||||
5-ter) deferred tax assets | 386,793 | 488,138 | ||||
5-quater) from others | 540,357 | 225,273 | ||||
due within 12 months | 540,357 | 225,273 | ||||
Total receivables | 26,388,751 | 19,956,886 | ||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
30/06/2020 | 31/12/2019 | |||||
III - Current financial assets | - | - | ||||
6) other securities | 67,444,536 | 68,337,564 | ||||
Total current financial assets | 67,444,536 | 68,337,564 | ||||
IV - Liquid assets | - | - | ||||
1) bank and postal deposits | 1,440,966 | 2,664,126 | ||||
3) cash and cash equivalents on hand | 5,947 | 7,558 | ||||
Total liquid assets | 1,446,913 | 2,671,684 | ||||
Total current assets (C) | 118,857,138 | 113,453,958 | ||||
D) Accruals and deferrals | 69,874 | 163,417 | ||||
Total assets | 212,361,675 | 206,399,597 | ||||
Liabilities | ||||||
A) Shareholders' equity | 146,133,358 | 148,290,590 | ||||
I - Capital | 22,601,209 | 22,564,043 | ||||
II - Share premium reserve | 86,743,750 | 86,743,750 | ||||
IV - Legal reserve | 5,000,000 | 5,000,000 | ||||
VI - Other reserves, indicated separately | - | - | ||||
Extraordinary reserve | 9,398,219 | 6,072,106 | ||||
Merger surplus reserve | 26,553,351 | 26,553,351 | ||||
Total other reserves | 35,951,570 | 32,625,457 | ||||
IX - Profit (loss) for the year | 3,116,544 | 6,069,585 | ||||
X - Negative reserve for treasury shares in the portfolio | (7,279,715) | (4,712,245) | ||||
Total Shareholders' Equity | 146,133,358 | 148,290,590 | ||||
C) Employee severance indemnity | 920,878 | 972,595 | ||||
D) Payables | ||||||
1) bonds | 9,911,375 | 9,896,567 | ||||
due after 12 months | 9,911,375 | 9,896,567 | ||||
4) Bank Borrowing | 24,111,650 | 21,334,924 | ||||
due within 12 months | 9,911,106 | 10,611,947 | ||||
due after 12 months | 14,200,544 | 10,722,977 | ||||
7) trade payables | 24,676,048 | 20,608,429 | ||||
due within 12 months | 24,676,048 | 20,608,429 | ||||
12) taxes payable | 1,826,742 | 907,303 | ||||
due within 12 months | 1,826,742 | 907,303 | ||||
13) payables due to pension and social security institutions | 2,080,296 | 1,851,465 | ||||
due within 12 months | 2,080,296 | 1,851,465 | ||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
30/06/2020 | 31/12/2019 | ||||
14) other payables | 2,662,280 | 2,497,658 | |||
due within 12 months | 2,662,280 | 2,497,658 | |||
Total payables | 65,268,391 | 57,096,346 | |||
E) Accruals and deferrals | 39,048 | 40,066 | ||||
Total liabilities | 212,361,675 | 206,399,597 | ||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Income Statement
30/06/2020 | 30/06/2019 | ||||||
A) Production value | |||||||
1) revenues from sales and services | 75,350,182 | 83,140,551 | |||||
2) changes in inventories of work in progress, semi-finished and finished products | 172,188 | 4,691,769 | |||||
5) other revenues and income | - | - | |||||
other | 873,530 | 797,903 | |||||
Total other revenues and income | 873,530 | 797,903 | |||||
Total production value | 76,395,900 | 88,630,223 | |||||
B) Production costs | |||||||
6) raw materials, ancillary materials, consumables, and goods | 46,657,254 | 58,247,492 | |||||
7) services | 7,156,689 | 8,331,565 | |||||
8) use of third-party assets | 238,419 | 542,740 | |||||
9) personnel | - | - | |||||
a) wages and salaries | 10,265,755 | 11,192,171 | |||||
b) social security contributions | 3,240,760 | 3,391,471 | |||||
c) severance indemnity | 632,167 | 586,155 | |||||
e) other costs | - | 4,250 | |||||
Total personnel costs | 14,138,682 | 15,174,047 | |||||
10) amortisation, depreciation, and write-downs | - | - | |||||
a) amortisation of intangible assets | 683,456 | 746,283 | |||||
b) depreciation of tangible assets | 5,190,495 | 3,840,162 | |||||
d) write-downs of receivables included in current assets and liquid assets | 119,714 | 120,811 | |||||
Total amortisation, depreciation, and write-downs | 5,993,665 | 4,707,256 | |||||
11) changes in inventories of raw materials, ancillary materials, consumables, and | (916,925) | (3,637,745) | |||||
goods | |||||||
14) other operating charges | 580,343 | 958,708 | |||||
Total production costs | 73,848,127 | 84,324,063 | |||||
Difference between production value and costs (A - B) | 2,547,773 | 4,306,160 | |||||
C) Financial income and charges | |||||||
16) other financial income | - | - | |||||
c) from securities included in current assets other than equity investments | 2,936,671 | 674,060 | |||||
d) income other than the above | - | - | |||||
Other | 2,172 | 1,822 | |||||
Total income other than the above | 2,172 | 1,822 | |||||
Total other financial income | 2,938,843 | 675,882 | |||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
30/06/2020 | 30/06/2019 | ||||||
17) interest and other financial charges | - | - | |||||
Other | 1,316,997 | 253,727 | |||||
Total interest and other financial charges | 1,316,997 | 253,727 | |||||
17-bis) foreign exchange gains and losses | 5,006 | (18,221) | |||||
Total financial income and charges (15 + 16-17 + -17-bis) | 1,626,852 | 403,934 | |||||
D) Adjustments to the value of assets and liabilities | |||||||
19) write-downs | - | - | |||||
c) from securities included in current assets other than equity investments | - | 217,529 | |||||
Total write-downs | - | 217,529 | |||||
Total adjustments to the value of assets and liabilities (18-19) | - | (217,529) | |||||
Earnings before taxes (A-B + -C + -D) | 4,174,625 | 4,492,565 | |||||
20) Current, deferred, and prepaid income taxes for the year | |||||||
current taxes | 956,736 | 1,316,458 | |||||
deferred and prepaid taxes | 101,345 | (41,442) | |||||
Total current, deferred, and prepaid income taxes | 1,058,081 | 1,275,016 | |||||
21) Profit (loss) for the year | 3,116,544 | 3,217,549 | |||||
Cash Flow Statement, indirect method
Amount as at Amount as at
30/06/2020 30/06/2019
A) Cash flows from operating activities (indirect method)
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Amount as at | Amount as at | ||||||
30/06/2020 | 30/06/2019 | ||||||
Profit (loss) for the financial year | 3,116,544 | 3,217,549 | |||||
Income taxes | 1,058,081 | 1,275,016 | |||||
Interest expenses (Income) | (1,621,846) | (422,155) | |||||
(Gains)/Losses deriving from asset disposals | (1,564,205) | (449,729) | |||||
1) Profit (loss) for the year before income taxes, interest, dividends and capital gains/losses on | 988,574 | 3,620,681 | |||||
disposals | |||||||
Adjustments for non-monetary items with no impact on the net working capital | |||||||
Allocation to Provisions | 8,701 | 14,888 | |||||
Depreciation of fixed assets | 5,873,951 | 4,586,445 | |||||
Write-downs for permanent losses in value | 217,529 | ||||||
Total adjustments for non-monetary items with no impact on the net working capital | 5,882,652 | 4,818,862 | |||||
2) Cash flow before changes in net working capital | 6,871,226 | 8,439,543 | |||||
Changes in net working capital | |||||||
Decrease/(Increase) in inventories | (1,089,114) | (8,329,514) | |||||
Decrease/(increase) in trade receivables | (7,497,325) | (1,968,524) | |||||
Increase/(Decrease) in trade payables | 4,067,619 | 5,425,739 | |||||
Decrease/(increase) in accrued income and prepaid expenses | 93,543 | (8,405) | |||||
Increase/(Decrease) in accrued expenses and deferred income | (1,018) | (2,409) | |||||
Other decreases/(increases) of net working capital | 2,378,352 | 2,553,078 | |||||
Total changes in net working capital | (2,047,943) | (2,330,036) | |||||
3) Cash flow after changes in net working capital | 4,823,283 | 6,109,507 | |||||
Other adjustments | |||||||
Interest received/(paid) | 1,621,846 | 422,155 | |||||
(Income taxes paid) | (1,058,081) | (1,275,016) | |||||
Other collections/(payments) | (60,418) | (16,300) | |||||
Total other adjustments | 503,347 | (869,161) | |||||
Cash flow from operating activities (A) | 5,326,630 | 5,240,346 | ||||
B) Cash flows deriving from investments | ||||||
Tangible fixed assets | ||||||
(Investments) | (6,080,185) | (8,038,324) | ||||
Disposals | 42,111 | 44,848 | ||||
Intangible fixed assets | ||||||
(Investments) | (472,779) | (292,671) | ||||
Current financial assets | ||||||
(Investments) | (67,725,745) | |||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Amount as at | Amount as at | ||||
30/06/2020 | 30/06/2019 | ||||
Disposals | 2,441,694 | ||||
Cash flow from investments (B) | (4,069,159) | (76,011,892) | |||
C) Cash flows deriving from financing | |||||
Third-party financing | |||||
Increase/(Decrease) of short-term payables to banks | 4,562,367 | 4,422,711 | |||
New financing | 1,746,679 | ||||
(Funding repayment) | (1,770,833) | (2,770,833) | |||
Equity | |||||
Paid increase in share capital | 37,166 | 65 | |||
Sale/(purchase) of treasury shares | (2,567,470) | (2,668,716) | |||
(Dividends and advances on paid dividends) | (2,743,472) | (2,232,218) | |||
Cash flow from financing (C) | (2,482,242) | (1,502,313) | |||
Increase (decrease) in liquid assets (A ± B ± C) | (1,224,771) | (72,273,857) | |||
Liquid assets at the beginning of the financial year | |||||
Bank and postal deposits | 2,664,126 | 74,764,972 | |||
Cash and cash equivalents on hand | 7,558 | 6,656 | |||
Total liquid assets at the beginning of the financial year | 2,671,684 | 74,771,628 | |||
Liquid assets at the end of the financial year | |||||
Bank and postal deposits | 1,440,966 | 2,489,841 | |||
Cash and cash equivalents on hand | 5,947 | 7,930 | |||
Total liquid assets at the end of the financial year | 1,446,913 | 2,497,771 | |||
Balance difference | |||||
Explanatory Notes
Introduction
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Fine Foods & Pharmaceuticals N.T.M. S.p.A. is a company listed on the Alternative Investment Market Italia (hereafter "AIM Italia"), managed by Borsa Italiana S.p.A., since 1 October 2018.
The explanatory notes on the 30 June 2020 Half-year Report refer to the Balance Sheet, Income and Cash Flows Statement on 30 June 2020.
The Cash Flow Statement shows the positive or negative changes in the cash and cash equivalents that took place in the first half of 2020. It was prepared using the OIC 10 accounting standard, adopting the "cash flow from operating activities determined using the indirect method" layout.
The 30 June 2020 Interim Financial Statements consisted of the Balance Sheet, Income and Cash Flow Statement and Explanatory Notes corresponding to the regularly kept accounting records and are prepared using OIC principles.
The 30 June 2020 Interim Financial Statements show a net profit of € 3,116,544 after amortisation and depreciation of € 5,873,951 and provision of income taxes of € 1,058,081.
Based on the economic performance and the sound financial position, the directors believe that the Company can continue its operations and have prepared the 30 June 2020 Half-year Report based on the going concern principle.
Drafting and valuation criteria and principles
The Interim Financial Statements are based on criteria and principles used for the preparation of the 31 December 2019 Financial Statements to which reference should be made.
The valuation principles adopted for the 30 June 2020 Interim Financial Statements comply with applicable civil law.
The Interim Statements preparation follows the OIC 30 Accounting Standard relating to Interim Statements.
The book values are represented in units of Euro by rounding off the related amounts.
When reviewing the Company's economic, financial and operational performance in the first half of 2020, the Company's activities, relations with the Parent Company, significant events that took place during the first half of the year, and the business outlook, reference should be made to the Report on Operations, prepared by the Company's Directors to accompany these Half-yearly Interim Financial Statements.
Description of the main items in the Balance Sheet and Income Statement
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
The notes on the Company's items in the 30 June 2020 Interim Financial Statements are set out below, with the corresponding 31 December 2019 values for the Balance Sheet items and 30 June 2019 for the Income Statement items.
Assets
Fixed assets
Intangible fixed assets
Under article 10 of law 19 March 1983, no. 72, and mentioned by the subsequent monetary revaluation laws, no monetary revaluation has been carried out on balance sheet intangible assets. It was unnecessary to write-down these fixed costs as required by the OIC 9 accounting standard, no indicators of potential permanent losses in the value of intangible assets were found.
Movements in intangible fixed assets
After booking the amortisation of € 683,456 in the Income Statement, the intangible assets were € 3,238,932.
The table shows the movements in fixed assets.
Industrial patents | Other intangible | Total intangible | |||||||
and intellectual | |||||||||
fixed assets | fixed assets | ||||||||
property rights | |||||||||
Value as at 31 December 2019 | |||||||||
Cost | 2,786,414 | 4,716,743 | 8,668,054 | ||||||
Amortisation | 1,513,118 | 2,540,431 | 5,218,446 | ||||||
Book value | 1,273,296 | 2,176,312 | 3,449,609 | ||||||
Changes during the period | |||||||||
Increases resulting from acquisitions | 472,779 | 472,779 | |||||||
Amortisation for the period | 276,563 | 406,893 | 683,456 | ||||||
Other - Cost | 0 | 0 | 0 | ||||||
Other - Accumulated Amortisation | 0 | 0 | |||||||
Total changes | 196,216 | -406,893 | -210,677 | ||||||
Value at end of the period | |||||||||
Cost | 3,259,193 | 4,716,743 | 9,140,833 | ||||||
Amortisation | 1,789,681 | 2,947,324 | 5,901,902 | ||||||
Book value as at 30 June 2020 | 1,469,512 | 1,769,420 | 3,238,932 | ||||||
Industrial patents and intellectual property rights
The "Industrial patents and intellectual property rights" item mainly refers to the purchase of software licenses, to development projects for the "Microsoft Dynamics AX" ERP information system and MES software for a better production control and management.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Other intangible fixed assets
The "Other intangible fixed assets" item includes the costs incurred by the company to carry out the "Business Combination", i.e. the merger between Innova Italy 1 S.p.A. and Fine Foods & Pharmaceuticals N.T.M. S.p.A. consisting of a merger by incorporation of Fine Foods & Pharmaceuticals N.T.M. S.p.A. into Innova Italy 1 with a subsequent change of company name to "Fine Foods & Pharmaceuticals N.T.M. S.p.A." that can be abbreviated to "Fine Foods N.T.M. S.p.A."
These are costs for legal, notary, tax, corporate and financial assistance relating to the transaction.
Tangible fixed assets
The assets belonging to tangible fixed assets are booked on the date on which the transfer of the risks and benefits connected to the acquired asset took place. They are booked in the Financial Statements at purchase cost, increased by any additional charges incurred until the assets are ready for use and within the limits of their recoverable value.
These assets are shown in the Balance Sheet assets net of accumulated depreciation.
The depreciation of tangible fixed assets, the use of which is limited in time, was carried out using the following rates:
Table of annual depreciation rates | |||
Food | Pharma | ||
Industrial buildings based on their type | 3% | 5.5% | |
Light construction | 10% | 10% | |
Generic plant, based on their type | 7.5% | 10% | |
Specific plant and machinery, based on their type | 14% | 12% | |
Industrial and commercial equipment, based on their type | 20% | 40% | |
Other assets: Furniture and furnishings | 12% | ||
Other assets: Electronic office machines | 20% | ||
Other assets: Transport vehicles | 20% | ||
Other assets: Cars | 25% |
Any disposal of assets (sales, scrapping, etc.) that occurred during the period resulted in the cancellation of their residual value. Any difference between the book value and the disposal value was recorded in the Income Statement.
Any write-down was unnecessary, as required by the OIC 9 accounting standard, no indicators of potential permanent losses in the value of tangible assets were found.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Movements in tangible fixed assets
Tangible fixed assets, including the related accumulated depreciation, are € 169,741,011; the accumulated depreciation is € 79,545,279.
The table below shows the movements in fixed assets.
Tangible fixed | ||||||||||||||||||||
Land and | Plant and | Industrial and | Other | assets under | Total tangible | |||||||||||||||
commercial | tangible fixed | construction | ||||||||||||||||||
buildings | machinery | fixed assets | ||||||||||||||||||
equipment | assets | and payments | ||||||||||||||||||
on account | ||||||||||||||||||||
Value as at 31 December | ||||||||||||||||||||
2019 | ||||||||||||||||||||
Cost | 54,440,216 | 92,929,265 | 7,742,500 | 6,929,391 | 1,832,437 | 163,873,810 | ||||||||||||||
Depreciation | 17,125,259 | 47,614,717 | 5,702,273 | 4,098,951 | 0 | 74,541,199 | ||||||||||||||
Book value | 37,314,958 | 45,314,549 | 2,040,227 | 2,830,440 | 1,832,437 | 89,332,611 | ||||||||||||||
Changes during the | ||||||||||||||||||||
period | ||||||||||||||||||||
Increases resulting from | 459,661 | 2,298,005 | 178,318 | 417,714 | 2,836,314 | 6,190,012 | ||||||||||||||
acquisitions | ||||||||||||||||||||
Reclassifications (of the | 144,667 | 2,377,336 | 9,950 | 19,000 | -2,550,953 | 0 | ||||||||||||||
net book value) | ||||||||||||||||||||
Decreases deriving from | ||||||||||||||||||||
disposals and divestments | 195,894 | 17,090 | 212,984 | |||||||||||||||||
- Cost | ||||||||||||||||||||
Decreases deriving from | ||||||||||||||||||||
disposals and divestments | 181,046 | 5,369 | 186,414 | |||||||||||||||||
- Accumulated | ||||||||||||||||||||
depreciation | ||||||||||||||||||||
Depreciation for the | 956,715 | 3,418,643 | 372,415 | 442,720 | 5,190,494 | |||||||||||||||
period | ||||||||||||||||||||
Other changes - Cost | -109,828 | -109,828 | ||||||||||||||||||
Other changes - | ||||||||||||||||||||
Accumulated | - | |||||||||||||||||||
Depreciation | ||||||||||||||||||||
Total changes | -352,387 | 1,241,850 | -195,869 | -6,006 | 175,534 | 863,121 | ||||||||||||||
Value at end of the | ||||||||||||||||||||
period | ||||||||||||||||||||
Cost | 55,044,544 | 97,408,712 | 7,913,678 | 7,366,106 | 2,007,970 | 169,741,011 | ||||||||||||||
Depreciation | ||||||||||||||||||||
(Accumulated | 18,081,974 | 50,852,314 | 6,069,320 | 4,541,671 | 0 | 79,545,279 | ||||||||||||||
Depreciation) | ||||||||||||||||||||
Book value as at 30 June | 36,962,570 | 46,556,398 | 1,844,359 | 2,824,434 | 2,007,970 | 90,195,732 | ||||||||||||||
2020 | ||||||||||||||||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Buildings
The increase recorded in the "Buildings" item in the first half of 2020 is due to reorganisation and expansion works at the Zingonia-Verdellino and Brembate production sites.
Plant and Machinery
The acquisitions recorded in the period involve a new stripline with packaging machine that came into operation at the nutraceutical plant in Zingonia and a new envelope line installed at the pharmaceutical plant in Brembate.
Equipment
The acquisitions refer to production and laboratory equipment for the Zingonia nutraceutical plant and the Brembate pharmaceutical plant.
Other fixed assets
The acquisitions refer to new furnishings, implementations of the data processing system (e.g. SAN - Storage Area Network-, servers, switches etc...) and the purchase of cars/vehicles.
Tangible fixed assets under construction and payments on account
The above 30 June 2020 item included advances to suppliers for the purchase of tangible assets totalling € 2,007,970 and refer to plant and machinery purchases.
Amount of revaluations of tangible assets included in the Financial Statement balances
During 2008, the Verdellino and Brembate operating properties were revalued based on paragraphs 16 to 23 of Article 15 of Decree-Law no. 185 of 29 November 2008, converted with amendments by Law no. 2 of 28 January 2009, which permitted revaluing properties of companies that do not adopt international accounting standards in the preparation of their Financial Statements, as described below.
Previously, the Company had carried out a revaluation based on law no. 266/05 with related realignment. Fixed assets consisting of "land and buildings" were previously subjected to voluntary revaluation, which was limited to the maximum objectively determined asset use-value.
The revaluation made in 2008 permits a higher value attributed to the assets to become valid for tax purposes starting from the 2013 financial year. If there is a disposal, the tax validity starts from 01/01/2014.
As of 2013, depreciation on the revaluation started to be deducted for tax purposes. Portions from previous years will be deducted after the end of the statutory depreciation process.
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Revaluation | Financial | Revaluation | Total | |||||||||||
Tangible assets subject to revaluation | under law | under Decree- | ||||||||||||
revaluation | revaluations | |||||||||||||
266/05 | Law 185/08 | |||||||||||||
Land and buildings | 3,127,545 | 158,660 | 3,440,000 | 6,726,205 |
Financial leases
At the end of the period, the Company had no financial leasing contracts in place.
Current assets
Inventories
Asset inventories are valued at the lower of purchase or production cost and realisable value based on market trends.
The purchase cost includes any directly attributable ancillary charges.
The production cost does not include indirect costs as they were objectively unattributable.
On 30 June 2020, a write-down was made of the inventory relating to goods expiring, not moving, "rejected" or destroyed during July and August 2020. The write-down was € 561,233.
The following table shows information on inventory changes.
30/06/2020 | 31/12/2019 | Changes | ||||||||
raw materials, ancillary materials, and | 13,214,602 | 12,297,677 | 916,925 | |||||||
consumables | ||||||||||
work in progress and semi-finished products | 2,779,540 | 3,030,866 | -251,326 | |||||||
finished products and goods | 7,582,796 | 7,159,281 | 423,515 | |||||||
Total | 23,576,938 | 22,487,824 | 1,089,114 | |||||||
Receivables booked in current assets
Receivables under current assets are booked in the Financial Statements using the amortised cost method, based on the time factor and the estimated realisable value.
The presumable realisable value adjustment was carried out through the allocation of a bad debt provision.
For those receivables for which the application of the amortised cost or discounting method was irrelevant, the recording has been maintained using the presumed realisable value to represent the company's equity and financial situation correctly. This happened for receivables due within 12 months or, using the amortised cost method, when the transaction costs, commissions or any other difference between the initial value and the due date value were insignificant or, in the case of discounting, when there was an interest rate inferable from the contractual conditions that is not significantly different from the market interest rate.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Changes and due date of receivables booked in current assets
The following table shows information relating to changes in receivables booked in current assets.
Amount as at | ||||||||||||||
30/06/2020 | 31/12/2019 | Changes | 30/06/2020 payable | |||||||||||
within 12 months | ||||||||||||||
Trade receivables | 24,590,725 | 17,093,400 | 7,497,325 | 24,590,725 | ||||||||||
Tax receivables | 870,876 | 2,150,075 | -1,279,199 | 870,876 | ||||||||||
Deferred tax assets | 386,793 | 488,138 | -101,345 | 386,793 | ||||||||||
Receivables from others | 540,357 | 225,273 | 315,084 | 540,357 | ||||||||||
Total | 26,388,752 | 19,956,886 | 6,431,866 | 26,388,752 | ||||||||||
The receivables shown in the table above are due within 12 months.
Breakdown of receivables booked in current assets by geographical area
The following table shows the breakdown of the receivables booked in current assets by geographical area.
Trade receivables | Tax receivables | Deferred tax assets | Receivables from | Total Receivables | ||||||||||
Geographical area | booked in current | booked in current | booked in current | others booked in | booked in current | |||||||||
assets | assets | assets | current assets | assets | ||||||||||
Italy | 10,637,407 | 870,876 | 386,793 | 540,357 | 12,435,434 | |||||||||
Abroad | 13,953,318 | - | - | - | 13,953,318 | |||||||||
Total | 24,590,725 | 870,876 | 386,793 | 540,357 | 26,388,752 | |||||||||
Trade receivables
The "Trade Receivables" item increased compared to the previous year's Financial Statements due to the crediting of some collections in the first days of July.
The nominal value adjustment of trade receivables to the presumed realisable value was obtained by recording a specific bad debt provision, the movements of which are shown below:
Movements in the bad debt provision under Article 71 of Presidential Decree | 30/06/2020 | ||||
917/1986 | |||||
Balance at the beginning of the financial year | 592,102 | ||||
Merger contribution | |||||
Uses during the year | |||||
Provisioning | 119,714 | ||||
Balance at the end of the financial year | 711,816 | ||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Tax receivables
The following table shows the breakdown of the "Tax receivables" item.
Tax receivables detail | 30/06/2020 | 31/12/2019 | ||||||
VAT Credit | 548,117 | 1,805,008 | ||||||
IRAP credit | 140,661 | |||||||
Receivables for withholding tax on collected coupons, dividends and realised capital gains | 293,475 | 173,924 | ||||||
Receivables for IRES repayment for IRAP deduction on personnel costs | 27,929 | 27,929 | ||||||
Receivables for energy account withholdings | 1,356 | 2,553 | ||||||
Balance at the end of the financial year | 870,876 | 2,150,075 | ||||||
The change in VAT credit during the first half of 2020 is due to the ability to purchase tax-free, as a regular exporter, through the issue of declarations of intent, under the available limit.
Deferred Tax Assets
The temporary differences that led to the recording of prepaid income tax, determined by applying the tax rates in force, related to the inventory write-down and goodwill amortisation. The tax effect booked in the Financial Statements is € 156,584 for the inventory write-down and € 230,209 for goodwill amortisation.
Receivables from others
The following table shows the breakdown of the "Receivables from others" item.
Receivables from others detail | 30/06/2020 | 31/12/2019 | ||||||
Advances for participation in exhibitions | 219,288 | 82,166 | ||||||
INAIL Credit | 197,007 | 12,989 | ||||||
Receivables from FASA | 17,306 | 6,812 | ||||||
From suppliers for advances not on fixed assets | 105,235 | 121,086 | ||||||
Deposits | 1,521 | - | ||||||
Other receivables | - | 2,220 | ||||||
Total | 540,357 | 225,273 | ||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Current financial assets
Changes in current financial assets
Other Securities
The following table shows information on current asset changes.
Item description | 30/06/2020 | 31/12/2019 | Changes |
Investment Securities Account | 67,444,536 | 68,337,564 | -893,028 |
A leading Credit Institution is managing a discretionary and individualised management service on an investment portfolio that includes financial instruments and liquidity. Fine Foods entered a total of € 67 million in the Financial Statements against the above investment portfolio, as at 30 June 2020; this includes the higher/lower liquidity deriving from the realisation of capital gains/losses during the period and dividends on shares and bond coupons.
It should be noted, however, that at 30 June 2020 the total Fair Value of the portfolio amounted to € 69.2 million.
Liquid assets
Liquid assets are valued at nominal value.
The following table shows the information on liquid asset changes from 31 December 2019 to 30 June 2020.
30/06/2020 | 31/12/2019 | Changes | ||
Bank and postal deposits | 1,440,966 | 2,664,126 | -1,223,160 | |
Cash and cash equivalents on hand | 5,947 | 7,558 | -1,611 | |
Total | 1,446,913 | 2,671,684 | -1,224,771 | |
For more details on liquid asset changes, please refer to the Cash Flow Statement.
Accrued income and prepaid expenses
Accruals and deferrals have been calculated on an accrual basis, by allocating revenues and costs common to two or several years.
The following table shows information on changes in prepaid expenses and accrued income.
30/06/2020 | 31/12/2019 | Changes | |||||||
Accrued income | 10,912 | 107,846 | -96,934 | ||||||
Prepaid expenses | 58,962 | 55,571 | 3,391 | ||||||
Total | 69,874 | 163,417 | -93,543 | ||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
The following tables show the items' composition:
Accrued income detail | 30/06/2020 | 31/12/2019 | ||||||
Energy account accrued amount | 10,912 | 107,846 | ||||||
Balance | 10,912 | 107,846 | ||||||
Prepaid expenses detail | 30/06/2020 | 31/12/2019 | ||||||
R&D technical consulting | 434 | 950 | ||||||
Exhibitions and meetings | - | 12,191 | ||||||
Advertising | 27 | 172 | ||||||
Nembro rentals | 3,607 | 17,826 | ||||||
EDP fees | 54,894 | 24,432 | ||||||
Balance | 58,962 | 55,571 | ||||||
Liabilities and Shareholders' equity
Shareholders' equity
The following table details the movements in Shareholders' equity:
Balance as at | Allocation of | Other | Operating | Balance as at | ||
operating | Dividends | |||||
31/12/2019 | movements | result | 30/06/2020 | |||
result | ||||||
I- Share Capital | 22,564,043 | 37,166 | 22,601,209 | |||
II- Share premium reserve | 86,743,750 | 86,743,750 | ||||
III - Revaluation reserve | - | |||||
IV - Legal reserve | 5,000,000 | 5,000,000 | ||||
V - Statutory reserves | - | - | ||||
VI - Other reserves: | - | |||||
- Merger reserve | 26,553,351 | 26,553,351 | ||||
- Extraordinary reserve | 6,072,106 | 6,069,585 | (2,743,472) | 9,398,219 | ||
VIII - Profits (losses) carried | ||||||
forward | - | |||||
IX - Profit (loss) for the year | 6,069,585 | (6,069,585) | 3,116,544 | 3,116,544 | ||
X - Negative reserve for treasury | (4,712,245) | (2,567,470) | (7,279,715) | |||
shares in the portfolio | ||||||
Total | 115,665,133 | - | (2,743,472) | (2,530,304) | 3,116,544 | 146,133,358 |
The increase in Share Capital recorded in 2020 derives from the issue of new shares following the conversion of warrants.
All subscribed shares (with no nominal value) have been fully paid up.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Employee severance indemnity
The severance indemnity has been calculated under art. 2120 of the Civil Code, considering the legal provisions, contract specifications and professional categories. It includes the accrued annual instalments and the revaluations made using ISTAT coefficients.
The provision amount is booked net of the advances paid and the quotas used for the employment termination during the period and represents the amount owed to employees at the Financial Statements closing date.
The following table shows information on changes in the employee severance indemnity.
Substitute tax | |||||||||||||||||
on the | |||||||||||||||||
Severance indemnity provision | 31/12/2019 | Paid on | Accrued on | revaluation of | 30/06/2020 | ||||||||||||
movement detail | 30/06/2020 | 30/06/2020 | employee | ||||||||||||||
severance | |||||||||||||||||
indemnity | |||||||||||||||||
972,595 | -59,229 | 8,701 | -1,189 | 920,878 | |||||||||||||
The movements of the severance indemnity paid to INPS and the complementary social security funds are shown below:
Substitute tax | |||||||||||||||||
on the | |||||||||||||||||
Detail of severance indemnity | 31/12/2019 | Paid on | Accrued on | revaluation of | 30/06/2020 | ||||||||||||
paid to funds | 30/06/2020 | 30/06/2020 | employee | ||||||||||||||
severance | |||||||||||||||||
indemnity | |||||||||||||||||
INPS Treasury | 4,203,212 | 204,477 | 369,138 | 5,214 | 4,362,659 | ||||||||||||
Private pension funds | 3,292,905 | 284,999 | 3,577,904 | ||||||||||||||
Total | 7,496,117 | 204,477 | 654,137 | 5,214 | 7,940,563 | ||||||||||||
Payables
Payables have been booked in the Financial Statements according to the amortised cost method, as defined by art. 2426 par. 2 of the Civil Code, considering the time factor. For those payables for which the application of the amortised cost or discounting method was irrelevant, the recording has been maintained using the nominal value to represent the company's equity and financial situation correctly. This happened for payables due within 12 months or, using the amortised cost method, when the transaction costs, commissions or any other difference between the initial value and the due date value were insignificant or, in the case of discounting, when there was an interest rate inferable from the contractual conditions that is not significantly different from the market interest rate.
Based on the provisions of article 12, paragraph 2 of Legislative Decree 139/2015, the Company applied the amortised cost method exclusively to payables booked in the Financial Statements from 2016.
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Payables changes and due date
The following table shows information relating to changes in payables and any information on their due date.
30/06/2020 | 31/12/2019 | Changes | Amount as at | Amount as at | |||||||||||
30/06/2019 | 30/06/2019 | ||||||||||||||
payable within | payable after | ||||||||||||||
12 months | 12 months | ||||||||||||||
Bonds payable | 9,911,375 | 9,896,567 | 14,808 | 9,911,375 | |||||||||||
Bank Borrowing | 24,111,650 | 21,334,924 | 2,776,726 | 9,911,106 | 14,200,544 | ||||||||||
Trade payables | 24,676,048 | 20,608,429 | 4,067,619 | 24,676,048 | |||||||||||
Taxes payable | 1,826,742 | 907,303 | 919,439 | 1,899,608 | |||||||||||
Payables due to pension and | 2,080,296 | 1,851,465 | 228,831 | 2,080,296 | |||||||||||
social security institutions | |||||||||||||||
Other payables | 2,662,280 | 2,497,658 | 164,622 | 2,662,280 | |||||||||||
Total | 65,268,392 | 57,096,346 | 8,172,046 | 41,229,338 | 24,111,919 | ||||||||||
Bonds
The main features of Bonds, which amount to € 9,911,375, are described below:
- Total principal: € 10,000,000 (ten million);
- Issue method: the securities are issued dematerialised, in a tranche and bearer format under the TUF and the "Consob" Regulation - "Banca d'Italia" Decree-Law 22 February 2008, and deposited and managed by the "Monte Titoli S.p.A." centralised system;
- Currency: Euro;
- Number of bonds and value: 100 bonds with a unit value of € 100,000 (one hundred thousand);
- Coupon: half-yearly, at a fixed interest rate of 0.82% (zero-pointeighty-two per cent) under
the regulation.
These Bonds require compliance with certain covenants (economic and financial parameters) that had been fully complied with at the Financial Statements' date.
The Bonds payable originated in 2016 with a duration of seven years with interest payments as indicated above, and the related costs were initially booked at the value determined by discounting future cash flows at the contractual interest rate. The difference between the initial book value of the debt in the 2016 Financial Statements (€ 9,788,000) and the forward value (€ 10,000,000) is booked in the Income Statement as a financial charge over the debt duration using the effective interest rate method.
Bank Borrowing
The following table shows the items' composition:
Bank Borrowing detail | 30/06/2020 | 31/12/2019 | ||||||
Within 12 months | ||||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Current accounts and invoice advances | 11,626,602 | 5,601,886 | ||||||
Financing and bank loans | 2,573,942 | 5,010,062 | ||||||
Total payable within 12 months | 14,200,544 | 10,611,948 | ||||||
After 12 months | 30/06/2020 | 31/12/2019 | ||||||
MedioCredito mortgage loan | 9,911,106 | 10,722,977 | ||||||
Total payable after 12 months | 9,911,106 | 10,722,977 | ||||||
Total | 24,111,650 | 21,334,925 | ||||||
The debt for the mortgage loan subscribed in 2016 by the acquired Company Fine Foods expiring on 30 June 2027, for which interest is payable as indicated below, and the related costs, were initially booked at the value determined by discounting future cash flows at the estimated contractual interest rate.
The difference between the initial booked value of the debt, net of capital repayments already made as at 31 December 2019 and 30 June 2020 (€ 11,546,000) and the forward value (€ 11,667,000) is booked in the Income Statement as a financial charge over the debt duration using the effective interest rate method.
Below are the 06 August 2016 mortgage loan contract main features:
- Total amount € 15,000,000;
- Amount disbursed at signing € 5,000,000;
- Amount disbursed during 2017 € 5,000,000;
- Amount disbursed during 2018 € 3,500,000;
- Amount disbursed during 2019 € 1,500,000;
- Rate: Six-month Euribor + 1%.
Trade payables
The following table shows the breakdown of the "Trade payables" item.
Trade payables detail | 30/06/2020 | 31/12/2019 | ||||||
Trade payables in Italy and abroad | 21,889,791 | 19,013,448 | ||||||
Payables for invoices to be received | 2,948,542 | 1,910,339 | ||||||
From suppliers for credit notes to be received | -162,284 | -315,358 | ||||||
Total | 24,676,048 | 20,608,429 | ||||||
Taxes payable
The following table shows the breakdown of the "Taxes payable" item.
Taxes payable detail | 30/06/2020 | 31/12/2019 | ||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Substitute tax on severance indemnity | 20,624 | 20,336 |
Fasi social security institute | 1,295 | 0 |
Payables for withholding taxes on employees | 711,871 | 630,096 |
Payables for withholding taxes on self-employment | 26,686 | 4,127 |
Payables for IRES | 948,284 | 252,744 |
Payables for IRAP | 117,981 | |
Total | 1,826,742 | 907,303 |
Payables due to pension and social security institutions
The following table shows the breakdown of the "Payables due to pension and social security institutions" item.
Payables due to pension and social security institutions detail | 30/06/2020 | 31/12/2019 | ||||||
Payables to INPS | 1,223,470 | 1,024,540 | ||||||
Payables to INPS for solidarity contribution | 1,813 | 1,952 | ||||||
Payables to Cassa Vita (life insurance fund) | 1,132 | 1,086 | ||||||
Payables to Previndai | 44,474 | 47,752 | ||||||
Payables to Inail | 0 | 34,762 | ||||||
Payables to private funds | 30,181 | 29,207 | ||||||
Payables for Trade Union membership | 4,207 | 2,519 | ||||||
Payables to Alifond | 88,460 | 87,114 | ||||||
Accrued contributions on thirteenth and fourteenth-month salary | 199,559 | 174,939 | ||||||
Accrued contributions on accrued holidays | 487,000 | 447,594 | ||||||
Total | 2,080,296 | 1,851,465 | ||||||
Other payables
The following table shows the breakdown of the "Other payables" item.
Other payables detail | 30/06/2020 | 31/12/2019 | ||||||
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
Remuneration to be paid | 115,027 | 63,575 |
Payables for thirteenth-month salary accrued | 624,623 | 897 |
Payables for fourteenth-month salary accrued | 513 | 542,234 |
Payables for unused accrued holidays | 1,586,031 | 1,457,459 |
Payables for salary-deducted loans | 12,065 | 11,003 |
Payables for compensation to directors | 90,000 | 140,000 |
Advances from customers | 56,993 | 45,193 |
Payables for exemption contribution for disabled people | 50,000 | 47,064 |
Insurance payables | 90,004 | 118,675 |
Payables for the Board of Statutory Auditors' remuneration | 32,760 | 65,520 |
Other payables | 4,263 | 6,038 |
Total | 2,662,279 | 2,497,658 |
Breakdown of payables by geographical area
The following table shows the breakdown of payables by geographical area
Payables due | |||||||||||||||||
Geographical | Bonds | Bank | Trade | Taxes payable | to pension and | Other | Payables | ||||||||||
area | Borrowing | payables | social security | payables | |||||||||||||
institutions | |||||||||||||||||
Italy | 9,911,375 | 24,111,650 | 17,232,631 | 1,826,742 | 2,080,296 | 2,662,280 | 57,824,975 | ||||||||||
Abroad | 7,443,417 | 7,443,417 | |||||||||||||||
Total | 9,911,375 | 24,111,650 | 24,676,048 | 1,826,742 | 2,080,296 | 2,662,280 | 65,268,392 | ||||||||||
Payables secured by collateral on corporate assets
The following table, separately for each item, shows the payables secured by collateral on the corporate assets, with an indication of the guarantees' nature.
Payables backed by | Total payables | Payables unsecured | ||||||||||
Total | ||||||||||||
mortgages | secured by collateral | by collateral | ||||||||||
Bonds payable | 9,911,375 | 9,911,375 | 9,911,375 | |||||||||
Bank Borrowing | 11,547,548 | 11,547,548 | 12,564,102 | 24,111,650 | ||||||||
Trade payables | - | 24,676,048 | 24,676,048 | |||||||||
Taxes payable | - | 1,826,742 | 1,826,742 | |||||||||
Payables due to pension and social | - | 2,080,296 | 2,080,296 | |||||||||
security institutions | ||||||||||||
Other payables | - | 2,662,280 | 2,662,280 | |||||||||
Total | 21,458,923 | 21,458,923 | 43,809,469 | 65,268,392 | ||||||||
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Accrued expenses and deferred income
The following table shows the composition of the items resulting from the Financial Statements.
Accrued expenses detail | 30/06/2020 | 31/12/2019 | ||||||
Interest payable on Bonds | 38,653 | 39,267 | ||||||
Interest payable on unsecured loans | 395 | 799 | ||||||
Total | 39,048 | 40,066 | ||||||
Income Statement
The Income Statement shows the net result for the half-year.
It provides a representation of management operations, through a summary of revenues and expenses that have contributed to determining the net result. The revenues and expenses are distinguished according to the relevant management: operating, ancillary, and financial activities.
Ordinary activities create income components through ongoing operations and in the sector relevant to their performance. These components identify and qualify the distinctive aspect of the Company's financial activity.
The financial activity consists of transactions that generate financial income and charges.
The marginal ancillary activities consist of transactions that generate income which is part of ordinary activities but are not part of operating or financial activities.
The analysis of the composition of the Income Statement items and the comments on the general income and charges trend is described in the Half-year Report on Operations.
Production value
Revenues are booked in the Financial Statements on an accrual basis, net of returns, rebates, discounts, and premiums, and related taxes.
The asset sales revenues are booked when the substantial and non-formal transfer of ownership has taken place, assuming the transfer of risks and benefits as the reference parameter for the substantial transfer.
Revenues deriving from the provision of services are booked when the service is provided or performed. If there are ongoing services, the related revenues are booked for the accrued portion.
Production value detail | 30/06/2020 | 30/06/2019 | Changes | ||||||||
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Revenues from sales and services | 75,350,182 | 83,140,551 | -7,790,369 |
Changes in product inventories | 172,188 | 4,691,769 | -4,519,581 |
Other revenues and income | 873,530 | 797,903 | 75,627 |
Total | 76,395,899 | 88,630,223 | -12,234,324 |
Breakdown of revenues from sales and service by business category
The following table shows the breakdown of revenues from sales and services by business category.
Business category | Current period value | |||
Product sales | 75,192,782 | |||
Revenues from services | 157,400 | |||
Total | 75,350,182 | |||
Breakdown of revenues from sales and services by geographical area
The following table shows the breakdown of revenues from sales and services by geographical area.
Geographical area | Current period value | |||
Italy | 29,501,995 | |||
Abroad | 45,848,187 | |||
Total | 75,350,182 | |||
The effect of foreign turnover on the total for the period was approximately 61%.
Item A1 of the Income Statement went from € 83.1 million in the first half of 2019 to € 75.3 million in the first half of 2020, decreasing by 9.4%. This change is mainly due to the reduction in turnover in the nutraceutical sector. The revenues of the "Food" Business Unit amounted to € 54.1 million in the first half of 2020 compared to € 63.1 million in the first half of 2019 and showed a decrease of 14 per cent. The "Pharma" segment sales in the first half of 2020 reached € 21.2 million with an increase of six per cent compared to € 20 million in the first half of 2019.
Other Revenues detail | 30/06/2020 | 30/06/2019 | Changes | ||||||||
Press Expenses | 88,719 | 46,706 | 42,013 | ||||||||
Laboratory Tests | 20,629 | 60,055 | -39,426 | ||||||||
Packaging charges | 38,344 | 58,450 | -20,107 | ||||||||
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Charges for other expenses | 406,671 | 509,895 | -103,224 |
Capital gains | 21,261 | 23,814 | -2,553 |
Contingencies | 297,906 | 98,983 | 198,923 |
Total | 873,530 | 797,903 | 244,699 |
The "Other revenues" item includes income deriving from the invoicing of costs incurred on behalf of customers, capital gains and contingent assets.
Production costs
Costs and charges are allocated on an accrual and type basis, net of returns, rebates, discounts, and premiums, following the principle of correlation with revenues, and booked in the respective items under the OIC 12 accounting principles. The costs related to goods purchase are booked when the substantial and non-formal transfer of ownership has taken place, assuming the transfer of risks and benefits as the reference parameter for the substantial transfer. The costs for purchased services are booked when the service is provided or performed. If there are ongoing services, the related costs are booked for the accrued portion.
Production costs detail | 30/06/2020 | 30/06/2019 | Changes | ||||||||
Raw materials, ancillary materials, consumables, and goods | 46,657,254 | 58,247,492 | -11,590,238 | ||||||||
Services | 7,156,689 | 8,331,565 | -1,174,876 | ||||||||
Use of third-party assets | 238,419 | 542,740 | -304,321 | ||||||||
Personnel | 14,138,682 | 15,174,047 | -1,035,365 | ||||||||
Amortisation, depreciation, and write-downs | 5,993,665 | 4,707,256 | 1,286,409 | ||||||||
Changes in inventories of raw materials and goods | -916,925 | -3,637,745 | 2,720,820 | ||||||||
Other operating charges | 580,342 | 958,708 | -378,366 | ||||||||
Total | 73,848,127 | 84,324,063 | -10,475,936 | ||||||||
The incidence of costs for raw materials, ancillary materials, consumables and goods, net of the change in inventories of raw materials and goods, on the Value of Production, is about 60% which is in line with that booked in the first half of 2019.
Services Detail | 30/06/2020 | 30/06/2019 | Changes | ||||||||
Industrial services | 4,672,680 | 5,801,600 | -1,128,920 | ||||||||
Business services | 532,469 | 747,553 | -215,083 | ||||||||
Administrative and general services | 1,951,539 | 1,778,705 | 172,834 | ||||||||
Total | 7,156,689 | 8,327,858 | -1,171,169 | ||||||||
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In addition to the pro rata remuneration of Directors and Statutory Auditors, costs for Services include: ordinary maintenance, utilities, transport, consulting, outsourcing, cleaning, waste disposal, luncheon vouchers, promotional expenses and Insurance.
The "Use of third-party assets" item includes the rental costs for third-party warehouses, forklifts, and pallet truck rental costs.
Other operating charges detail | 30/06/2020 | 30/06/2019 | Changes | ||||||||
Ordinary losses | 5,721 | 5,475 | 246 | ||||||||
Non recurring losses | 161,749 | 282,240 | -120,491 | ||||||||
Indirect taxes, duties, and contributions | 287,322 | 271,905 | 15,417 | ||||||||
Fines and penalties | 2,047 | 2,844 | -797 | ||||||||
Other costs and charges | 123,503 | 396,244 | -272,741 | ||||||||
Total | 580,342 | 958,708 | -378,366 | ||||||||
Financial income and charges
Financial income and charges are booked on an accrual basis for the portion accrued during the period.
Financial income detail | 30/06/2020 | 30/06/2019 | Changes | ||||||||
Interest income on bank accounts | - | - | |||||||||
Dividends on other Securities | 322,357 | 230,383 | 91,974 | ||||||||
Gains on the sale of other Securities | 2,614,314 | 443,677 | 2,170,637 | ||||||||
Other income | 2,172 | 1,822 | 350 | ||||||||
Total | 2,938,843 | 675,882 | 2,262,961 | ||||||||
Financial charges detail | 30/06/2020 | 30/06/2019 | Changes | ||||||||
Interest expenses on bank accounts | 13,432 | 35,935 | -22,503 | ||||||||
Interest expenses on bonds | 126,361 | 129,406 | -3,045 | ||||||||
Interest expenses on financing and bank loans | 107,883 | 74,292 | 33,591 | ||||||||
Interest expenses for deferments | - | 40 | -40 | ||||||||
Losses on the sale of other Securities | 1,065,649 | 12,286 | 1,053,363 | ||||||||
Rebates and discounts payable | 3,672 | 1,768 | 1,904 | ||||||||
Total | 1,316,997 | 253,727 | 1,063,270 | ||||||||
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Breakdown of interest and other financial charges by type of debt
The following table shows interest and other financial charges with a breakdown between those related to bonds, bank debts and other cases.
Bonds | Bank Borrowing | Other | Total | |
Interest and other financial charges | 126,361 | 121,315 | 1,069,321 | 1,316,997 |
Foreign currency exchange gains/losses
The Foreign currency exchange gains/losses are shown below
Exchange rate differences details | 30/06/2020 | 30/06/2019 | Changes | ||||||||
Realised foreign currency exchange gains | 10,439 | 1,855 | 8,584 | ||||||||
Realised foreign currency exchange losses | -5,433 | -20,076 | 14,643 | ||||||||
Total | 5,006 | -18,221 | 23,227 | ||||||||
Current, deferred and prepaid income taxes
Current taxes
The Company has estimated the taxes based on the application of current tax regulations.
Deferred taxation
This item includes the impact of deferred taxation on these Financial Statements. This is due to the temporary differences between the values attributed to an asset or liability following statutory criteria and the corresponding values recognised for tax purposes.
The Company determined the deferred taxation for IRES and IRAP.
The following tables provide:
- a description of the temporary differences that led to the recording of deferred tax assets and liabilities, specifying the rate applied and the changes from the previous year, the amounts credited or debited to the Income Statement or Shareholders' equity;
- the amount of deferred taxes booked in the Financial Statements relating to losses for the year or previous years and the reasons, the amount not yet booked and the reasons for the failure to record it;
- the items excluded from the calculation and the related reasons.
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Recording of deferred and prepaid taxes and consequent effects
IRES | IRAP | ||||||
A) Temporary differences | |||||||
Total deductible temporary differences | 1,386,361 | 1,386,361 | |||||
Net temporary differences | -1,386,361 | -1,386,361 | |||||
B) Tax effects | |||||||
Deferred tax (assets)/liabilities at the beginning of the financial year | -419,907 | -68,231 | |||||
Deferred or prepaid (income)/expenses for the financial year | 87,178 | 14,167 | |||||
Deferred tax (assets)/liabilities at the end of the financial year | -332,729 | -54,064 | |||||
Deductible temporary differences detail
Amount at | Changes | Amount at | |||||||||||||||||||||
the end of | which | ||||||||||||||||||||||
the end of | |||||||||||||||||||||||
the | occurred | IRES tax | IRAP tax | ||||||||||||||||||||
Description | the | IRES rate | IRAP rate | ||||||||||||||||||||
previous | during the | effect | effect | ||||||||||||||||||||
financial | |||||||||||||||||||||||
financial | financial | ||||||||||||||||||||||
year | |||||||||||||||||||||||
year | year | ||||||||||||||||||||||
Inventory write-down provision | 875,938 | 314,705 | 561,233 | 24 | 134,696 | 3.9 | 21,888 | ||||||||||||||||
Goodwill accumulated | 873,665 | 48,537 | 825,128 | 24 | 198,033 | 3.9 | 32,176 | ||||||||||||||||
amortisation | |||||||||||||||||||||||
Total deductible temporary | 1,749,603 | 363,242 | 1,386,361 | 24 | 332,729 | 3.9 | 54,064 | ||||||||||||||||
differences | |||||||||||||||||||||||
Cash Flow Statement
The Company has prepared a Cash Flow Statement, which is the summary document linking the changes occurred during the period in the company's assets with the changes in the financial situation. It highlights the values relating to the financial resources that the company needed during the period and the related uses.
Under the OIC 10 provision, the Company has adopted the indirect method where the cash flow is reconstructed by adjusting the period result of the non-monetary components.
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Other information
Employment data
The following table shows the average number of employees, broken down by category and calculated considering the daily average.
Executives | White-collar employees | Blue-collar employees | Total employees | ||
Average number | 14 | 256 | 313 | 583 | |
The number of employees is growing in line with previously planned investment initiatives.
The following is precise data on employment at the end of the period:
Employment data (expressed in units) | 30/06/2020 | 31/12/2019 |
Executives | 14 | 13 |
White-collar employees | 267 | 245 |
Blue-collar employees | 310 | 312 |
Total | 591 | 570 |
Categories of shares issued by the Company
The following table shows the number of Company shares and any movements that occurred during the period.
Initial number | Shares subscribed during the | Final number | |||||||||
period, number | |||||||||||
Ordinary Shares | 18,142,929 | 671,661 | 18,814,590 | ||||||||
Redeemable Shares | 1,200,000 | - | 1,200,000 | ||||||||
Multiple voting Shares | 3,500,000 | - | 3,500,000 | ||||||||
Special Shares | 100,000 | -50,000 | 50,000 | ||||||||
Total | 22,942,929 | 621,661 | 23,564,590 | ||||||||
In January 2020, in compliance with the provisions of article 6.4 (d) (i) of Fine Foods & Pharmaceuticals N.T.M. S.p.A. Articles of Association, 50,000 special shares (without voting
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FINE FOODS & PHARMACEUTICALS N.T.M. S.p.A.
rights), equal to 25 per cent of their total, were converted into 300,000 ordinary shares, without nominal value.
The remaining increase of 371,661 ordinary shares derives from the conversion of listed warrants during the first half of 2020.
For the features of each category of Shares listed above, please refer to Article 6 of the Fine Foods
- Pharmaceuticals N.T.M. S.p.A. Articles of Association published on the Company's websitehttp://www.finefoods.it.
Securities issued by the Company
The Company has not issued any security or similar included in art. 2427 no. 18 of the Civil Code.
Details on other financial instruments issued by the Company
We confirm that the Company has issued the following financial instruments:
- 5,000,000 Warrants, of which 1,858,418 were exercised as of 30 June 2020, exercisable under Article 3 of the "Fine Foods & Pharmaceuticals N.T.M. S.p.A. Warrant Regulation" published on the Company's website http://www.finefoods.it These instruments were issued for subscribing shareholders and are listed on the AIM Italia trading system organised and managed by Borsa Italiana S.p.A.
- 4,000,000 unlisted and non-transferable warrants up to 20 months from the Effective Merger Date, which grant the right to subscribe newly issued shares of the merger-resulting Company and exercisable under the methods and terms indicated in the 7 June 2018 Board of Directors Report accompanying the Merger Plan as published on the Company's website http://www.finefoods.it
The conditions for exercising the Warrants are linked to a formula that includes the following variables: average monthly price, strike price and subscription price.
The possible transfer methods and the financial and administrative rights of these instruments follow the Articles of Association, Warrant Regulations and the related legal provisions.
Commitments, guarantees and contingent liabilities not resulting from the Balance Sheet
The following table shows the information on the guarantees.
Amount | |
Guarantees | 25,000,000 |
Collateral securities (mortgage on the property of Verdellino
in favour of Mediocredito and Sace)
25,000,000
Related party transaction information
Other than the remuneration of directors, certain categories of employees and the Stock Grant plan approved on 14 December 2018, the Company has no relationships with related parties.
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Information on agreements not resulting from the Balance Sheet
During the period, no agreement was made that did not result from the Balance Sheet.
Companies preparing the Financial Statements of the largest/smallest group of subsidiaries to which the company belong
The Parent Company that prepares the Consolidated Financial Statements is EIGENFIN S.r.l. with its registered office in Zingonia-Verdellino, where the 31 December 2019 Consolidated Financial Statements are filed.
Zingonia/Verdellino, 29/09/2020
For the Board of Directors
Chairman
Marco Francesco Eigenmann
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Fine Foods & Pharmaceuticals NTM S.p.A. published this content on 29 September 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 September 2020 17:04:04 UTC