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Basic Net SpA

Earnings Release Jul 29, 2022

4229_rns_2022-07-29_f8fb63ea-3fea-49fa-8c2d-98617fb160f4.pdf

Earnings Release

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PRESS RELEASE

BASICNET - H1 2022: CONSOLIDATED REVENUES +26.1%, EBITDA +54.3%. DOUBLE-DIGIT GROWTH OF KEY INDICATORS CONTINUES.

Turin, July 29, 2022. The Board of Directors of BasicNet S.p.A. has approved the H1 2022 consolidated results:

  • aggregate sales of Group products by the Global licensee Network of Euro 567.9 million, up 28.2% on H1 2021, as follows:
    • − commercial licensees of Euro 393.5 million (Euro 334 million in H1 2021, +17.8%)
    • − productive licensees of Euro 174.3 million (Euro 109.1 million in H1 2021, +59.9%).

Excellent commercial licensees' sales. Particularly: Asia and Oceania, accounting for 8.9% of aggregate sales, grew 50.7%, with the Middle East and Africa up 42.4% and the Americas by 37.7%. Europe, accounting for approx. 63.1% of aggregate sales, grew 7.1% on the same period of the previous year;

  • consolidated revenues of Euro 162.3 million (Euro 128.8 million in H1 2021, +26.1%), as follows:
    • − royalties from commercial and productive licensees: Euro 34.9 million (Euro 25.8 million in H1 2021, +35.2%);
    • − direct sales: Euro 127.0 million (Euro 102.6 million in 2021, +23.7%);
  • EBITDA: Euro 22.4 million (Euro 14.5 million in H1 2021, +54.3%);
  • EBIT: Euro 15.5 million (Euro 8.5 million in H1 2021, +81,9%);
  • net profit: Euro 10.7 million (more than doubling on Euro 4.1 million in H1 2021);
  • net financial position: Euro -119.3 million (Euro -61.7 million at December 31, 2021 and Euro 84.1 million at June 30, 2021). Dividends of Euro 6.1 million were distributed in the year and treasury shares acquired for Euro 4.4 million. The Group also acquired for Euro 33.4 million full ownership of the company K-Way France and invested Euro 5.8 million in the Real Estate sector.

Outlook

On the basis of the order portfolio and forecast royalties and sourcing commissions, consolidated revenues are expected to grow further in the current financial year. The core operating results are however subject to global economic developments, the consequent impacts on raw material costs, currency movements, and the geopolitical crises arising in Eastern Europe.

"Kappa Transaction" - Merger by incorporation of the subsidiary BasicNewco S.r.l. with sole shareholder approved, bringing all the individual brand-owning companies under the direct control of the parent BasicNet.

As previously announced, the BasicNet Group has launched the "Kappa Transaction" reorganisation process. The Project - arising following the acquisition and full integration of the Kappa Europe Group into the Group Business model, in addition to the recent acquisition of the Kappa brand for Japan - is

undertaken in order to bring all the individual brand-owning companies under the direct control of the parent BasicNet.

In that framework, today's Board of Directors' meeting also approved the merger by incorporation into BasicNet S.p.A. of the wholly-owned company BasicNewco S.r.l. with sole shareholder. The merger shall be considered by the Board of Directors of BasicNet S.p.A. as per Article 2505, paragraph 2 of the Civil Code and Article 16 of the By-Laws, subject to the option under Article 2505, paragraph 3 of the Civil Code.

The project, which does not entail any change in the Group's ownership structure or equity structure, is designed to ensure a closer focus on the individual brands.

As the incorporated company is wholly-owned by BasicNet S.p.A., the simplified merger procedure as per Article 2505 of the Civil Code will be applied. A share capital increase of the incorporating company shall therefore not take place, nor any exchange ratio or adjustment of any type applied.

The merger will be effective vis-à-vis third parties upon the filing of the merger deed at the Company's Register, or at a subsequent date as stipulated in the merger deed, which is reasonably expected to be executed by the end of the present year.

The transaction, which constitutes a "related party transaction" as per Consob Regulation No. 17221/2010, as subsequently amended (the "RPT Regulation") and the applicable related party transactions policy adopted by BasicNet S.p.A. (the "RPT Policy") is however exempt from the RPT Policy, as per Article 3.9, as undertaken by BasicNet with a wholly-owned subsidiary, in which other related parties of BasicNet do not hold significant interests.

The company shall make available to the public the documentation regarding the merger and the required disclosure according to the terms and means established by the applicable regulation, on the company's website at www.basicnet.com, in addition to the authorised storage mechanism at .

***

The Chief Executive Officer Federico Trono will present the H1 2022 results during a video conference to be held today in English at 6PM.

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The presentation may be downloaded from the website www.BasicNet.com, from the section: "financial data/other information and presentations" shortly before the video conference, at the following link:

www.basicnet.com/contenuti/datifinanziari/informazioniannuali.asp?menuSelectedID=3g&language=IT

In relation to the "alternative performance indicators", as defined by CESR/05-178b recommendation and Consob Communication DEM/6064293 of July 28, 2006, we provide below a definition of the indicators used in the present Directors' Report, as well as their reconciliation with the financial statement items:

Commercial licensees or licensees independent business owners, granted licenses to distribute Group brand products
in their respective regions.
Productive licensees or sourcing centers third-party firms to the Group. Their function is to manufacture and market
merchandise and are located in various countries worldwide, depending on what
type of goods they produce.
Commercial licensee aggregate sales sales by commercial licensees, recognised by the BasicNet Group to the "royalties
and sourcing commissions" account of the income statement.
Productive licensee aggregate sales sales by productive licensees, recognised by the BasicNet Group to the "royalties
and sourcing commissions" account of the income statement.
Consolidated Revenues the sum of royalties, sourcing commissions and sales of the BasicNet Group
companies and property revenues from third parties.
EBITDA "operating result" before "amortisation and depreciation".
EBIT "operating result".
Contribution margin on direct sales "gross profit";
Debt/equity ratio this is an indicator of the financial structure of the balance sheet and is calculated
as the ratio of financial debt to shareholders' equity.
Net financial position total of current and medium/long-term financial payables, less cash and cash
equivalents and other current financial assets.
Net financial position with banks the Net financial position, net of payables for rights-of-use and payables for the
acquisition of company shares
Basic earnings per share calculated as required by IFRS on the basis of the weighted average number of
shares in circulation in the year.

***

The Executive Officer for Financial Reporting, Ms. Paola Bruschi, declares in accordance with Article 154-bis, paragraph 2, of the Consolidated Finance Act that the accounting information contained in the present press release corresponds to the underlying accounting documents, records and accounting entries.

The financial statements are attached

FINANCIAL STATEMENTS

BasicNet Group Key Financial Highlights

(Euro thousands) H1 2022 H1 2021 Changes %
Group Brand Aggregate Sales by the
Network of commercial and productive
licensees *
567,863 443,054 124,809 28.2%
Royalties and sourcing commissions 34,939 25,847 9,092 35.2%
Consolidated direct sales 126,975 102,632 24,343 23.7%
EBITDA 22,443 14,546 7,897 54.3%
EBIT 15,523 8,535 6,988 81.9%
Group Net Result 10,732 4,140 6,592 159.2%
Earnings per share 0.2124 0.0791 0.133 168.6%

* Data not audited

BasicNet Group Condensed Balance Sheet

(Euro thousands) June 30, 2022 December 31, 2021 June 30, 2021
Property 41,374 36,537 32,755
Brands 59,075 59,027 58,972
Non-current assets 66,982 38,328 35,053
Right-of-use assets 32,246 23,119 21,781
Current assets 215,011 170,779 169,659
Total assets 414,688 327,789 318,221
Group shareholders' equity 133,726 133,822 120,889
Non-current liabilities 89,216 72,135 69,314
Current liabilities 191,746 121,832 128,019
Total liabilities and shareholders'
equity
414,688 327,789 318,221

BasicNet Group Summary Net Financial Position

(Euro thousands) June 30,
2022
December
31, 2021
June 30,
2021
Changes vs
December 31,
2021
Changes vs
June 30, 2021
Net financial position – Short-term
Financial payables – Medium-term
(41,543)
(30,617)
(2,918)
(34,268)
(21,175)
(39,546)
(38,625)
3,651
(20,368)
8,929
Finance leases (380) (515) (624) 135 244
Net Financial Position with
banks
(72,540) (37,702) (61,344) (34,838) (11,196)
Payables for earn-out (13,598) - - (13,598) (13,598)
Payables for rights-of-use (33,118) (24,041) (22,782) (9,077) (10.336)
Net Financial Position (119,256) (61,743) (84,126) (57.513) (35.130)
Debt/equity ratio 0.89 0.46 0.70 0.43 0.20

BASICNET GROUP

Financial Statements

CONSOLIDATED INCOME STATEMENT

(Euro thousands) H1 2022 H1 2021 Changes
Consolidated direct sales
Cost of sales
126,975
(77,319)
100.00
(60.89)
102,632
(60,170)
100.00
(58.63)
24,343
(17,149)
23.72
(28.50)
GROSS MARGIN 49,656 39.11 42,462 41.37 7,194 16.94
Royalties and sourcing commissions 34,939 27.52 25,847 25.18 9,092 35.18
Other income 3,869 3.05 2,951 2.88 918 31.12
Sponsorship and media costs (18,043) (14.21) (18,873) (18.39) 830 4.40
Personnel costs (17,623) (13.88) (14,490) (14.12) (3,133) (21.62)
Selling, general and administrative costs,
royalties expenses
(30,354) (23.91) (23,351) (22.75) (7,003) (29.99)
Amortisation and depreciation (6,921) (5.45) (6,010) (5.86) (911) (15.14)
EBIT 15,523 12.22 8,535 8.32 6,988 81.86
Net financial income (charges) 150 0.12 (1,155) (1.13) 1,305 112.98
Management of equity investments (3) (0.00) (3) (0.00) - (2.43)
PROFIT BEFORE TAXES 15,670 12.34 7,377 7.19 8,293 111.89
Income taxes (4,937) (3.89) (3,238) (3.15) (1,700) (52.50)
NET PROFIT 10,732 8.45 4,140 4.03 6,592 159.23
Earnings per share:
Basic 0.2124 0.0791 0.133 168.62
Diluted 0.2124 0.0791 0.133 168.62

CONSOLIDATED BALANCE SHEET

(Euro thousands)

(Euro thousands) June 30, 2022 December 31,
2021
June 30, 2021
Intangible assets 66,886 65,748 65,470
Right-of-use assets 32,246 23,119 21,781
Goodwill 38,400 11,840 11,873
Property, plant and equipment 53,297 47,276 46,184
Equity invest. & other financial assets 1,248 1,099 755
Interests in joint ventures 193 191 188
Deferred tax assets 7,407 7,737 2,309
Total non-current assets 199,677 157,010 148,561
Net inventories 108,393 63,622 69,617
Trade receivables 62,902 53,120 51,981
Other current assets 13,509 11,239 13,413
Prepayments 10,525 12,654 11,146
Cash and cash equivalents 18,915 28,548 22,285
Derivative financial instruments 767 1,596 1,217
Total current assets 215,011 170,779 169,659
TOTAL ASSETS 414,688 327,789 318,221
(Euro thousands) June 30, 2022 December 31,
2021
June 30, 2021
Share capital 31,717 31,717 31,717
Reserve for treasury shares in portfolio (11,791) (30,648) (26,298)
Other reserves 103,068 112,423 111,330
Profit/(loss) 10,732 20,330 4,140
TOTAL GROUP SHAREHOLDERS' EQUITY 133,726 133,822 120,889
Provisions for risks and charges 120 590 184
Loans 30,997 34,783 40,170
Payables for rights-of-use 33,118 24,041 22,782
Other financial payables 13,598 - -
Employee and Director benefits 3,601 4,902 4,315
Deferred tax liabilities 6,449 6,451 366
Other non-current liabilities 1,333 1,368 1,496
Total non-current liabilities 89,216 72,135 69,314
Bank payables 60,458 31,466 43,460
Trade payables 104,781 66,517 57,413
Tax payables 13,725 9,131 9,645
Other current liabilities 8,732 8,973 12,508
Accrued expenses 3,620 5,703 4,233
Derivative financial instruments 430 42 760
Total current liabilities 191,746 121,832 128,019
TOTAL LIABILITIES 280,962 193,967 197,332
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY
414,688 327,789 318,221

STATEMENT OF CHANGES IN FINANCIAL POSITION

(Euro thousands)

(Euro thousands) June 30, 2022 June 30, 2021
A) OPENING NET FINANCIAL POSITION (61,743) (82,162)
B) CASH FLOW FROM OPERATING ACTIVITIES
Net Profit
Amortisation and depreciation
Management of equity investments
Changes in working capital:
Net changes in employee and director benefits
Others, net
10,732
6,921
3
(12,373)
(1,300)
(83)
3,900
4,140
6,010
-
(689)
254
(233)
9,482
C) CASH FLOW FROM INVESTING ACTIVITIES
Fixed asset investments
Acquisition Kappa China brand
Acquisition K-Way France
Realisable value for fixed asset disposals
(9,130)
-
(37,504)
-
(46,634)
(3,880)
(900)
-
13
(4,768)
D) CASH FLOW FROM FINANCING ACTIVITIES
Registration payables for Right-of-use
Income from right-of-use
Acquisition of treasury shares
Dividend payments
(4,313)
-
(4,373)
(6,093)
(14,779)
(2,460)
545
(1,620)
(3,144)
(6,678)
E) CASH FLOW IN THE PERIOD (57,513) (1,964)
F) CLOSING NET FINANCIAL POSITION (119,256) (84,126)

9

CONSOLIDATED NET FINANCIAL POSITION

(Euro thousands) June 30, 2022 December 31, 2021 June 30, 2021
Cash and cash equivalents 18,915 28,548 22,285
Bank overdrafts and bills (19,174) (9,313) (12,735)
Import advances (28,805) (12,910) (22,197)
Sub-total net liquidity available (29,064) 6,325 (12,647)
Short-term portion of medium/long-term loans (12,479) (9,243) (8,528)
Short-term net financial position (41,543) (2,918) (21,175)
Medium/long term loans (30,617) (34,268) (39,546)
Payables for rights-of-use (33,118) (24,041) (22,782)
Payables for earn-out (13,598) - -
Finance lease payables (380) (515) (624)
Sub-total loans and leasing (77,713) (58,824) (62,951)
Consolidated Net Financial Position (119,256) (61,743) (84,126)

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