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Eurotech

Quarterly Report May 14, 2019

4469_rns_2019-05-14_88d5a766-f811-46ed-8666-c99c1f370635.pdf

Quarterly Report

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This document has been translated into English for the convenience of readers outside Italy. The original Italian document should be considered the authoritative version.

Date of issue: 14 May 2019 This report is available online in the Investors section of www.eurotech.com

EUROTECH S.p.A. Registered offices: Via Fratelli Solari 3/A, Amaro (Udine), Italy Share capital: €8,878,946 fully paid in Tax code and Udine Company Register no.: 01791330309

Corporate Bodies
Corporate Bodies








4
Performance highlights
highlights








5
Revenues by business line 6
Summary of the results 6
Information for shareholders
for shareholders







7
The Eurotech Group
Eurotech Group








8
Summary of performance in the first quarter of 2019 and business outlook
and
outlook

10
Introduction 10
Reporting policies 10
Operating performance in the period 11
Financial statements and explanatory notes
statements
explanatory notes





13
Consolidated income statement 13
Consolidated statement of comprehensive income 14
Consolidated statement of financial position 15
Consolidated statement of changes in Equity 16
Net financial debt 17
Working capital 17
Cash flows 18
A – Eurotech Group business 19
B – Scope of consolidation 19
C - Revenues 20
D – Costs of raw & auxiliary materials and consumables used 21
E – Service costs 22
F – Payroll costs 22
G – Other provisions and costs 23
H – Other revenues 23
I - Depreciation, amortization and impairment 23
J – Financial income and expenses 23
K – Income taxes 24
L – Non-current assets 24
M – Net working capital 26
N – Net financial position 26
O – Changes in equity 26
P – Significant events in the quarter 27
Q – Events after 31 March 2019 27
R - Risks and uncertainties 28
S – Other information 28
Declaration of the Financial Reporting Manager
Manager




29

Corporate Bodies Corporate Bodies

Board of Directors
Chairman Giuseppe Panizzardi 1 5
Director Roberto Siagri 6
Director Dino Paladin 1
Director Giulio Antonello 1 2 6
Director Riccardo Costacurta 1 2 3 4 5
Director Chiara Mio 1 2 3 4 5 6
Director Giorgio Mosca 1
Director Carmen Pezzuto 1 2 4
Director Marina Pizzol 1 3

The Board of Directors currently in office was appointed by shareholders at the Annual General Meeting of 26 April 2017; it will remain in office until approval of the 2019 financial statements.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Board of Statutory Auditors
Statutory
Chairman Gianfranco Favaro
Statutory auditor Laura Briganti
Statutory auditor Gaetano Rebecchini
Substitute auditor Clara Carbone
Substitute auditor Nicola Turello

The Board of Statutory Auditors currently in office was appointed by shareholders at the Annual General Meeting of 26 April 2017, and will remain in office until the approval of the 2019 financial statements.

Independent auditor auditor

PricewaterhouseCoopers

The independent auditor was appointed for the period 2014-2022 by shareholders at the Annual General Meeting of 24 April 2014.

Corporate name and registered offices of the Parent Company
Eurotech S.p.A.
Via Fratelli Solari, 3/A
33020 Amaro (UD), Italy
Udine Company
Register number 01791330309

1 Non-executive Directors.

2 Independent Directors pursuant to the Corporate Governance Code issued by the Italian Corporate Governance Committee for Listed Companies.

3 Member of the Control and Risks Committee

4 Member of the Committee for Related Party Transactions

5 Member of the Remuneration Committee

6 Member of the Appointments Committee

Performance highlights

Income statement highlights Income

(€'000) 1Q 2019 % 1Q 2018 % % change
OPERATING RESULTS
SALES REVENUES 25,505 100.0% 17,894 100.0% 42.5%
GROSS PROFIT MARGIN (*) 12,181 47.8% 8,733 48.8% 39.5%
EBITDA (**) 4,078 16.0% 1,621 9.1% 151.6%
EBIT (***) 3,144 12.3% 1,172 6.5% 168.3%
PROFIT (LOSS) BEFORE TAXES 3,073 12.0% 795 4.4% 286.5%
GROUP NET PROFIT (LOSS) FOR THE PERIOD 2,955 11.6% 623 3.5% 374.3%

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

(*) Gross profit is the difference between revenues from sale of goods and services and consumption of raw materials.

(**) EBITDA, an intermediate figure, is earnings before amortisation, depreciation and impairment of non-current assets, financial income and expenses, the valuations of affiliates at equity and of income taxes for the period. This is a measure used by the Group to monitor and assess its operating performance. Since the composition of EBITDA is not regulated by the reference accounting standards, the determination criteria applied by the Group may not be the same as that used by others and may therefore not be comparable.

(***) EBIT, or earnings before financial income and expenses, the valuations of affiliates at equity and income taxes for the period.

Balance sheet and financial highlights sheet and

€'000 at March 31,
2019
at December
31, 2018
at March 31,
2018
BALANCE SHEET AND FINANCIAL
HIGHLIGHTS
NET NON-CURRENT ASSETS 97,755 91,874 85,688
NET WORKING CAPITAL 20,954 15,607 17,349
NET INVESTED CAPITAL* 112,184 101,112 96,889
ASSETS HELD FOR SALES 0 0 28
SHAREHOLDERS' EQUITY 106,729 102,042 92,539
NET FINANCIAL POSITION 5,455 (930) 4,378

(*) Non-current non-financial assets, plus net working capital, less non-current not-financial liabilities.

Employee headcount

at March 31, at December at March 31,
2019 31, 2018 2018
EMPLOYEES 301 302 291

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Revenues by business line line

The only business line of the Group is the "NanoPC" line, which comprises a) miniaturised electronic modules and systems for the transport, logistics, defence, security, medical and industrial sectors; b) gateways, edge-computers and software platforms for the Internet of Things.

Summary of the results of results

Information for shareholders Information

The ordinary shares of Eurotech S.p.A., the Parent Company of the Eurotech Group, have been listed in the STAR segment of Borsa Italiana (Milan Stock Exchange) since 30 November 2005.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Share capital of Eurotech S.p.A. at 31 March 2019 capital Eurotech S.p.A. at 31

Share capital €8,878,946.00
Number of ordinary shares (without nominal unit value) 35,515,784
Number of savings shares -
Number of Eurotech S.p.A. treasury shares 887,020
Stock market capitalisation (based on the share's average price in March 2019) €138 million
Stock market capitalisation (based on the share's average price 31 March 2019) €149 million

Performance of Eurotech S.p.A. shares Eurotech S.p.A.

Relative performance of EUROTECH S.p.A. shares 01.01.2019 – 31.03.2019

The Eurotech Group Eurotech

Eurotech is a global company with a strong international focus, which generates sales on three continents. It is a Group that has operating locations in Europe, North America and Japan, led and coordinated by the headquarters in Italy.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The technological paradigm followed by Eurotech is the one of pervasive and ubiquitous computing. The 'pervasive' concept combines three key factors: the miniaturisation of 'smart' devices, i.e. devices capable of processing information; their spread in the real world – inside buildings and equipment, on board vehicles, worn by people, and disseminated in the environment; and their ability to connect with each other in a network and communicating.

Within this overall vision, Eurotech conducts research and development activities with a view to building and marketing high performance and highly energy-efficient miniaturised computers that can be used in a variety of industrial spheres, that can be easily connected to one another and to the cloud through the new Internet of Things (IoT) paradigm.

The Group sells modular products with different levels of hardware and software integration, detailed as follows:

  • basic components: electronic processing and communications boards according to different proprietary formats and compliant to standards (SFF, PC/104, Com-Express, VME, CompactPCI, etc.);
  • high and very high performance, low consumption processing and communications sub-systems for stationary and mobile applications built using basic components and third-party components (product families: BoltCOR, DynaCOR, etc.);
  • ready-to-use devices and sensors built from components and sub-systems with the integration of specific software (the ReliaGATE and DynaGATE families for IoT Gateways, the BoltGATE family for Edge Computers, and the PCN and ReliaSENS family for intelligent sensors);
  • software for integration with the cloud of basic components, sub-systems and devices: ESF software framework and EC software platform;
  • design services for solutions and personalised products to simplify their integration into customer products.

The Eurotech's offering is used in several application fields, both conventional and emerging. Eurotech is most active in the manufacturing, transport, medical, energy and defence sectors. The feature common to many of our Customers in all these sectors is they are seeking not only a supplier but also a centre of technological competence – and they often see in Eurotech a partner for innovating their products and their way of doing business. Through our products, we seek to reduce the time-to-market and the total cost of ownership of our customers, who can then focus on their core businesses.

With the emergence of industry 4.0 and the spread of artificial intelligence and collaborative robotics, considerable processing power, which over time had shifted from the "periphery" to the "centre" (cloud computing), is now returning to the "periphery" (edge computing). The paradigm of edge computing is revitalising both the traditional sector of embedded computers and that of High Performance Computers (HPC). Embedded computers are increasingly being requested at the "periphery" as long as interconnected with the cloud, and this interconnection function is guaranteed by IoT software platforms. By anticipating the market, over the years, Eurotech has developed a platform for industrial IoT, marketed under the name Everyware Cloud and, thanks to the open-innovation model adopted for its development, is becoming a de-facto standard.

HPCs, instead, will have to take on other forms: they will have to start to be miniaturised, just like Personal Computers were miniaturised in the Nineties, with a view to being used at the "periphery". Therefore, there is a shift from "central" HPCs to "peripheral" HPCs, which are now called HPEC (High Performance Embedded Computer).

Thanks to the knowhow developed over the years in the design of hot-water, low-pressure cooled HPC, Eurotech is one of the only companies able to offer very compact HPEC able to be used in very small spaces, such as in mobile applications, and in any event able to meet the current needs of artificial intelligence applications.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

In order to excel with products and to guarantee the highest competitive advantage to customers, a system of incremental and disruptive innovation has been activated, able to evolve the current products and intercept new latent requests that have not yet emerged in the market. Internal research activities are flanked by external relations, thus creating a "network of knowledge" which fuels innovation and contributes to maintaining Eurotech's technological leadership.

Eurotech has always sought to excel within the sector's standards. It has understood that, to provide its customers with performing and forward-looking solutions, excellence should not just be achieved through proprietary solutions, but rather as far as possible with state-of-the-art solutions that stay true to existing standards and, shouldn't they exist, it must contribute to the formation of the same, as it has done in the Internet of things (MQTT protocol and open-source Kura and Kapua projects).

Lastly, with a view to business sustainability and to be able to continuously adapt the business model to the market, the company constantly focuses on the technological evolution of its products over time to evolve the offering, adding increasingly integrated devices to the same, which are more and more easily interconnected to the data networks and which therefore will allow to enable recurring revenue business models.

Summary of performance in the first quarter of 2019 and business outlook business

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Introduction

The interim management statement of the Eurotech Group at 31 March 2019, which has not been independently audited, and the statements for comparative periods were drawn up according to the IASs/IFRSs issued by the International Accounting Board and endorsed by the European Union.

The Group's results at 31 March 2019 and comparable periods were prepared according to the IASs/IFRSs in force on the date of preparation and the statements drawn up according to Annex 3D of the Italian Issuers' Regulation no. 11971 of 14 May 1999, as amended and supplemented.

Reporting policies policies

The consolidated financial statements were drafted on the basis of financial statements to 31 March 2019 prepared by the consolidated companies and adjusted, where necessary, to align them with the Group's IFRS-compliant accounting and classification policies.

The assessment and accounting policies and consolidation methods used to prepare the Consolidated Quarterly Report are consistent with those used in the Group Consolidated Annual Financial Report at 31 December 2018, to which we expressly invite readers to refer, except for the adoption of new standards, amendments and interpretations in force at 1 January 2019.

In particular, the Consolidated Quarterly Report for the first quarter of 2019 was formulated applying standard IFRS 16 - Leases, which establishes a new method for recognising lease contracts by introducing a criterion based on the control (right of use) of the asset to differentiate lease contracts from contracts for the provision of services. The effects, which will also be highlighted in this report, refer in particular to the representation of net financial indebtedness (higher indebtedness by €4.29 million) and the Group EBITDA (an improvement of €360 thousand), while the effect on EBIT was only of €10 thousand.

Taxes have been calculated based on the current best possible estimates. According to the criterion used for translation into euro of accounts expressed in different currencies, statement of financial position items are translated at the exchange rate in effect on the final day of the accounting period, and income statement items are translated at the average exchange rate for the period. Differences arising from translation of the statement of financial position and income statements are posted to a Shareholders' Equity reserve.

Unless otherwise specified, the financial statements, tables and explanatory notes are expressed in thousands of euro.

In accordance with Consob requirements, Income Statement figures are shown for the quarter under review and are compared with data for the same period in the previous financial year (FY). Restated Balance Sheet figures, which refer to the closing date of the quarter, are compared with the closing date of the previous FY. The format of the financial statements is the same as that used in the Half-yearly Report and in the Annual Financial Statements.

The preparation of the financial statements and the related notes to the accounts required the use of estimates and assumptions, with particular reference to provisions for write-downs and risk reserves. Estimates are revised periodically, and any adjustment, following changes in the circumstances on which the estimate was based or in light of new information, is booked in the income statement. The use of estimates is an essential part of preparing the accounting statements and is not prejudicial to their overall reliability.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

This document presents some alternative performance indicators to allow for better evaluation of the Group's economic and financial performance. These are as follows:

  • Gross profit, or the difference between revenues from sale of products and services and consumption of raw materials;
  • EBITDA, or earnings before amortisation, depreciation and write-downs of non-current assets, the valuation of affiliates at equity, financial income and expenses and income taxes for the period;
  • EBIT, or earnings before the valuation of affiliates at equity, financial income and expenses and income taxes for the period.

Operating performance in the period Operating the period

Revenues earned by the Group in the first three months of 2019 amounted to €25.50 million compared to €17.89 million in the first three months of 2018, up 42.5%. At constant exchange rates, the increase in turnover would be 35.0%.

With reference to the localisation of the Group activities, the highest turnover in the quarter was generated in North America, accounting for 60.0% of the total (45.0% in the first quarter of 2018), followed by Japan with 21.1% (33.5% in the first quarter of 2018), while Europe covers the remaining 18.9% (21.5% in the first quarter of 2018).

The first quarter, which in previous years was the weakest quarter of the year, it is this year one of the best quarters of the last 5 years. This good result, combined with the level of orders already in our book that will become sales during the year, allow us to foresee a significant growth also for 2019. The work carried out in the last two years in the various geographical areas and in particular in North America is paying off, with an organisation evolving on the basis of the results and recognitions achieved.

Gross profit in the quarter under review equalled €12.18 million, accounting for 47.8% of revenues, compared to 48.8% in the first quarter of 2018 and slightly higher than the figure for 2018, which was 47.5%. Higher profitability is expected in the following quarters, with the goal to reach again by year end a gross profit margin around 50%. Management continues to carefully monitor this intermediate result both in order to reach the profitability level forecasted and because it measures the innovation of Group products.

The significant growth in revenues triggered also an increase in absolute terms of operating expenses gross of adjustments. In the quarter under review, these costs amounted €8.61 million, with an increase of 9.8% compared to the €7.84 million in the first quarter of 2018. At constant exchange rates, the increase would have been equal to 5.6%.

In percentage terms, the incidence of gross operating costs on revenues fell from 43.8% in the first quarter of 2018 to 33.7% in the first quarter of 2019. This reduction of operating costs as a percentage of revenues continues to highlight the activation of the operational leverage, i.e. that operating expenses have been growing in percentage terms at a much slower pace than turnover.

EBITDA for the first three months was a positive €4.08 million (16.0% of revenues) compared with €1.62 million in 2018 (9.1% of revenues), reflecting the trend of both gross profit and of operating costs and other revenues.

EBIT in the first three months of 2019 was €3.14 million (12.3% of revenues) compared to €1.17 million (6.5% of revenues) in the first three months of 2018. In addition to the above, this performance also reflects the depreciation and amortisation recognised in the income statement in the first quarter of 2019, deriving from operating assets becoming subject to depreciation in the quarter. Furthermore, the application from 1 January 2019 of the new standard IFRS 16, according to which rental expenditure must be capitalised, has affected depreciation and amortisation expenses for €0.35 million.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Net finance expense was negative for €71 thousand in the first three months of 2019, while in the first three months of 2018 was negative for €377 thousand. For greater detail, readers should refer to the comments made in Note "J".

The Group booked a pre-tax profit in the three months under review of €3.07 million, compared to €0.79 million in the first three months of 2018. The improvement of the pre-tax result, equal to €2.28 million, reflects mainly the improvement of EBIT.

In terms of Group net result, the tax burden on the Group's various units determined a profit of €2.95 million in the quarter (compared to €0.62 million in the first three months of 2018). In addition to reflecting the changes in the pre-tax result, the performance derives from the different tax burden recorded overall on the Group's units, with the incidence of taxes being limited by the effect of the recognition of a part of prepaid tax taxes deriving from unrecognised tax losses in previous years.

Financial statements and explanatory notes and explanatory notes notes

The trend in operating performance can be seen in the restated consolidated income statement and is shown below, in both absolute amounts and percentage terms:

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Consolidated income statement statement

CONSOLIDATED INCOME STATEMENT of which of which change (b-a)
(€ '000) Notes 1Q 2019 (b) related
parties
% 1Q 2018 (a) related
parties
% amount %
Sales revenue C 25,505 252 100.0% 17,894 71 100.0% 7,611 42.5%
Cost of material D (13,324) -52.2% (9,161) -51.2% 4,163 -45.4%
Gross profit 12,181 47.8% 8,733 48.8% 3,448 39.5%
Services costs E (3,070) (1) -12.0% (2,923) 0 -16.3% 147 -5.0%
Lease & hire costs (96) -0.4% (422) -2.4% (326) 77.3%
Payroll costs F (5,220) -20.5% (4,263) -23.8% 957 22.4%
Other provisions and costs G (220) -0.9% (231) -1.3% (11) 4.8%
Other revenues H 503 2.0% 727 4.1% (224) -30.8%
EBITDA 4,078 16.0% 1,621 9.1% 2,457 151.6%
Depreciation & Amortization I (934) -3.7% (449) -2.5% 485 -108.0%
EBIT 3,144 12.3% 1,172 6.5% 1,972 -168.3%
Finance expense J (391) -1.5% (674) -3.8% (283) -42.0%
Finance income J 320 1 1.3% 297 6 1.7% 23 7.7%
Profit before tax 3,073 12.0% 795 4.4% 2,278 286.5%
Income tax K (118) -0.5% (172) -1.0% (54) -31.4%
Net profit (loss) of continuing operations
before minority interest
2,955 11.6% 623 3.5% 2,332 374.3%
Minority interest
Minority
O 0 0.0% 0 0.0% 0 n/a
Group net profit (loss) for period
Group net
(loss) for period
O
O
2,955 11.6% 623 3.5% 2,332 374.3%
Base earnings per share 0.086 0.018
Diluted earnings per share 0.086 0.018

Consolidated statement statementof comprehensive income of comprehensive income income

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Notes 1Q 2019 1Q 2018
(€ '000)
Utile (Perdita) del periodo attribuibile al Gruppo (A) 2,955 623
Altre componenti del conto economico complessivo
Altre componenti di conto economico complessivo che saranno
successivamente riclassificate nell'utile/ (perdita) d'esercizio :
(Perdita)/Utile netto sugli strumenti di copertura dei flussi finanziari
(Cash Flow Hedge) ( 4) 2
Effetto fiscale - -
( 4) 2
Differenza di conversione di bilanci esteri 823 1,989
Differenze cambio per valutazione con il metodo del patrimono
netto delle partecipazioni in collegate - -
(Perdita)/Utile netto su investimenti in gestioni estere 722 ( 924)
Effetto fiscale - -
722 ( 924)
Totale altre componenti di conto economico complessivo che saranno
successivamente riclassificate nell'utile /(perdita) d'esercizio al netto
delle imposte (B) 1,541 1,067
Altre componenti di conto economico complessivo che non saranno
successivamente riclassificate nell'utile/ (perdita) d'esercizio :
(Perdita)/utile attuariale su piani per dipendenti a benefici definiti - ( 1)
Effetto fiscale - -
- ( 1)
Totale utile (perdita) delle altri componenti di conto economico
complessivo che non saranno successivamente riclassificate
nell'utile/(perdite) d'esercizio al netto delle imposte (C) - ( 1)
Utile (Perdita) complessivo/a delle imposte (A+B+C) 4,496 1,689
1,689
Utile (Perdita) complessivo/a attribuibile alle Minoranze - -
Utile (Perdita) complessivo/a attribuibile al Gruppo 4,496 1,689
1,689

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Consolidated statement of financial position of

BALANCE SHEET of which of which
Notes at March 31, 2019 related at December 31,
2018
related
(€'000) parties parties
ASSETS
Intangible assets 86,987 85,369
Property, Plant and equipment 6,828 2,579
Investments in other companies 162 160
Deferred tax assets 3,034 3,025
Medium/long term borrowing allowed to
affiliates companies and other Group
companies 89 89 87 87
Other non-current assets 655 654
Total non-current assets L
L
97,755
97,755
91,874
91,874
Inventories 23,396 21,998
Contracts in progress - - 86 86
Trade receivables 17,181 262 13,808 1,000
Income tax receivables 573 298
Other current assets 2,564 2,183
Other current financial assets 105 11 104 10
Cash & cash equivalents 12,193 13,196
Total current assets 56,012 51,673
51,673
Total assets 153,767 143,547
143,547
LIABILITIES AND EQUITY
Share capital 8,879 8,879
Share premium reserve 136,400 136,400
Other reserves ( 38,550) ( 43,237)
Group shareholders' equity O
O
106,729
106,729
102,042
102,042
Equity attributable to minority interest O -
-
-
-
Total shareholders' equity O
O
106,729
106,729
102,042
102,042
Medium-/long-term borrowing 6,342 4,312
Employee benefit obligations 2,589 2,465
Deferred tax liabilities 3,043 3,035
Other non-current liabilities 804 782
Total non-current liabilities 12,778 10,594
10,594
Trade payables 15,259 132 14,411 132
Short-term borrowing 11,476 8,125
Derivative instruments 24 20
Income tax liabilities 622 1,571
Other current liabilities 6,879 6,784
Total current liabilities 34,260 30,911
30,911
Total liabilities 47,038 41,505
41,505
Total liabilities and equity 153,767 143,547
143,547

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Consolidated statement of changes in Equity of in Equity

Share Cash flow Actuarial
gains/(losses
) on defined
Exchange
rate
Group Equity
attributable
Total
(€'000) Notes Share capital Legal reserve premium
reserve
Conversion
reserve
Other
reserves
hedge
reserve
benefit plans
reserve
differences
reserve
Treasury
shares
Profit (loss)
for period
shareholders'
equity
to Minority
interest
shareholders'
equity
Balance as at December 31, 2017
Balance as December 31,
8,879
8,879
1,385 1,385 136,400 8,817 8,817 ( 58,830) ( 9) ( 456) 2,280 2,280 ( 3,097) 3,097) ( 4,672) ( 4,672) 90,697 - - 90,697
2017 Result allocation - - - - ( 4,672) - - - - 4,672 - - -
Profit (loss) as at March 31, 2018 - - - - - - - - - 623 623 - 623
Comprehensive other profit (loss):
- Hedge transactions - - - - 2 - - - - 2 - 2
- Actuarial gains/(losses) on defined benefit
plans for employees
- - - - - - ( 1) - - - ( 1) - ( 1)
- Foreign balance sheets conversion difference - - - 1,989 - - - - 1,989 - 1,989
- Exchange differences on equity investments
in foreign companies
- - - - - - - ( 924) - - ( 924) - ( 924)
Total Comprehensive result - - - - 1,989 - - 1,989 2 - ( 1) 2 ( 924) - 623 - 1,689 623 - 1,689 1,689 -
- Performance Share Plan - - - - 153 - - - - - 153 - 153
Balance as at March 31, 2018
Balance as March 31, 2018
O
O
8,879 8,879 8,879 1,385 1,385 1,385 136,400 136,400 10,806 10,806 ( 63,349) ( 63,349) ( 7) ( 457) 1,356 1,356 1,356 ( 3,097) ( 3,097) 3,097) 623 623 92,539 92,539 92,539 - - 92,539

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

(€'000) Notes Share capital Legal reserve Share
premium
reserve
Conversion
reserve
Other
reserves
Cash flow
hedge
reserve
Actuarial
gains/(losses
) on defined
benefit plans
reserve
Exchange
rate
differences
reserve
Treasury
shares
Profit (loss)
for period
Group
shareholders'
equity
Equity
attributable
to Minority
interest
Total
shareholders'
equity
Balance as at December 31, 2018
Balance as December 31,
8,879 8,879
8,879
1,385 1,385 1,385 136,400 136,400 12,223 12,223 ( 63,924) ( 63,924) ( 20) ( 425) 3,925 3,925 3,925 ( 2,083) ( 2,083) 2,083) 5,682 5,682 5,682 102,042 102,042 - - 102,042
2018 Result allocation 391 - - - 5,291 - - - - ( 5,682) - - -
Profit (loss) as at March 31, 2019 - - - - - - - - - 2,955 2,955 - 2,955
Comprehensive other profit (loss):
- Hedge transactions - - - - ( 4) - - - - ( 4) - ( 4)
- Foreign balance sheets conversion difference - - - 823 - - - - 823 - 823
- Exchange differences on equity investments
in foreign companies
- - - - - - - 722 - - 722 - 722
Total Comprehensive result - - - - 823 - - 823 ( 4) - - 722 - - 722 2,955 - 2,955 4,496 - 4,496 4,496 - 4,496
- Performance Share Plan - - - - 191 - - - - - 191 - 191
Balance as at March 31, 2019
Balance as March 31, 2019
O 8,879 8,879 8,879 1,776 1,776 136,400 136,400 13,046 13,046 ( 58,442) ( 58,442) ( 58,442) ( 24) ( 425) 4,647 4,647 ( 2,083) ( 2,083) 2,083) 2,955 2,955 2,955 106,729 106,729 - - 106,729

Net financial debt financial debt

Pursuant to the CESR Recommendation of 10 February 2005, the following table shows the Group's net financial debt at 31 March 2019, breaking it down by due date and comparing it with the situation at 31 March 2018 and 31 December 2018:

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

at March 31,
2019
at December
31, 2018
at March 31,
2018
(€'000)
Cash & cash equivalents A ( 12,193) ( 13,196) ( 8,974)
Cash equivalent
Cash equivalent
B=A
B=A
( 12,193) ( 12,193) 12,193) ( 13,196) ( 13,196)13,196) ( 8,974) ( 8,974)
Other current financial assets C ( 105) ( 104) ( 102)
Derivative instruments D 24 20 7
Short-term borrowing E 11,476 8,125 11,386
Short-term financial position
position
F=C+D+E
F=C+D+E
11,395
11,395
8,041
8,041
11,291
Short-term net financial position
net
position
G=B+F
G=B+F
( 798) ( 5,155) ( 5,155)( 5,155) 2,317
2,317
Medium/long term borrowing H 6,342 4,312 2,142
Medium-/long-term net financial position
financial position
I=H
I=H
6,342
6,342
4,312
4,312
2,142
2,142
(NET FINANCIAL POSITION) NET DEBT
pursuant to CONSOB instructions
CONSOB instructions
J=G+I
J=G+I
5,544
5,544
( 843)
843)
4,459
4,459
Medium/long term borrowing allowed to
affiliates companies and other Group
companies
K ( 89) ( 87) ( 81)
(NET FINANCIAL POSITION) NET DEBT
FINANCIAL POSITION)
DEBT
L=J+K
L=J+K
5,455
5,455
( 930) 4,378
4,378

It is highlighted that, from 1 January 2019, the new standard IFRS 16 "Leases" was adopted, which establishes a new method for recognising lease contracts (Right of Use) which must be recognised under financial liabilities. Following the adoption of the new standard, at 31 March 2019 higher financial liabilities were recognised for €4.29 million; net of this effect, the net financial indebtedness would have been of €1.17 million.

Working capital

The Group's working capital at 31 March 2019, compared with the situation at 31 March 2018 and 31 December 2018, is as follows:

at March 31, at December at March 31,
2019 31, 2018 2018 Changes
(€'000) (b) (a) (b-a)
Inventories 23,396 21,998 20,056 1,398
Contracts in progress 0 86 455 (86)
Trade receivables 17,181 13,808 13,311 3,373
Receivables from affiliates companies 0 0 0 0
Income tax receivables 573 298 207 275
Other current assets 2,564 2,183 2,757 381
Current assets 43,714
43,714
38,373
38,373
36,786 5,341
Trade payables (15,259) (14,411) (14,166) (848)
Trade payables from affiliates companies 0 0 0 0
Income tax liabilities (622) (1,571) (331) 949
Other current liabilities (6,879) (6,784) (4,940) (95)
Current liabilities (22,760)
(22,760)
(22,766) (22,766)
(22,766)
(19,437) (19,437)(19,437) 6
Net working capital
working capital
20,954
20,954
15,607 17,349 5,347

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Cash flows

(€'000) at March 31,
2019
at December
31, 2018
at March 31,
2018
Cash flow generated (used) in operations A ( 785) 10,577 1,839
Cash flow generated (used) in investment activities B ( 894) ( 3,237) ( 563)
Cash flow generated (absorbed) by financial assets C 525 ( 905) 832
Net foreign exchange difference D 151 16 121
Increases (decreases) in cash & cash equivalents E=A+B+C+D ( 1,003) 6,451 2,229
Opening amount in cash & cash equivalents 13,196 6,745 6,745
Cash & cash equivalents at end of period 12,193 13,196 8,974

A –Eurotech Eurotech Group business business business

The Group's business activities are now grouped into a single business line, which includes both high performance special-purpose miniaturised computers, and SW platforms for M2M integration.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The business line is represented by modules, systems and platforms currently targeting the transport, industrial, medical, security, defence and logistics markets.

Activity in this segment is carried out by Eurotech S.p.A. and I.P.S. Sistemi Programmabili S.r.l., which mainly operate in Italy, as well as Eurotech Inc. (USA), which mainly operate in the US, Eurotech Ltd (United Kingdom), which mainly operates in the UK, Eurotech France S.A.S. (France), which mainly operates in France, and Advanet Inc. (Japan), which mainly operates in Japan. Our products are marketed under the trademarks Eurotech, Dynatem, IPS and Advanet.

Eurotech shares (ETH.MI) have been listed on the STAR segment of Borsa Italiana (the Milan Stock Exchange) since 30 November 2005.

B –Scope of consolidation Scope of consolidation

The companies included in the scope of consolidation on a line-by-line basis at 31 March 2019 are as follows:

Company name name Registered offices offices Share Capital Group Share
Parent company
Eurotech S.p.A. Via Fratelli Solari 3/A – Amaro
(UD, Italy)
Subsidiary companies consolidated line-by-line
Aurora S.r.l. Via Fratelli Solari 3/A – Amaro
(UD, Italy)
Euro
10,000
100.00%
EthLab S.r.l. Viale Dante, 300 – Pergine (TN,
Italy)
Euro
115,000
100.00%
Eurotech Inc. Columbia (MD, USA) USD
26,500,000
100.00%
Eurotech Ltd. Cambridge (UK) GBP
33,333
100.00%
E-Tech USA Inc. Columbia (MD, USA) USD8,000,000 100.00%
Eurotech France S.A.S. Venissieux (France) Euro
795,522
100.00%
I.P.S. Sistemi Programmabili S.r.l. Via Piave, 54 – Caronno Varesino
(VA, Italy)
Euro
51,480
100.00%
Advanet Inc. Okayama (Japan) JPY72,440,000 90.00% (1)

(1) Officially, the Group owns 90% of the company, but as Advanet holds 10% of the share capital in the form of treasury shares, it is fully consolidated.

The following affiliates are also valued at equity:

Rotowi Technologies S.p.A.
in
Via del Follatolo, 12 – Trieste, Italy 21.31%
liquidation (formerly U.T.R.I.
S.p.A.)
Kairos Autonomi Inc. Sandy (UT, USA) 19.00%
---------------------- ----------------- --------

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

No changes took place with regard to subsidiaries and affiliates in the period to 31 March 2019 compared with 31 December 2018.

The following table provides information on the exchange rates used to translate foreign companies' financial statements into the Eurotech Group's presentation currency (the euro). The rates correspond to those released by the Italian Foreign Exchange Bureau (Ufficio Italiano Cambi).

Currency Average
2019
As of March
31, 2019
Average
2018
As of
December 31,
2018
Average
2018
As of March
31, 2018
British pound sterling 0.87251 0.85830 0.88471 0.89453 0.88337 0.87490
Japanese Yen 125.08349 124.45000 130.39588 125.85000 133.16620 131.15000
USA Dollar 1.13577 1.12350 1.18096 1.14500 1.22920 1.23210

C -Revenues RevenuesRevenues

Revenues earned by the Group in the first quarter of 2019 amounted to €25.50 million (€17.89 million in the first three months of 2018), an increase of €7.61 million, corresponding to 42.5% against the same period of last year. The increase reflects the performance of orders which already indicated a growth last year and which have continued at a good pace also in 2019. The areas of greater growth were the US and Europe, where existing customers have increased their order volumes and where the Group's technological development capacity have found the interest of new customers more.

For operating purposes, the Group is organised in a single business line, also known as business segment, called NanoPC.

Based on the criteria for monitoring activities currently used, a disclosure on a geographical basis is provided, in terms of the location of the Group's various companies.

The Group's geographical areas are defined according to the location of Group assets and transactions. The areas identified within the Group are: Europe, North America and Asia.

Revenues of by business region of business region

As specifically regards the breakdown of revenues of the business units by geographical area, the same can be further detailed as follows:

(€' 000) North America Europe Asia
Correction, reversal and elimination
Total
1Q 2019 1Q 2018 % YoY
Change
1Q 2019 1Q 2018 % YoY
Change
1Q 2019 1Q 2018 % YoY
Change
1Q 2019 1Q 2018 % YoY
Change
1Q 2019 1Q 2018 % YoY
Change
Third party Sales 15,300 8,056 4,817 3,835 5,388 6,003 0 0 25,505 17,894
Infra-sector Sales 153 166 1,916 1,466 255 95 ( 2,324) ( 1,727) 0 0
Total Sales revenues 15,453 8,222 87.9% 6,733 5,301 27.0% 5,643 6,098 -7.5% ( 2,324) ( 1,727) -34.6% 25,505 17,894 42.5%

The North American business area's revenues totalled €15.45 million in the first three months of 2019 compared with €8.22 million in the first three months of 2018, again recording a significant rise (+87.9% compared with 2018). The quarter has benefited from significant orders collected in 2018 and from the activity carried out by the new management, who are also developing new markets to offer products from both board&system and IoT business lines.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The European business area also recorded a significant increase with revenues rising from €5.30 million in the first quarter of 2018 to €6.73 million in the first quarter of 2019. This increase highlights how the Group has managed to grow despite this area being considered in crisis. Growth trends remain positive thanks to the legal opportunities in the transport sector, products linked to HPEC (High Performance Embedded Computer) technologies and the Industry 4.0 paradigm.

Lastly, the Asian business area registered a decrease of 7.5%, from €6.10 million to €5.64 million, due to the effect of a non-structural fluctuation of revenues in line with expectations.

Revenues by customer geographical area by customer geographical areageographical area

The following table shows the geographical breakdown of revenues based on customer location:

(€' 000) 1Q 2019
2019
% 1Q 2018 2018 % var. % var.
BREAKDOWN BY GEOGRAPHIC AREA
European Union 4,094 16.1% 3,068 17.1% 33.4%
United States 14,981 58.7% 8,553 47.8% 75.2%
Japan 5,390 21.1% 6,003 33.5% -10.2%
Other 1,040 4.1% 270 1.5% 285.2%
TOTAL SALES AND SERVICE REVENUES
AND
REVENUES
25,505
25,505
100.0% 17,894 100.0%
100.0%
42.5%
42.5%

With reference to the figures by geographical area reported in the table, revenues in the US rose by 75.2% and the area's contribution to total revenues in the first quarter of 2019 confirmed the US to be the most important area, representing 58.7% of total revenues.

Despite a decrease of 10.2% compared to the first quarter of 2018, Japan remains the second most important area, accounting for 21.1% of the Group's revenues.

In Europe, again with reference to customer location, revenues increased by 33.4%, although still accounting for about 16.1% of total revenues.

D –Costs of raw & auxiliary materials and consumables Costs of materials consumablesused

Costs of raw & auxiliary materials and consumables used, which relate strictly to revenues, recorded an increase in the periods considered, rising from €9.16 million in the first three months of 2018 to €13.32 million in the first three months of 2019. In the period under review there was thus a variation of €4.16 million (45.4%), higher than the increase in revenues, which was 42.5%. This different incidence has highlighted a gross profit one percentage point lower compared to that of the first quarter in 2018, although slightly higher than that of FY2018. The gross profit trend is strictly correlated to the different product mix sold in the quarters in question, in the different geographical areas and in the different markets for products.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

As a percentage of revenues, consumption of raw & auxiliary materials and consumables rose from 51.2% in the first three months of 2018 to 52.2% in the first three months of 2019.

E –Service costs Service costsService costs

The growth of the variable component of service costs led to an increase of the same of €0.15 million, corresponding to 5.0%, and amounting to €3.07 million. As a percentage of revenues, this cost item improved, falling from 16.3% in the first three months of 2018 to 12.0% in the first three months of 2019. In addition to referring to ordinary operations and therefore to sustaining the higher revenues, the costs pertain to the investments the Group continues to make in the new business line of the IoT platforms for applications in the industry and in services in addition to developments linked to the HPEC product line. These investments are aimed at supporting the research and development area which must maintain a product portfolio in line with the technological innovations proposed by the producers of raw materials and components and the sales and marketing divisions which must give visibility to the existing product range.

F –Payroll costs Payroll costs costs

In the period under review, in line with the Plan, payroll costs decreased from €4.26 million (23.8% of revenues) to €5.22 million (20.5% of revenues). At the end of the first quarter of 2019, there was a 1 unit reduction in the workforce compared to the figure at the end of the year, due to normal turnover trends. At present, the number of employees is higher and new people are sought to continue to bring to the organisation the skills needed to develop and achieve the strategic vision that guides the Group. Wages and Salaries also includes €191 thousand relating to the pro rata temporis portion of the cost of the Share Performance Plan in place (in the first quarter of 2018, the amount recorded under costs was €152 thousand).

at March 31,
2019
at December
31, 2018
at March 31,
2018
EMPLOYEES
Manager 7 11 9
Clerical workers 275 272 265
Line workers 19 19 17
TOTAL 301 302 291

The table below shows the number of Group employees:

G –Other provisions and costs Other and costs

At 31 March 2019, this item included a provision for doubtful accounts of €55 thousand (€42 thousand in the first three months of 2018), and refers to provisions made for the possibility of uncollectable trade receivables.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Other provisions and costs as a percentage of revenues were 0.9%, lower than the 1.3% recorded in the same period in 2018.

H –Other revenues Other revenues

The item other revenues shows a decrease from €727 thousand in the first three months of 2018 to €503 thousand in the first three months of 2019.

Other revenues comprise the capitalisation of development costs for new solutions featuring highly integrated standard modules and systems for €443 thousand (€499 thousand in the first three months of 2018), miscellaneous income of €60 thousand (€228 thousand in the first three months of 2018).

I -Depreciation, amortization and impairment Depreciation, and impairment

The value of amortisation, depreciation and impairment charges increased by €485 thousand, from €449 thousand in the first quarter of 2018 to €934 thousand in the first quarter of 2019. This item includes depreciation and amortisation expense of €351 thousand due to the application of IFRS 16.

J –Financial income and expenses Financial income expenses

Financial expenses rose from €0.67 million for the first three months of 2018 to €0.39 million for the first three months of 2018. This increase is mainly attributable to lower exchange rate losses linked to the performance of the American dollar, the Japanese yen and the pound sterling.

Financial income, again due to exchange rates, rose by €23 thousand, from €0.30 million for the first three months of 2018 to €0.32 million for the first three months of 2019.

The absolute value and percentage on revenues of the main financial income and expense item were as follows:

  • foreign exchange losses: €0.24 million at 31 March 2019 (1.0% as a percentage of revenues), compared with €0.55 million at 31 March 2018 (3.1% as a percentage of revenues);
  • foreign exchange gains: €0.31 million at 31 March 2019 (1.2% as a percentage of revenues), compared with €0.29 million at 31 March 2018 (1.6% as a percentage of revenues);
  • miscellaneous interest expenses: €105 thousand at 31 March 2019 (0.6% as a percentage of revenues), compared with €102 thousand at 31 March 2018 (0.7% as a percentage of revenues).
€'000 1Q 2019 1Q 2018 var. %
Exchange-rate losses 243 551 -55.9%
Interest expenses 105 102 2.9%
Expenses on derivatives 4 8 -50.0%
Other finance expenses 39 13 200.0%
Financial charges 391 674 -42.0%
Exchange-rate gains 312 291 7.2%
Interest income 7 4 75.0%
Other finance income 1 2 -50.0%
Financial incomes 320 297 7.7%
Net financial income ( 71) ( 377) -81.2%
% impact on sales -0.1% -0.6%

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

K –Income taxes Income taxesIncome taxes

Income taxes at 31 March 2019 were negative as a whole for €118 thousand (of which €113 thousand for current taxes and €5 thousand for net deferred tax assets), compared with a negative impact of €172 thousand at 31 March 2018 (of which €230 thousand for current taxes and €58 thousand for net deferred tax assets), representing a negative change of €54 thousand.

L –Non-current assets current assetscurrent assets

The positive change in non-current assets between 31 December 2018 and 31 March 2019 of € 5.88 million was primarily due to the increase in property, plant and equipment following the application of the new IFRS 16 standard as well as foreign exchange rate changes.

Net investments of about €0.90 million in property, plant and equipment and intangible assets are partially offset by depreciation and amortisation for €0.94 million, of which €0.35 million for the application of the new IFRS 16 standard in relation to recognition of "Leases".

The most significant increases are related to intangible assets and are largely linked to projects to develop new products for a total amount equal to €0.71 million.

a –Intangible assets Intangible

The table below shows their breakdown and main changes during the period:

ASSETS
UNDER
DEVELOPMENT SOFTWARE
TRADEMARKS
CONSTRUCTI
ON &
TOTAL
INTANGIBLE
(€ '000) COSTS GOODWILL PATENTS ADVANCES ASSETS
OPENING BALANCE (A) 2,487 70,898 8,716 3,268 85,369
Changes as at March 31, 2019
- Purchases 84 - 119 623 826
- Disposals ( 7) - - - ( 7)
- Amortisation and impairment in period (-) ( 425) - ( 31) - ( 456)
- Other changes 2,352 1,113 97 ( 2,307) 1,255
Total changes (B) 2,004 1,113
1,113
185
185
( 1,684) ( 1,684) 1,684) 1,618
1,618
CLOSING BALANCE (A+B) 4,491 72,011 8,901 1,584 86,987

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The carrying value of goodwill and trademarks with an indefinite useful life allocated to each of the cashgenerating units is as follows:

at December 31, 2018
Goodwill Trademark with
an indefinite
useful life
Goodwill Trademark with
an indefinite
useful life
44,811 8,509 44,312 8,415
21,836 - 21,428 -
5,088 - 4,882 -
186 - 186 -
90 - 90 -
72,011 8,509 70,898 8,415
at March 31, 2019

b –Property, plant and equipment Property, plant and equipment Property, and equipment

The table below shows their breakdown and main changes during the period:

(€ '000) LAND AND
BUILDINGS
PLANT AND
MACHINERY
INDUSTRIAL
&
COMMERCIAL
EQUIPMENT
OTHER
ASSETS
ASSETS
UNDER
CONSTRUCTI
ON &
ADVANCES
LEASED
ASSETS
RIGHT OF
USE ASSETS
TOTAL
PROPERTY,
PLANT &
EQUIPMENT
OPENING BALANCE (A) 1,066 274 461 728 2 48 - 2,579
Changes as at March 31, 2019
- Purchases - 16 27 35 - - - 78
- Increases from IFRS 16 - - - - - - 4,640 4,640
- Amortisation and impairment in period (-) ( 9) ( 14) ( 46) ( 52) - ( 6) ( 351) ( 478)
- Other changes - 1 3 8 - - ( 3) 9
Total changes (B) ( 9) 3
3
( 16)
( 16)
( 9) -
-
( 6) 4,286
4,286
4,249
4,249
CLOSING BALANCE (A+B) 1,057 277 445 719 2 42 4,286 6,828

M –Net working capital Net capital

Net working capital increased by €5.35 million, from €15.61 million at 31 December 2018 to €20.96 million of 31 March 2019; this performance is due to the different trend of the collection and payment flows, as is usually the case during the first quarter, to the increase in trade receivables for the higher turnover in the quarter and to the increase in the value of inventory, to cover shipments in future quarters.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The positive change of €5.34 million in current assets was mainly due to the increase of warehouse inventory of €1.40 million and trade receivables of €3.37 million.

On the other hand, current liabilities remain unchanged even though there has been an increase in trade payables for €0.85 million and a reduction in income tax payables for €0.95 million.

N –Net financial position Net position

Consolidated net financial indebtedness at 31 March 2019, excluding financial liabilities for rights of use introduced by the IFRS 16 accounting standard, amounts to €1.17 million compared to a net financial position with net cash of €0.93 at 31 December 2018. The application of the IFRS 16 accounting standard has involved the recognition by the Group companies of financial liabilities for rights of use at 31 March 2019 of €4.29 million which, added to the net financial indebtedness, determines a total net financial indebtedness after the application of IFRS 16 of €5.46 million.

The increase in indebtedness is to be ascribed, in addition to what indicated above, to the use of financial resources to support current assets. In particular, trade receivables at the end of the period and inventory which will be used in the following quarters to support growth have grown in parallel with the growth in turnover.

See also Cash flow on page 20.

Medium-/long-term financial liabilities include principal on bank loans and finance leases falling due beyond 12 months.

Short-term financial liabilities mainly consist of current account overdrafts, the current portion of mortgage loans, and payables to other lenders falling due by 31 March 2020.

O –Changes in equity Changes in equity Changes equity

The share capital at 31 March 2019 was made up of 35,515,784 ordinary shares, wholly subscribed and paid up, with no nominal value.

The balance of the Issuer's legal reserve at 31 March 2019 amounted to €1.78 million.

The share premium reserve, which relates entirely to the Parent Company, was booked for a total amount of €136.4 million.

The positive translation reserve of €13.05 million was generated by inclusion in the interim management statement of the statements of financial position and income statements of US subsidiaries Eurotech Inc. and E-Tech USA Inc., UK subsidiary Eurotech Ltd. and Japanese subsidiary Advanet Inc..

The other reserves item was negative for €58.44 million and comprised the Parent Company's surplus reserve, formed by losses carried forward, allocations of retained earnings from prior years and other reserves of miscellaneous origin. The change in the year is attributable to the allocation of the 2018 results and to the booking of Eurotech's Performance Share Plan for the period described in a specific section of the 2018 Consolidated Financial Statements.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The cash flow hedge reserve, which includes cash flow hedge transactions pursuant to IAS 39, was negative for €24 thousand and decreased by €4 thousand gross of the tax effect, which was not recognised due to absence of the relative prerequisites.

The foreign exchange reserve in which – based on IAS 21 – foreign exchange differences relating to intragroup foreign-currency loans that constitute part of a net investment in a foreign shareholding are recognised, was positive by €4.65 thousand and increased by €0.72 million gross of the related tax effect, not yet recorded due to the absence of the prerequisites.

At the end of the reporting period, the Parent Company Eurotech S.p.A. held 887,020 treasury shares (same amount at 31 December 2018).

P –Significant events in the quarter Significant events in quarter

The major events of the quarter were announced in the press releases listed below (the complete text can be consulted at the Group website www.eurotech.com on page http:// www.eurotech.com/it/news):

  • 23/01/2019 Eurotech and Horsa become partners to offer advanced IoT and Edge Analytics industrial solutions
  • 26/02/2019 Eurotech announces Catalyst AL, the robust and low consumption Embedded module based on the CPU Intel® Atom™ "Apollo Lake" range
  • 04/03/2019 Azul Systems and Eurotech come together to offer Java Open Source solutions on the Eurotech Boards and Edge Computers
  • 28/02/2018 Eurotech brings benefits for the hyperconvergence beyond data centres with its edge server BoltCOR portfolio

The company also took part in the Star Conference 2019 in Milan on 20 and 21 March.

Other than those discussed in previous paragraphs, no other particularly significant events occurred in the quarter.

Q –Events after 31 March 2019 Events March 2019

For events following 31 March, the reader may refer to the press releases listed below (the complete text can be consulted at the Group website www.eurotech.com on page http:// www.eurotech.com/it/news).

No other significant events took place after the three months ended.

R -Risks and uncertainties Risks uncertainties

Please refer to the paragraphs "Main risks and uncertainties to which the Group is exposed" and "Financial risk management: objectives and criteria" in the 2018 Consolidated Financial Statements, in which the risks to which the Eurotech Group is subject are explained.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

S –Other information Other informationinformation

We also specify that:

  • group intercompany transactions take place at market prices and are eliminated during the consolidation process;
  • group companies' related-party transactions form part of the normal course of business and are settled under arm's length conditions;
  • pursuant to CONSOB communication no. 15519/2005, there were no non-recurring economic components in the consolidated quarterly results to 31 March 2019;
  • pursuant to CONSOB communication no. DEM/6064296 of 28 July 2006, there were no atypical and/or unusual transactions carried out in the first quarter of 2019;
  • at 31 March 2019, the company held 887,020 treasury shares for a total value of €2,083 thousand. The changes were as follows:
No. of shares Average unit
value
Face value of a
share
(Thousand of Euro)
% share
capital
Carrying value
(Thousand of Euro)
Status as at 1 January 2019
as
1
2019
887,020
887,020
222 222 2.50% 2,083 2,083 2.35
Purchases - - 0.00% -
Sales - - 0.00% -
Assignment-Performance share Plan - - 0.00% -
Status as at 31 March 2019
as
31 March 2019
887,020
887,020
222 222 2.50% 2,083 2,083 2.35 2.35
  • as regards the requirements of Article 150, paragraph 1, of Italian Legislative Decree no. 58 of 24 February 1998, no members of the Board of Directors have executed transactions with Group companies in situations of potential conflict of interest;
  • pursuant to Article 3 of Consob Resolution no. 18079 of 20 January 2012, Eurotech has adopted the simplification procedure set out in Articles 70, paragraph 8, and 71, paragraph 1-bis, of the Regulation adopted by Consob with Resolution no. 11971 of 14 May 1999 as amended and supplemented. It therefore opts to derogate from the requirement to publish the information documents set out in Attachment 3B of this Consob Regulation for significant transactions such as mergers, spin-offs, capital increases via contributions in kind, acquisitions and sales.

Amaro, 14 May 2019

On behalf of the Board of Directors

Signed Roberto Siagri Chief Executive Officer

Declaration of the Financial Reporting Manager Reporting Manager

Amaro, 14 May 2019

DECLARATION

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

PURSUANT TO ARTICLE 154 BIS, PARAGRAPH 2 – PART IV, TITLE III, CHAPTER II, SECTION V-BIS, OF LEGISLATIVE DECREE NO. 58 OF 24 FEBRUARY 1998: "CONSOLIDATED ACT ON MEASURES RELATING TO FINANCIAL INTERMEDIATION PURSUANT TO ARTICLES 8 AND 21 OF LAW NO. 52 OF 6 FEBRUARY 1996"

I, Sandro Barazza,

Financial Reporting Manager of Eurotech S.p.A., with reference to the Consolidated Interim Management Statement at 31 March 2019 approved by the Company's Board of Directors on 14 May 2019,

STATE

in compliance with the matters set forth under ex - art. 154 bis, part IV, title III, chapter II, section V-bis of the Legislative Decree no. 58 of 24 February 1998, to the best of my knowledge, the Consolidated Interim Management Statement at 31 March 2019 corresponds to the accounting entries.

The Financial Reporting Manager Signed Sandro Barazza

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