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Emak

Quarterly Report Nov 11, 2020

4407_ir_2020-11-11_7eafadec-3846-4077-90df-2181bf3526e5.pdf

Quarterly Report

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Interim report at 30.09.2020

Organizational chart of Emak Group at 30 September 20203
Corporate Bodies of Emak S.p.A4
Main economic and financial figures for Emak Group 5
Directors' report5
Comments on economic figures 8
Comment to consolidated statement of financial position 10
Highlights of the consolidated financial statement broken down by operating segment for the first nine months 2020
13
Comments on interim results by operating segment 13
Business outlook15
Subsequent events 15
Other information 15
Definitions of alternative performance indicators17
Consolidated Income Statement18
Statement of consolidated financial position19
Statement of changes in consolidated equity for the Emak Group at 31.12.2019 and at 30.09.2020 20
Comments on the financial statements21
Declaration of the executive in charge of preparing the accounting statements pursuant to the rules of Article 154-
bis, paragraph 2 of Legislative Decree no. 58/1998 24

    1. Valley Industries LLP is consolidated at 100% as a results of the "Put and Call Option Agreement" that governs the purchase of the remaining 10%.
    1. Comet do Brasil Investimentos Ltda is owned for 99.63% by Comet S.p.A. and 0.37% by P.T.C. S.r.l.
    1. Lavorwash S.p.A is consolidated at 98.42% as a results of the "Put and Call Option Agreement" that governs the purchase of the 14.67% remaining.
    1. Emak do Brasil is owned for 99.98% by Emak S.p.A. and 0.02% by Comet do Brasil.
    1. Lavorwash Brasil Ind. Ltda is owned for 99.99% by Lavorwash S.p.A. and 0.01% by Comet do Brasil LTDA.
    1. S.I.Agro Mexico is owned for 97% by Comet S.p.A. and 3% by P.T.C. S.r.l.
    1. Markusson Professional Grinders AB is consolidated at 100% as a results of the "Put and Call Option Agreement" that governs the purchase of the remaining 49%.

Corporate Bodies of Emak S.p.A.

The Ordinary General Meeting of the Shareholders of the Parent Company, Emak S.p.A. on 30 April 2019 appointed the Board of Directors and the Board of Statutory Auditors for the financial years 2019-2021.

Board of Directors
Chairman and Chief Executive Officer Fausto Bellamico
Deputy Chairman and Executive Director Aimone Burani
Executive Director Luigi Bartoli
Lead Independent Director Massimo Livatino
Independent Directors Alessandra Lanza
Elena Iotti
Directors Francesca Baldi
Ariello Bartoli
Paola Becchi
Giuliano Ferrari
Vilmo Spaggiari
Guerrino Zambelli
Marzia Salsapariglia
Audit Committee, Remuneration Committee, Related Party
Transactions Committee, Nomination Committee
Chairman Massimo Livatino
Components Alessandra Lanza
Elena Iotti
Financial Reporting Officer Aimone Burani
Supervisory Body as per Legislative Decree 231/01
Chairman Sara Mandelli
Acting member Roberto Bertuzzi
Board of Statutory Auditors
Chairman Stefano Montanari
Acting auditors Gianluca Bartoli
Francesca Benassi
Alternate auditor Maria Cristina Mescoli
Federico Cattini
Independent Auditor Deloitte & Touche S.p.A.

Income statement (€/000)

Year 2019 3 Q 2020 3 Q 2019 9 months 2020 9 months 2019
433,953 Revenues from sales 112,397 93,948 359,893 336,989
46,878 EBITDA before non ordinary expenses (*) 14,294 8,096 47,514 39,170
46,090 EBITDA
(*)
13,852 8,096 46,816 38,844
22,022 EBIT 8,179 2,544 29,992 20,431
13,126 Net profit 4,847 1,127 15,759 11,595

Investment and free cash flow (€/000)

Year 2019 3 Q 2020 3 Q 2019 9 months 2020 9 months 2019
14,039 Investment in property, plant and equipment 2,416 3,614 9,891 10,600
4,414 Investment in intangible assets 806 1,069 2,271 3,428
37,194 Free cash flow from operations
(*)
11,909 6,679 33,972 30,008

Statement of financial position (€/000)

31.12.2019 30.09.2020 30.09.2019
358,467 Net capital employed (*) 348,916 375,076
(146,935) Net debt (*) (129,906) (164,388)
211,532 Total equity 219,010 210,688

Other statistics

Year 2019 3 Q 2020 3 Q 2019 9 months 2020 9 months 2019
10.6% EBITDA / Net sales (%) 12.3% 8.6% 13.0% 11.5%
5.1% EBIT/ Net sales (%) 7.3% 2.7% 8.3% 6.1%
3.0% Net profit / Net sales (%) 4.3% 1.2% 4.4% 3.4%
6.1% EBIT / Net capital employed (%) 8.6% 5.4%
0.69 Net Debt / Equity 0.59 0.78
1,988 Number of employees at period end 2,022 2,035

Share information and prices

31.12.2019 30.09.2020 30.09.2019
0.079 Earnings per share (€) 0.095 0.071
163,934,835 Number of shares comprising share capital 163,934,835 163,934,835
163,537,602 Average number of outstanding shares 163,537,602 163,537,602

(*) See section "definitions of alternative performance indicators"

Directors' report

Information about Covid-19 emergency

At the beginning of January 2020, the World Health Organization (WHO) announced the spread of Covid-19 infection in China, particularly in the Wuhan district, then declaring the state of emergency at the level on 30 January international. The spread of the virus in Europe and America occurred in February, which led to a generalized lockdown during the months of March and April. Since May, the modalities and times of the recovery of social life and economic activities are differentiated for the different countries.

Starting in October, due to the resumption of infections in many countries, some restrictive measures have been reintroduced that could have an impact on consumption, lengthening the exit times from a recession phase in many economic sectors.

The limitation of citizens' mobility, business operations and a general climate of uncertainty have had significant impacts on a global level, although with non-homogeneous effects and intensity across sectors and markets.

To this day, the risk of a lasting recession persists in many sectors, also in consideration of the uncertainty and rapid evolution of the situation at the health, regulatory, economic and social level, which makes it difficult to make recovery assessments in the medium and long term.

In this context, the governments of the main world countries are adopting measures to support the sectors most affected by the pandemic and to encourage the recovery of the economy and support for businesses.

Group response to the epidemiological emergency

The Group companies are currently all operating: some have temporarily used the social safety nets instrument and, only in a few limited cases and for limited periods, have resorted to the blocking of production and logistics activities. In addition, the Group continues to monitor the evolution of the situation and to use the necessary measures to safeguard the health and safety of its employees, such as the use of smart working, the adoption of distance measures between people and the distribution of personal protective equipment.

Measures undertaken by the Group aimed at containing Covid-19

All the Group's operating companies have set up ad hoc committees for emergency management, with the aim of implementing the requirements in terms of workplace safety regulations in the most effective way, as well as activities for the management of business risks emerging from the contingent situation, with the aim of limiting its impact on human resources, operating results and the financial balance of the Group.

In particular, the Group has focused on liquidity risk management, which consists in the ability to find the resources necessary for operations, applying the following strategies:

  • Maintaining appropriate amounts of credit lines;
  • Access to new loans;
  • Request for suspension of the instalments relating to the loans in place with the banking system, expiring in 2020;
  • Increase in controls to monitor the solvency of the counterparties and compliance with the contractual terms of collection;
  • Operating costs savings;
  • Remodeling of the investment plan;
  • Monitoring of the quality and level of warehouse stocks.

Management believes that the application of these strategies has allowed and will allow the Group to manage shortterm cash needs.

The situation of uncertainty did not prevent Management from internally developing an outlook for the close of the 2020 financial year; considering the economic and financial results recorded up to September 2020, no significant impacts are expected on the achievement of positive operating results and on maintaining a good economic and financial balance.

Economic effects of the epidemiological emergency and the Group's response

In strictly operational terms, the emergency from COVID-19 led to the incurrence of some direct costs, mainly related to the protection of the health and safety of workers. During the nine months, the Group incurred costs of around €

520 thousand for the sanitation of the workplace and for the purchase of tools and devices aimed at containing the infection.

However, the Group has also been able to benefit from the economic and financial governmental measures made available by the various countries in support of production activities and employment. In particular, the Group benefited from social safety nets for the protection of employment for around € 1,480 thousand, and contributions for around € 130 thousand obtained against expenses incurred for sanitation and activities suitable for guaranteeing the safety of the workplace.

In April the effects of this context in terms of contraction in turnover were most evident; however, the end of the lockdown in the main European countries together with the good trend in demand in the sectors in which the Group operates contributed to the recovery of sales sales in the following months, recording at 30 Septeber an increase of 6.8% in the total cumulative turnover of the Group. The result was affected by the particularly positive performance (turnover up 19.6%) recorded in the third quarter compared to the same period of the previous year. The emergence of new lifestyles and "stay at home" paradigms, to the detriment of people's mobility, has partly positively contributed to the Group's performance.

With respect to the foreseeable evolution on operations, please refer to the specific chapter of this report.

Effects in financial terms of the epidemiological emergency and the Group's response

Some Italian companies of the Group obtained the suspension of the instalments falling due during 2020, relating to the loans already in place with the banking system, benefiting at September 30, 2020 from lower repayments of approximately € 17 million.

In order to support the Group's capital solidity and not to preclude the possibility of resorting to the facilitated conditions of access to credit, the Shareholders' Meeting of 29 April 2020 approved the proposals of the Board of Directors to allocate the profit for the year 2019 to the reserve, while a dividend of € 7,540 thousand had been distributed during 2019.

With reference to potential liquidity risks, it should be noted that at the date of approval of this interim report the Group also had access to the disbursement of new financial resources from credit institutions for € 61 million, aimed at rebalancing the financial exposure to medium-long term.

In addition, management believes that the credit lines currently not used, mainly short-term and guaranteed by trade receivables, in addition to the cash flows that will be generated by the exercise and financing activities, will allow the Group to meet the needs arising from investment, working capital management and debt repayment activities at their natural maturity.

Monitoring activities, risks related to the spread of Covid-19 and considerations regarding accounting effects

The health emergency induced by Covid-19 was an important fact pursuant to paragraph 15 of IAS 34.

From the outset, the Company has monitored - and will continue to constantly monitor - the evolution of the emergency situation connected to the spread of Covid-19, in consideration of both the changing regulatory framework of reference and the complex global economic context, in order to evaluate the possible adoption of additional measures to protect the health and welfare of its employees and collaborators, its customers and to protect its sources of income and its assets.

Given the uncertainty about the evolution of the pandemic and the possible effects on our activities, the situation is carefully monitored and further measures will eventually be taken should the context in which the Group operates were to change again.

In this context, the Group, given the impacts of the pandemic on the world economy, also following the recommendations issued by the Italian and European regulators, when preparing this interim financial report at 30 June 2020, the Group deemed it appropriate to review, where necessary, its multi-year industrial business plans and activate the impairment test procedures in order to assess the recoverability of goodwill and intangible assets entered in the balance sheet assets.

As a result of this verification of the recoverability of the assets, no impairment losses emerged.

Finally, it should be noted that the estimates and prospective data relating to the aforementioned impairment tests are determined by the Group's management on the basis of past experience and expectations regarding developments in the markets in which the Group operates. To this end, it should be noted that the estimate of the recoverable value of the cash-generating unit requires discretion and the use of estimates by management, which are particularly complex in the current context of uncertainty. The Group cannot therefore ensure that there is no impairment of goodwill and other assets in future periods, even in the near future. In fact, several factors also linked to the evolution of the difficult market context may require a restatement of the value of goodwill and other activities. The circumstances and events that could cause further verification of the existence of impairment are constantly monitored by the Group.

As usual, the Group will proceed to activate the impairment test procedures during closing the data of the year-end report.

The circumstances and events that could cause further verification of the existence of impairment are constantly monitored by the Group.

There were no significant impacts arising from Covid-19 on the other items in the financial statements and, in particular on the estimated items regarding the recoverability of receivables and the obsolescence of inventories of raw materials and finished products.

With respect to the foreseeable evolution on operations, please refer to the specific chapter of this report.

Scope of consolidation

Compared to 31 December 2019, the Swedish company Markusson Professional Grinders AB joined the consolidation area, of which the subsidiary Tecomec S.r.l. acquired 51% on January 31, 2020. The consolidated financial statements at 30 September 2019 included the company Geoline Electronic S.r.l., which was subject to a total spin-off on November 30, 2019. Following this, the "Control units, electric valves and flow meters" business unit is currently included in the Group's activities.

Comments on economic figures

Revenues from sales

The turnover of third quarter 2020 amounts to € 112,397 thousand, compared to € 93,948 thousand of the same period last year, an increase of 19.6%.

In the first nine months 2020 Emak Group achieved a consolidated turnover of € 359,893 thousand, compared to € 336,989 thousand of last year, an increase of 6.8%. This increase is due to the change in the scope of consolidation for 0.5%, from organic growth for 8.1%, while it is penalized by the effect of translation changes for 1.8%.

EBITDA

EBITDA of third quarter 2020 amounts to € 13,852 thousand, compared to € 8,096 thousand in the corresponding quarter of last year. The application of the new IFRS 16 principle has resulted in a positive effect on the EBITDA of third quarter 2020 for € 1,583 thousand compared to a positive effect of € 1,542 thousand in the third quarter 2019.

EBITDA for the first nine months of 2020 amounts to € 46,816 thousand (13% of revenues) compared to € 38,844 thousand (11.5% of revenues) in the corresponding period of previous year.

During nine months 2020, non-ordinary expenses incurred for reorganization and M&A activities were recorded for € 724 thousand (€ 409 thousand in 2019) and non-ordinary revenues for € 26 thousand (€ 83 thousand in 2019).

Ebitda before non-ordinary expenses and revenues is equal to € 47,514 thousand (13.2% of revenues) compared to € 39,170 thousand of the same period last year (11.6% of revenues).

The application of the IFRS 16 principle has resulted in a positive effect on the Ebitda of the first nine months 2020 for € 4,669 thousand, against to a positive effect of € 4,495 thousand in the nine months 2019.

The result benefited from the increase in sales volumes, the maintenance of product margins and the containment of some operating costs, while recording higher charges related to the safety of workplaces resulting from Covid-19.

Personnel costs increased compared to the same period due to the greater use of temporary staff, recorded in particular in the summer months following the strong increase in demand, partly mitigated by the use of social safety nets activated, in the months of March and April for the Covid-19 emergency.

The average number of resources employed by the Group was 2,190 compared to 2,139 of the same period last year.

Operating result

Operating result of third quarter 2020 is equal to € 8,179 thousand, compared to € 2,544 thousand in the corresponding quarter of last year.

Operating result for the first nine months of 2020 is € 29,992 thousand, with an incidence of 8.3% on revenues compared to € 20,431 thousand (6.1% of revenues) in the corresponding period of previous year.

Amortization, depreciation and impairment losses are € 16,824 thousand compared to € 18,413 thousand in the same period of previous year. The result for the nine months 2019 included € 2,074 thousand as a loss due to the reduction in the value of the goodwill recorded, following the merger by incorporation of the Bertolini company into the parent company Emak S.p.A.

Non-annualized operating result as a percentage of net capital employed is 8.6% compared to 5.4% of the same period of the previous year.

Net profit

Net Profit of third quarter 2020 is equal to € 4,847 thousand compared to € 1,127 thousand of the same period last year.

Net Profit for the first nine months of 2020 is € 15,759 thousand, compared to € 11,595 thousand in the same period of previous year.

Financial expenses for the first nine months of 2020, are down compared to the same period mainly due to the reduction in the interest rate paid on indebtedness.

Currency management of the first nine months 2020 is negative for € 3,226 thousand, compared to a positive value of € 1,173 thousand for the same period. In the nine months, exchange rate management was mainly affected by the negative trend of the Brazilian Real, and in general of South American currencies, which led to the recording of losses due to the adjustment of the debts in local currency at the end of the period.

The item "Income from/(expenses on) equity investment" includes a capital loss deriving from the sale of 30% of the share capital of Cifarelli S.p.A. for an amount of € 1,389 thousand, occurred through the exercise of a put option on the minority investment held.

The effective tax rate is 28.5% against 33.9% in the same period of the previous year, due to the greater tax benefits recorded by the individual legal entities and lower fiscally not relevant costs which had negatively affected the consolidated tax rate in the previous year. The tax rate for the nine months 2020 was negatively affected by the prudential non-inclusion of some Group companies deferred tax assets on tax losses.

Comment to consolidated statement of financial position

31.12.2019 €/000 30.09.2020 30.09.2019
186,989
171,478
Net non-current assets ()
Net working capital (
)
176,183
172,733
188,864
186,212
358,467 Total net capital employed (*) 348,916 375,076
209,495 Equity attributable to the Group 217,005 208,754
2,037
(146,935)
Equity attributable to non controlling interests
Net debt (*)
2,005
(129,906)
1,934
(164,388)

(*) See section "definitions of alternative performance indicators"

Net non-current assets

In the first nine months 2020 Emak Group invested € 12,162 thousand in property, plant and equipment and intangible assets, as follows:

  • € 6,346 thousand for product innovation, of which € 3,000 thousand by the subsidiary Speed France for the acquisition of a technology and systems for the production of polyester monofilaments and cables for agricultural applications;
  • € 2,456 thousand for adjustment of production capacity and for process innovation;
  • € 1,693 thousand for upgrading the computer network system;
  • € 958 thousand for modernization of industrial buildings;
  • € 709 thousand for other investments in operating activities.

Investments broken down by geographical area are as follows:

  • € 5,939 thousand in Italy;
  • € 3,850 thousand in Europe;
  • € 1,345 thousand in the Americas;
  • € 1,028 thousand in Asia, Africa and Oceania.

The decrease in net non-current fixed assets is also a consequence of the disposal of the investment in associate Cifarelli S,p,A, of the negative impact of the exchange rate effect on goodwill and of recognition of medium / longterm supply payables for the investments made by the subsidiary Speed France.

Net working capital

Net working capital, compared to 31 December 2019, increased by € 1,255 thousand, rising from € 171,478 thousand to € 172,733 thousand.

The following table shows the change in net working capital at 30 September 2020 compared with the previous year:

Net working capital at 01 January 171,478 168,321
Impact first application of Ifrs 16 to 1 January - (235)
Increase/(decrease) in inventories (10,631) (4,119)
Increase/(decrease) in trade receivables 7,102 (4,142)
(Increase)/decrease in trade payables 8,775 24,786
Change in scope of consolidation 592 -
Other changes (4,583) 1,601
Net working capital at 30 September 172,733 186,212

The significant recovery in sales during the third quarter combined with the efficiency policies of the management of stock in the warehouse and the improvement of credit management, allowed a significant reduction in net working capital compared to the same period of the previous year.

Trade receivables are increasing as a result of the quarterly turnover trend, while trade payables are consistent with the trend in purchases in the same period.

Net financial position

Net negative financial position amounts to € 129,906 thousand at 30 September 2020 compared to € 146,935 thousand at 31 December 2019.

The following table shows the movements in the net financial position in the first nine months 2020 compared with the same period last year:

€/000 9M 2020 9M 2019
Net working capital at 01 January 171,478 168,321
Impact first application of Ifrs 16 to 1 January - (235)
Increase/(decrease) in inventories (10,631) (4,119)
Increase/(decrease) in trade receivables 7,102 (4,142)
(Increase)/decrease in trade payables 8,775 24,786
Change in scope of consolidation 592 -
Other changes (4,583) 1,601
Net working capital at 30 September 172,733 186,212
The significant recovery in sales during the third quarter combined with the efficiency policies of the management
of stock in the warehouse and the improvement of credit management, allowed a significant reduction in net working
capital compared to the same period of the previous year.
Trade receivables are increasing as a result of the quarterly turnover trend, while trade payables are consistent with
the trend in purchases in the same period.
Net financial position
Net negative financial position amounts to € 129,906 thousand at 30 September 2020 compared to € 146,935
thousand at 31 December 2019.
The following table shows the movements in the net financial position in the first nine months 2020 compared with
the same period last year:
€/000 9M 2020 9M 2019
(146,935) (117,427)
- (27,959)
46,816 38,844
(3,341) (4,140)
(1) 73
(3,226) 1,173
(6,276) (5,942)
33,972 30,008
(16,942)
(5,224)
28,748 13,066
(8,948) (16,197)
(4,409) (7,222)
(4) (8,034)
Opening NFP
Effect first application IFRS 16
Ebitda
Financial income and expenses
Income from/(expenses on) equity investment
Exchange gains and losses
Income taxes
Cash flow from operations, excluding changes in operating
assets and liabilities
Changes in operating assets and liabilities
Cash flow from operations
Changes in investments and disinvestments
Changes right of use IFRS 16
Other equity changes
Changes from exchange rates and translation reserve
Change in scope of consolidation
5,187
(3,545)
(615)
-

"Income from/(expenses on) equity investment" at 30 September 2020 does not include the capital loss generated by the exercise of the Put option on the investment of 30% of Cifarelli S.p.A which is included in the item "changes in investments and disinvestments".

Consequently, cash flow from operations is equal to € 33,972 thousand, compared to € 30,008 thousand in the same period.

Cash flow from operations significantly improves reaching a € 28,747 thousand compared to € 13,066 thousand in the same period of the previous financial year.

In order to support the Group's capital solidity and not to preclude the possibility of resorting to the facilitated conditions of access to credit, the Shareholders' Meeting of 29 April 2020 approved the proposals of the Board of Directors to allocate the profit for the year 2019 to the reserve, while a dividend of € 7,540 thousand had been distributed during 2019.

During the first nine months of 2020, the Group's financial position was affected by the change in the consolidation area for € 3,545 thousand following the acquisition of the company Markusson.

In the nine months 2019, the impact of the investment of € 2,760 thousand for the acquisition of 30% of the Brazilian company Agres is reported.

The net financial position is made up as follows:

Net financial position 30/09/2020 31/12/2019 30/09/2019
A. Cash and cash equivalents 102,015 47,695 49,701
B. Other cash at bank and on hand (held-to-maturity investments) - - -
C. Financial instruments held for trading - - -
D. Liquidity funds (A+B+C) 102,015 47,695 49,701
E. Current financial receivables 684 766 787
F. Current payables to bank (7,503) (13,963) (13,609)
G. Current portion of non current indebtedness (49,042) (38,176) (43,283)
H. Other current financial debts (17,998) (22,101) (24,070)
I. Current financial indebtedness (F+G+H) (74,543) (74,240) (80,962)
J. Current financial indebtedness, net (I+E+D) 28,156 (25,779) (30,474)
K. Non-current payables to banks (132,198) (97,802) (109,519)
L. Bonds issued - - -
M. Other non-current financial debts (27,794) (25,777) (26,816)
N. Non-current financial indebtedness (K+L+M) (159,992) (123,579) (136,335)
O . Net financial indebtedness (ESMA) (J+N) (131,836) (149,358) (166,809)
P. Non current financial receivables 1,930 2,423 2,421
Q . Net financial position (O+P) (129,906) (146,935) (164,388)
0
Effect IFRS 16 30,343 30,385 31,429
Net financial position without effect IFRS 16 (99,563) (116,550) (132,959)

Net financial position at 30 September 2020 includes actualized financial liabilities related to the payment of future rental and rent payments, in application of IFRS 16 standard, equal to € 30,343 thousand, of which € 4,947 thousand falling due within 12 months while at 31 December 2019 they amounted to a total of € 30,385 thousand, of which € 4,959 thousand falling due within 12 months.

Current financial indebtedness mainly consist of:

  • account payables and self-liquidating accounts;
  • loan repayments falling due by 30 September 2021;
  • amounts due to other providers of finance falling due by 30 September 2021;
  • debt for equity investments in the amount of € 11,058 thousand.

Net current financial indebtedness shows a positive net liquidity balance both for the good performance of the operating cash flow and for the disbursement of new medium and long-term loans.

Non-current financial indebtedness includes an amount of debts for the purchase of equity investments in the amount of € 2,324 thousand.

Actualized financial liabilities (short term and medium-long term) for the purchase of the remaining minority shares and for the regulation of acquisition operations with deferred price subject to contractual constraints, in the amount of € 13,382 thousand related to the following companies:

  • Lavorwash Group for € 9,645 thousand;
  • Valley LLP for € 1,413 thousand;
  • Markusson for € 2,324 thousand.

Equity

Total equity is equal to € 219,010 thousand against € 211,532 thousand at 31 December 2019.

Earnings per share at 30 September 2020 is equal to 0.095 Euro compared to Euro 0.071 Euro in the previous year.

On 31 December 2019 the company held 397,233 treasury shares in portfolio number for the equivalent of € 2,029 thousand.

On April 29, 2020, the Shareholders' Meeting did not renew the authorization to purchase and dispose of treasury shares.

During the first nine months 2020, in effect of the previous authorization, subsequently revoked, there were no movements in the purchase or sale of treasury shares, leaving the balances at the beginning of the year unchanged.

Highlights of the consolidated financial statement broken down by operating segment for the first nine months 2020

OUTDOOR POWER
EQUIPMENT
PUMPS AND HIGH
PRESSURE WATER
JETTING
COMPONENTS AND
ACCESSORIES
Other not allocated /
Netting
Consolidated
€/000 30.09.2020 30.09.2019 30.09.2020 30.09.2019 30.09.2020 30.09.2019 30.09.2020 30.09.2019 30.09.2020 30.09.2019
Sales to third parties 123,927 115,145 144,997 140,668 90,969 81,176 359,893 336,989
Intersegment sales 494 430 1,888 1,489 6,763 5,396 (9,145) (7,315)
Revenues from sales 124,421 115,575 146,885 142,157 97,732 86,572 (9,145) (7,315) 359,893 336,989
Ebitda 8,481 7,148 22,940 20,654 17,002 12,796 (1,607) (1,754) 46,816 38,844
Ebitda/Total Revenues % 6.8% 6.2% 15.6% 14.5% 17.4% 14.8% 13.0% 11.5%
Ebitda before non ordinary expenses 8,830 7,198 23,006 20,571 17,285 13,155 (1,607) (1,754) 47,514 39,170
Ebitda before non ordinary expenses/Total Revenues 7.1% 6.2% 15.7% 14.5% 17.7% 15.2% 13.2% 11.6%
Operating result 2,739 (500) 16,951 14,643 11,909 8,042 (1,607) (1,754) 29,992 20,431
Operating result/Total Revenues % 2.2% -0.4% 11.5% 10.3% 12.2% 9.3% 8.3% 6.1%
Net financial expenses (1) (7,957) (2,894)
Profit befor taxes 22,035 17,537
Income taxes (6,276) (5,942)
Net profit 15,759 11,595
Net profit/Total Revenues% 4.4% 3.4%
(1) Net financial expenses includes the amount of Financial income and expenses, Exchange gains and losses and the amount of the Income from equity investment
STATEMENT OF FINANCIAL POSITION 30.09.2020 31.12.2019 30.09.2020 31.12.2019 30.09.2020 31.12.2019 30.09.2020 31.12.2019 30.09.2020 31.12.2019
Net debt 16,594 29,304 90,706 98,863 22,737 19,071 (131) (303) 129,906 146,935
Shareholders' Equity 173,748 176,334 65,548 62,460 57,354 50,295 (77,640) (77,557) 219,010 211,532
Total Shareholders' Equity and Net debt 190,342 205,638 156,254 161,323 80,091 69,366 (77,771) (77,860) 348,916 358,467
Net non-current assets (2) 129,920 137,483 87,082 94,433 34,655 30,577 (75,474) (75,504) 176,183 186,989
Net working capital 60,422 68,155 69,172 66,890 45,436 38,789 (2,297) (2,356) 172,733 171,478

Total net capital employed 190,342 205,638 156,254 161,323 80,091 69,366 (77,771) (77,860) 348,916 358,467 (2) The net non-current assets of the Outdoor Power Equipment area includes the amount of Equity investments for 76,074 thousand Euro

OTHER STATISTICS 30.09.2020 31.12.2019 30.09.2020 31.12.2019 30.09.2020 31.12.2019 30.09.2020 31.12.2019 30.09.2020 31.12.2019
Number of employees at period end 738 743 742 731 534 506 8 8 2,022 1,988
OTHER INFORMATIONS 30.09.2020 30.09.2019 30.09.2020 30.09.2019 30.09.2020 30.09.2019 30.09.2020 30.09.2019 30.09.2020 30.09.2019
Amortization, depreciation and impairment losses 5,742 7,648 5,989 6,011 5,093 4,754 16,824 18,413
Investment in property, plant and equipment and in
intangible assets
3,457 6,877 2,259 3,073 6,446 4,078 12,162 14,028

Comments on interim results by operating segment

The table below shows the breakdown of "Sales to third parties" in the third quarter and in first nine months of 2020 by business sector and geographic area, compared with the same period last year.

Third quarter turnover:

OUTDOOR POWER EQUIPMENT PUMPS AND
HIGH PRESSURE WATER JETTING
COMPONENTS AND
ACCESSORIES
CONSOLIDATED
€/000 3Q 2020 3Q 2019 Var. % 3Q 2020 3Q 2019 Var. % 3Q 2020 3Q 2019 Var. % 3Q 2020 3Q 2019 Var. %
Europe 31,331 27,885 12.4 23,463 18,941 23.9 15,630 12,785 22.3 70,424 59,611 18.1
Americas 1,717 1,524 12.7 16,126 16,086 0.2 8,094 7,590 6.6 25,937 25,200 2.9
Asia, Africa and Oceania 5,837 648 800.8 6,085 5,281 15.2 4,114 3,208 28.2 16,036 9,137 75.5
Total 38,885 30,057 29.4 45,674 40,308 13.3 27,838 23,583 18.0 112,397 93,948 19.6

Turnover of the first nine months:

OUTDOOR POWER EQUIPMENT PUMPS AND
HIGH PRESSURE WATER JETTING
COMPONENTS AND
ACCESSORIES
CONSOLIDATED
€/000 9M 2020 9M 2019 Var. % 9M 2020 9M 2019 Var. % 9M 2020 9M 2019 Var. % 9M 2020 9M 2019 Var. %
Europe 103,947 101,829 2.1 75,426 72,846 3.5 53,218 48,354 10.1 232,591 223,029 4.3
Americas 4,434 4,954 (10.5) 51,405 50,184 2.4 25,764 22,115 16.5 81,603 77,253 5.6
Asia, Africa and Oceania 15,546 8,362 85.9 18,166 17,638 3.0 11,987 10,707 12.0 45,699 36,707 24.5
Total 123,927 115,145 7.6 144,997 140,668 3.1 90,969 81,176 12.1 359,893 336,989 6.8

Outdoor Power Equipment

The good trend in demand in the second and third quarters in Europe, concentrated in France, Poland, Italy and Spain led to a cumulative increase in progressive sales in September allowing the full recovery of the decline recorded in the first quarter.

In the Americas area, a decrease result was recorded compared to the same period last year but with a tendency to recover compared to the half year, it should be noted that the Latin American countries have revenues in line thanks to the growth in the third quarter.

In the Asia, Africa and Oceania area, sustained growth continues on the Turkish market, which has more than offset the drop in sales in some Far East countries.

EBITDA for the period is increasing thanks to the increase in sales volumes and to containment measures on the cost structure. Instead, it was negatively affected by a product / country mix and the effects of the reorganization of the distribution model in Germany.

Net negative financial position improves compared to 31 December 2019; the figure benefited from the decrease in net working capital, the collection relating to the sale of the investment in Cifarelli, the non-distribution of dividends by the Parent Company, while it was negatively affected by lower dividend collections from subsidiaries belonging to other operating segments.

Pompe e High Pressure Water Jetting

Sales in Europe marked a strong recovery in the third quarter, recovering what was lost in the first part of the year. Growth was driven by Italy, Poland, Spain and Germany. Sales through the on-line channel increased sharply, making it possible to recover the disadvantage recorded by the closure of large-scale retail outlets from the end of February until April.

In the Americas area, growth was determined by the excellent performance of the US subsidiaries in the North American market. On sales in the Latin America countries, the weakening of Real and Peso resulted in a negative exchange rate effect on the conversion into Euro of the turnover of the subsidiaries in Mexico and Brazil, which recorded an increase in local currency.

In Asia, Africa and Oceania there was a good trend in the last quarter and, more generally in the last 5 months, thanks to the Asian market, driven in particular by the strong recovery in Turkey.

The growth in EBITDA in the period benefited from the increase in turnover, the reduction in personnel costs and operating costs obtained thanks to a cost containment policy while it was affected by a more unfavourable product/customer mix.

The decrease in net negative financial position compared to the end of the 2019 financial year is due to the better cash flow generated and the lower investments in the period.

Components and Accessories

Sales growth in Europe occurred in general thanks to gardening products and agriculture. It should also be noted the contribution of the Swedish company Markusson, acquired at the end of January, for approximately Euro 1.5 thousand.

In the Americas area there is a strong growth in sales on the North American market thanks to the sales of products for forestry and agriculture. The good performance in the South American markets continues thanks to the subsidiaries, with a growing turnover despite the negative effect of the devaluation of local currencies.

Growth in Asia, Africa and Oceania was possible thanks to the strong recovery in sales, in the last six months, to some markets in the Far East.

The segment's EBITDA is growing strongly as it has benefited from the increase in sales volumes, the customer / product mix and the trend in raw material prices; the higher production volumes led to an increase in personnel costs and related operating costs. It should also be noted the positive effect given by the consolidation of Markusson for about € 430 thousand.

The increase in net negative financial position compared to the end of the 2019 financial year is due to the increase in net working capital and the financial investment for the acquisition of Markusson.

The increase in investments in the period is linked for € 3,000 thousand to the purchase of a technology and systems for the production of polyester monofilaments and cables for agricultural applications.

Business outlook

Since October, due to the resumption of infections in many countries, some restrictive measures have been reinstated which could have a negative impact on consumption.

To this day, the risk of a lasting recession persists in many sectors, also in consideration of the uncertainty over the time of evolution of the health crisis.

In this context, the governments of the main world countries are adopting further measures to support the sectors most affected by the pandemic and to encourage the recovery of the economy.

Our sector has so far proved more resilient to the impact of Covid-19, as shown by the data as of 30 September. In the month of October, the demand for all 3 segments in which the Emak Group operates continued to be very sustained with management turnover growing by around 20% compared to the same month last year.

Taking into account the good order backlog for November on one hand and the uncertainty on the evolution of the macroeconomic scenario on the other, it is estimated for the last quarter percentage increase in line with the previous nine months.

Subsequent events

Exercise of the Put option on 14.67% of Lavorwash S.p.A.

On 5 October, the subsidiary Comet S.p.A. signed the contract for the acquisition of the 14.67% shareholding in the share capital of Lavorwash S.p.A, bringing its shareholding to 98.42%.

The price paid for the acquisition of the share, defined following the exercise of the put option of the transferring shareholders, was equal to € 9,645 thousand.

Early exercise of option on 58% of Agres Sistemas Eletrônicos SA

On October 15, the subsidiary Tecomec S.r.l. exercised in advance the option to purchase an additional shareholding of 58% of the share capital of Agres, bringing its shareholding to 91%.

The price paid was 25.7 million Reais, equal to approximately € 3.9 million.

In the first nine months of 2020 Agres recorded a turnover of 27.4 million Reais,up by 43.3% compared to the same period of the previous year.

With this transaction, Tecomec will consolidate its presence in Brazil and will strengthen its position as a global supplier of products and solutions for precision agriculture.

Other information

Significant operations: derogation from disclosure obligations

The Company has resolved to make use, with effect from 31 January 2013, of the right to derogate from the obligation to publish the informative documents prescribed in the event of significant merger, demerger, share

capital increase through the transfer of goods in kind, acquisition and disposal operations, pursuant to art. 70, paragraph 8, and art. 71, paragraph 1-bis of Consob Issuers Regulations, approved with resolution no. 11971 of 4/5/1999 and subsequent modifications and integrations.

Definitions of alternative performance indicators

The chart below shows, in accordance with recommendation ESMA/201/1415 published on October 5, 2015, the criteria used for the construction of key performance indicators that management considers necessary to the monitoring the Group performance.

  • EBITDA before non-ordinary expenses and revenues: is obtained by deducting at EBITDA the impact of charges and income for litigation, expenses related to M&A transaction, and costs for staff reorganization and restructuring.
  • EBITDA: calculated by adding the items "Operating Result" plus "Amortization, depreciation and impairment losses".
  • FREE CASH FLOW FROM OPERATIONS: calculated by adding the items "Net profit" plus "Amortization, depreciation and impairment losses", net of capital gains / losses on the realization of consolidated investments in equity.
  • NET WORKING CAPITAL: include items "Trade receivables", "Inventories", current non financial "other receivables" net of "Trade payables" and current non financial "other payables".
  • NET NON-CURRENT ASSETS: include non-financial "Non current assets" net of non-financial "Non-current liabilities".
  • NET CAPITAL EMPLOYED: is obtained by adding the "Net working capital" and "Net non-current assets".
  • NET FINANCIAL POSITION: It is obtained by adding the active financial balances and subtracting the passive financial balances, as well as identified according to the criteria of the Esma (according to Consob communication no. 6064293 of 28 July 2006).

Consolidated financial statements

Consolidated Income Statement

Thousand of Euro

Year 2019 CONSOLIDATED INCOME STATEMENT 3 Q 2020 3 Q 2019 9 months 2020 9 months 2019
433,953 Revenues from sales 112,397 93,948 359,893 336,989
4,668 Other operating incomes 1,082 587 2,178 2,623
854 Change in inventories 533 (7,787) (5,246) (5,366)
(230,213) Raw materials, consumables and goods (60,098) (42,488) (186,605) (174,077)
(81,106) Personnel expenses (19,851) (18,177) (61,206) (60,683)
(82,066) Other operating costs and provisions (20,211) (17,987) (62,198) (60,642)
(24,068) Amortization, depreciation and impairment losses (5,673) (5,552) (16,824) (18,413)
22,022 Operating result 8,179 2,544 29,992 20,431
1,370 Financial income 63 110 224 310
(5,366) Financial expenses (1,036) (1,355) (3,565) (4,450)
766 Exchange gains and losses (997) 514 (3,226) 1,173
89 Income from/(expeses on) equity investment 123 126 (1,390) 73
18,881 Profit before taxes 6,332 1,939 22,035 17,537
(5,755) Income taxes (1,485) (812) (6,276) (5,942)
13,126 Net profit (A) 4,847 1,127 15,759 11,595
(177) (Profit)/loss attributable to non controlling interests (88) 16 (183) (54)
12,949 Net profit attributable to the Group 4,759 1,143 15,576 11,541
0.079 Basic earnings per share 0.029 0.007 0.095 0.071
0.079 Diluted earnings per share 0.029 0.007 0.095 0.071
Year 2019 CONSOLIDATED STATEMENT OF OTHER
COMPREHENSIVE INCOME
9 months 2020 9 months 2019
13,126 Net profit (A) 15,759 11,595
989 Profits/(losses) deriving from the conversion of foreign
company accounts
(8,277) 1,628
(245) Actuarial profits/(losses) deriving from defined benefit
plans (*)
- -
68 Income taxes on OCI (*) - -
812 Total other components to be included in the
comprehensive income statement (B)
(8,277) 1,628
13,938 Total comprehensive income for the perdiod (A)+(B) 7,482 13,223
(185) Comprehensive net profit attributable to non controlling interests 28 (42)
13,753 Comprehensive net profit attributable to the Group 7,510 13,181

(*) Items will not be classified in the income statement

Statement of consolidated financial position

Thousand of Euro

31.12.2019 ASSETS 30.09.2020 30.09.2019
Non-current assets
76,591 Property, plant and equipment 75,459 76,749
20,498 Intangible assets 20,947 20,774
29,716 Rights of use 29,551 30,946
63,844 Goodwill 61,061 64,079
8 Equity investments in other companies 8 8
7,399 Equity investments in associates 2,971 7,383
8,106 Deferred tax assets 8,310 8,270
2,423 Other financial assets 1,930 2,421
63 Other assets 57 68
208,648 Total non-current assets 200,294 210,698
Current assets
158,336 Inventories 148,143 152,559
104,304 Trade and other receivables 112,949 105,752
5,225 Current tax receivables 5,164 4,300
465 Other financial assets 186 444
301 Derivative financial instruments 498 343
47,695 Cash and cash equivalents 102,015 49,701
316,326 Total current assets 368,955 313,099
524,974 TOTAL ASSETS 569,249 523,797
31.12.2019 SHAREHOLDERS' EQUITY AND LIABILITIES 30.09.2020 30.09.2019
Shareholders' Equity
209,495 Shareholders' Equity of the Group 217,005 208,754
2,037 Non-controlling interest 2,005 1,934
211,532 Total Shareholders' Equity 219,010 210,688
Non-current liabilities
98,153 Loans and borrowings due to banks and others lenders 134,596 109,871
25,426 Liabilities for leasing 25,396 26,464
8,337 Deferred tax liabilities 7,988 8,435
8,110 Employee benefits 7,873 8,193
2,304 Provisions for risks and charges 2,343 2,291
486 Other non-current liabilities 3,976 494
142,816 Total non-current liabilities 182,172 155,748
Current liabilities
90,477 Trade and other payables 86,872 69,805
4,174 Current tax liabilities 5,346 4,753
68,373 Loans and borrowings due to banks and others lenders 68,709 74,607
4,959 Liabilities for leasing 4,947 4,965
908 Derivative financial instruments 887 1,390
1,735 Provisions for risks and charges 1,306 1,841
170,626 Total current liabilities 168,067 157,361
524,974 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 569,249 523,797

Statement of changes in consolidated equity for the Emak Group at 31.12.2019 and at 30.09.2020

Thousand of Euro SHARE
CAPITAL
SHARE
PREMIUM
OTHER RESERVES RETAINED EARNINGS EQUITY
Legal
reserve
Revaluation
reserve
Cumulative
translation
adjustment
Reserve
IAS 19
Other
reserves
Retained
earnings
Net profit
of the
period
TOTAL
GROUP
ATTRIBUTABLE
TO NON
CONTROLLING
INTERESTS
TOTAL
Balance at 31.12.2018 42,519 40,529 3,197 1,138 (225) (1,097) 31,068 61,218 25,397 203,744 2,076 205,820
Effect first application IFRS 16 (317) (317) (4) (321)
Opening at 01.01.2019 42,519 40,529 3,197 1,138 (225) (1,097) 31,068 60,901 25,397 203,427 2,072 205,499
Profit reclassification 292 17,746 (25,397) (7,359) (181) (7,540)
Other changes (23) 634 (937) (326) (39) (365)
Net profit for the period 981 (177) 12,949 13,753 185 13,938
Balance at 31.12.2019 42,519 40,529 3,489 1,138 733 (1,274) 31,702 77,710 12,949 209,495 2,037 211,532
Profit reclassification 122 12,827 (12,949) - (4) (4)
Other changes - - -
Net profit for the period (8,066) 15,576 7,510 (28) 7,482
Balance at 30.09.2020 42,519 40,529 3,611 1,138 (7,333) (1,274) 31,702 90,537 15,576 217,005 2,005 219,010

The share capital is shown net of the nominal value of treasury shares in the portfolio amounted to € 104 thousand The share premium reserve is stated net of the premium value of treasury shares amounting to € 1,925 thousand

Comments on the financial statements

The interim report has been prepared under disclosure continuity, comparability, international best practice and transparency to the market. Despite the lack of legal obligation, the Board of Directors of Emak S.p.A. has in fact decided, also because of his membership in the STAR segment of the MTA, to continue in drafting and systematic publication of quarterly reports, in compliance with art. 2.2.3, paragraph 3, letter. a) of the Regulation of Markets organized and managed by Borsa Italiana S.p.A. The reports are made available to the public in the usual forms of deposit at the registered office, the company website and the "eMarket Storage" storage mechanism.

In relation to the above, it is confirmed that the accounting principles and policies adopted by the Group in preparing the quarterly consolidated financial statements are consistent with those adopted in the consolidated financial statements at 31 December 2019, with the peculiarities shown below.

In this interim report IAS 19 is not applied as far as the quantification of changes in actuarial gains accrued in the period is concerned. In addition, in the context of disclosure of synthetic and essential character, are not observed all the detailed requirements of IAS 34, whenever it is assessed that its application does not bring meaningful information.

It should be noted that:

  • when it has not been possible to obtain invoices from suppliers for the provision of consulting and other services, a reasonable estimate of these costs has been made on the basis of the stage of completion of the work;
  • current and deferred taxes have been calculated using the tax rates applied in the current year in the individual countries of operation;
  • the quarterly report is not subject to audit;
  • all amounts are expressed in thousands of euros, unless otherwise specified.
31.12.2019 Amount of foreign for 1 Euro Average 9 M 2020 30.09.2020 Average 9 M 2019 30.09.2019
0.85 GB Pounds (UK) 0.89 0.91 0.88 0.89
7.82 Renminbi (China) 7.87 7.97 7.71 7.78
1.12 Dollar (Usa) 1.13 1.17 1.12 1.09
4.26 Zloty (Poland) 4.42 4.55 4.30 4.38
15.78 Zar (South Africa) 18.81 19.71 16.13 16.56
26.72 Uah (Ukraine) 29.88 33.16 29.61 26.30
4.52 Real (Brazil) 5.71 6.63 4.36 4.53
10.78 Dirham (Morocco) 10.81 10.83 10.79 10.61
21.22 Mexican Pesos (Mexico) 24.52 26.18 21.63 21.45
844.86 Chilean Pesos (Chile) 901.52 920.47 770.61 791.24
10.45 Swedish krona (Sweden) 10.56 10.57 10.57 10.70

Exchange rates used to translation of financial statements in foreign currencies:

Significant, non-recurring transactions or atypical, unusual transactions

Acquisition of 51% of Swedish company Markusson Professional Grinders AB

On January 31, 2020, the controlled company Tecomec S.r.l. completed the purchase of 51% of the share capital of the Swedish company Markusson Professional Grinders AB, active in the development and marketing of professional sharpeners for chainsaw chains.

The transaction is part of the Group's external growth strategy through the expansion and completion of its product range, in the specific case of the Components and Accessories segment.

The consideration paid for the acquisition of 51% amounts to SEK 17.8 million (equal to approximately € 1.7 million). The agreements that regulate the operation also provide for a Put & Call Option on the remaining 49% to be exercised in 2023 which led to a registration of a debt of approximately € 2.3 million. The company develops a turnover of approximately € 2 million and an EBITDA of approximately € 0.5 million. The value of the debt is

determined on the basis of the forecast economic and financial results, according to precise calculation formulas defined in the acquisition agreements.

The fair value of the assets and liabilities subject to partial acquisition determined on the basis of the last financial statements of January 31, 2020, the price paid and the financial disbursement are detailed below:

€/000 Book values Fair Value Fair value of
acquired assets
Non-current assets
Property, plant and equipment 7 7
Intangible assets - 1,600 1,600
Other financial assets 1 1
Current assets
Inventories 438 438
Trade and other receivables 345 345
Current tax assets 55 55
Cash and cash equivalents 470 470
Non-current liabilities
Deferred tax liabilities - (330) (330)
Current liabilities
Trade and other payables (158) (158)
Current tax liabilities (89) (89)
Total net assets acquired 1,069 1,270 2,339
% interest held 100%
Equity of the Company acquired 2,339
Purchase price for 51% paid on January 31, 2020 1,698
Deferred price relating to the discounted debt
for Put & Call on the 49% expiring in 2023 2,318
Total acquisition price of 100% 4,016
Goodwill 1,677
Cash and cash equivalents 470

The difference between the acquisition price paid and the fair value of the assets, liabilities and contingent liabilities at the acquisition date was recognized as goodwill. The fair value adjustments refer for € 127 thousand to the brand and for € 1,473 thousand to the "customer list". The evaluation defined the estimated useful life to be attributed to the brand (10 years) and the "customer list" (14 years). Compared to the interim report on operations of March 31, 2020, the value of goodwill has been changed following of the update of the allocation initially defined as a result of the possibility received by IFRS 3 which allows modification over the twelve months the allocation of the acquisition price to the balance sheet items.

Net cash outflow 1,228

The fair value of the assets and liabilities acquired was determined by following valuation methods recognized as best practice; in particular, the criterion of the excess earning method for the "customer list" and the relief from royalty method for the brand.

Acquisition of an additional 3% share of Agres Sistemas Electronicos SA

On March 16, 2020, the subsidiary Tecomec S.r.l., acquired an additional 3% share in the Brazilian company Agres, bringing its shareholding to 33%. The price for the acquisition of this share amounts to € 212 thousand.

Capital increase Lemasa

On June 9, a share capital increase of Lemasa was subscribed by converting the reserve of retained earnings of previous years, for an amount of 15,506 thousand of Reais.

Exercise Call option on 30% of Lemasa

On 11 June, the company Comet S.p.A., through the subsidiary Comet do Brasil, signed the agreement for the exercise of the Call option on the residual investment of 30% of the share capital of Lemasa.

Compared to what is recognized as payable for P&C in the financial statements at March 31, 2020, equal to 21,009 thousand of Reais, following negotiation between the parties of the application of the clauses relating to the calculations provided for in the contract, a greater debt was recorded, equal to approximately 2,221 thousand of Reais, which was accounted for as a capital loss under the item " financial expenses" for a value of approximately € 400 thousand.

Exercise Put option on 30% of Cifarelli

On 29 June, the parent company Emak S.p.A. exercised the Put option on the share of 30% of the share capital of Cifarelli S.p.A. for a countervalue of € 3,250 thousand. The transaction resulted in the recognition of a loss of € 1,389 thousand entered under the item "Income from/(expeses on) equity investment".

Purchase technology

The subsidiary Speed France has acquired a technology and systems for the production of polyester mono filaments and cables for agricultural applications for a total amount of € 3,000 thousand.

Distribution agreement for Germany and Austria

On January 31, 2020, effective April 1, 2020, an agreement was signed with two independent distributors for the exclusive marketing of Emak OPE products on the German and Austrian markets in order to improve their position on the reference markets, consequently the reorganization of the German subsidiary Emak Deutschland Gmbh is underway.

Capital increase Speed South America

On July 1, 2020, the company Speed France subscribed and paid in a capital increase of the company Speed South America, for an amount of 460,090 thousand of Chilean Pesos, equal to € 500 thousand.

Bagnolo in Piano (RE), November 11, 2020

On behalf of the Board of Directors

The Chairman

Fausto Bellamico

Declaration of the executive in charge of preparing the accounting statements pursuant to the rules of Article 154-bis, paragraph 2 of Legislative Decree no. 58/1998

The executive in charge of preparing corporate accounting statements of EMAK S.p.A. Aimone Burani, based on his own knowledge,

certifies,

in accordance with the second paragraph of Art. 154-bis, of Italian Legislative Decree No. 58 of 24 February 1998, that the accounting information contained in the Quarterly Report at 30 September 2020, examined and approved today by the Board of Directors of the company, corresponds with the accounting documents, ledgers and records.

Faithfully, Bagnolo in Piano (RE), November 11, 2020

Aimone Burani Executive in charge of preparing the accounting statements

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