Annual Report • May 5, 2015
Annual Report
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Corporate bodies
Calling of Ordinary Shareholders' Meeting
Report on Operations
Consolidated Statement of Financial Position Consolidated Income Statement Consolidated Statement of Comprehensive Income Consolidated Statement of Changes in Equity Consolidated Cash Flow Statement Accounting Standards and Explanatory Notes to the Consolidated Financial Statements Attachment 1 – List of Equity Investments Held by Directors, Statutory Auditors as well as Spouses and Underage Children of the Latter Attachment 2 – Certification Pursuant to Article 154-bis of Italian Legislative Decree 58/1998
Statement of Financial Position Income Statement Statement of Comprehensive Income Statement of Changes in Equity Cash Flow Statement Accounting Standards and Explanatory Notes to the Separate Financial Statements Attachment 1 – Certification Pursuant to Article 154-bis of Italian Legislative Decree 58/1998 Attachment 2 – List of Equity Investments in Direct Subsidiaries
Report of the Independent Auditors on the Consolidated Financial Statements Report of the Independent Auditors on the Separate Financial Statements Report of the Board of Statutory Auditors on the Separate Financial Statements
| CHAIRMAN | MR | FABIO SENESE |
|---|---|---|
| STANDING STATUTORY AUDITOR | MR | ADALBERTO COSTANTINI |
| STANDING STATUTORY AUDITOR | MS | DONATELLA VITANZA |
| SUBSTITUTE STATUTORY AUDITOR | MR | GIANFRANCO ZAPPI |
| SUBSTITUTE STATUTORY AUDITOR | MS | CLAUDIA MARESCA |
PricewaterhouseCoopers S.p.A.
MR GIANFRANCO SEPRIANO
MR WILMER NERI
The Shareholders are convened to the Ordinary Shareholders' Meeting, in first call on 24/04/2015 at 11 am at the registered office of the Company and, if required, in the second call scheduled for 04/05/2015, in the same location and time, in order to discuss and resolve on the following
SHARE CAPITAL AND VOTING RIGHTS – The share capital of the Company is equal to Euro 14,626,560 and divided into 28,128,000 ordinary shares. Each ordinary share gives the right to one vote in the ordinary and extraordinary Shareholders' Meetings of the Company. As of the current date, the Company owns 1,370,324 own shares which represent 4.87 % of the share capital, and whose vote is suspended in accordance with Article 2357-ter of the Italian Civil Code.
RIGHT TO ATTEND – In accordance with article 83-sexies of Italian Legislative Decree 58/1998, the right to attend the Shareholders' Meeting and to exercise the voting right is established by a communication addressed to the Company – made by the intermediary, in accordance with its accounting records – in the favour of the owner of voting rights and based on the evidence available at the end of the accounting day of the seventh trading day prior to the date established for the Meeting in first call; credit and debit entries made after this deadline are not applicable for determining the right to exercise the voting right in the Meeting. Those determined to be owners of Company shares only after that date will not be entitled to attend and vote in the Meeting. The Company must receive the above-mentioned communication from the intermediary at least two business days before the first call. The above does not prejudice the right to attend and vote should the Company receive the communication beyond that date but before the beginning of the Meeting in first call.
VOTING BY PROXY – Each Shareholder may appoint a proxy, in accordance with the law and in writing, by signing the proxy form issued upon request of the entitled party by qualified intermediaries or available on the website www.irce.it. The proxy can also be sent via registered mail with receipt of return to the registered office of the Company, or certified e-mail to the address [email protected], attaching a copy of a valid identification document of the principal.
The Company has appointed as Designated Representative, in accordance with Article 135-undecies of Italian Legislative Decree 58/1998 (Consolidated Financial Act), Ms Carmela Cappello (lawyer), who may be appointed as proxy and receive voting instructions on the condition that she receives this proxy via registered mail with receipt of return to Studio legale Carmela Cappello, via Garibaldi No. 68 Imola (Bologna), Italy, or certified e-mail to [email protected], by the end of the second trading day prior to the date of the Meeting in first call. The proxy granted in this manner is valid only for proposals for which the principal has provided voting instructions; the principal may revoke the proxy and voting instructions before the above deadline. A proxy form is available on the website www.irce.it.
QUESTIONS ON THE TOPICS ON THE AGENDA – Pursuant to Article 27-ter of Italian Legislative Decree 58/1998, Shareholders can present questions on the topics on the agenda even before the Meeting via registered mail with receipt of return to the registered office of the Company or certified e-mail sent to [email protected]. The questions, complete with the personal details of the shareholder asking the question and the certification proving the ownership of the shares, must be delivered to the Company by 10:00 am of the day prior to the date of the Meeting in first call.
ADDITIONS TO THE AGENDA — Shareholders which represent, including jointly, at least 2.5% of the share capital can request - in writing and within 10 days from the date of publication of this notice, and in compliance with the provisions of Article 126-bis of Italian Legislative Decree 58/1998 (Consolidated Financial Act) - to add topics to the agenda, indicating in their request any additional topics they propose. This request must be sent via registered mail with return receipt to the Registered Office of the Company or certified e-mail to the address [email protected]. A report on the topics being proposed for discussion must be submitted, by the same deadline and in the same manner, to the Board of Directors of the Company. Furthermore, and in accordance with the provisions of Article 126-bis, paragraph 3, of the Consolidated Financial Act, Shareholders may not submit additions to the agenda for topics on which the Meeting decides based on a proposal from the Directors or a project they prepared.
DOCUMENTATION – The documentation concerning the Meeting will be available to the public, within the terms established by the laws in force, at the Registered Office of the Company, Borsa Italiana S.p.A., and on the website www.irce.it. Shareholders are entitled to obtain a copy of the filed documentation.
This notice is published also on the Company's website and the newspaper "Il Giornale".
Imola, 13 March 2015
Given the significance of the activities of the parent company IRCE S.p.A. (henceforth also referred to as the "Company") within the realm of the consolidated financial statements of the IRCE Group, this Report on Operations is drafted together with the separate financial statements of IRCE S.p.A. as well as the consolidated financial statements of the IRCE Group.
Dear Shareholders,
In 2014, the IRCE Group (henceforth also referred to as the "Group") improved its results compared to 2013, even though demand slowed down in the second quarter.
Volumes of winding wires rose thanks to the contribution of Irce Brazil, whereas in Europe sales remained unchanged from 2013. Sales volumes in the cable segment, for which Europe represents the reference market, were low—but in line with the previous year—due to the ongoing severe crisis in the construction industry.
Consolidated turnover amounted to € 350.61 million, down 2.3% from € 358.80 million in 2013 due to the decline in the average price of copper, which fell by over 6% year-on-year.
Turnover without metal1 was up 4.3%, the winding wire sector grew by 4.9%, and the cable sector by 1.5%.
| In detail: | |||||||
|---|---|---|---|---|---|---|---|
| Consolidated turnover without metal | Year 2014 | Year 2013 | |||||
| (€/million) | Value | % | Value | % | % | ||
| Winding wires | 65.9 | 83.2% | 62.8 | 82.7% | 4.9% | ||
| Cables | 13.3 | 16.8% | 13.1 | 17.3% | 1.5% | ||
| Total | 79.2 | 100.0% | 75.9 | 100.0% | 4.3% |
The following table shows the changes in results compared to the previous year, including adjusted EBITDA and EBIT.
| Consolidated income statement data (€/million) |
Year 2014 | Year 2013 | Change |
|---|---|---|---|
| Turnover | 350.61 | 358.80 | 8.19 |
| EBITDA | 10.74 | 9.53 | 1.21 |
| EBIT | 2.42 | 0.91 | 1.51 |
| Profit before tax | 6.91 | 0.65 | 6.26 |
| Net profit | 3.80 | 0.11 | 3.69 |
| Adjusted EBITDA | 13.93 | 10.48 | 3.45 |
| Adjusted EBIT | 5.61 | 1.86 | 3.75 |
For details on 2013 restatements, please refer to the Explanatory Notes.
1 Turnover without metal corresponds to overall turnover after deducting the metal component.
2 The item "Turnover" represents the "Revenues" reported in the income statement.
3 EBITDA is a performance indicator the Group's Management uses to assess the operating performance of the company and is not and IFRS measure; IRCE S.p.A. calculates it by adding amortisation/depreciation, provisions and write-downs to EBIT.
4Adjusted EBITDA and EBIT are respectively calculated as the sum of EBITDA and EBIT and the gains/losses on transactions on copper derivatives (€+3.19 million in 2014 and €+0.95 million in 2013). These are indicators the Group's Management uses to monitor and assess the operating performance of the Group and are not IFRS measures. Given that the composition of these measures is not regulated by the reference accounting standards, the criterion used by the Group may not be consistent with that adopted by others and therefore not comparable.
As of 31 December 2014, net financial debt was € 49.64 million, down from € 61.33 million at the end of 2013 thanks to cash flows from operating activities.
| Consolidated statement of financial position data (€/million) |
As of 31/12/2014 | As of 31/12/2013 | Change | |
|---|---|---|---|---|
| Net invested capital | 187.36 | 194.37 | 7.01 | |
| Shareholders' equity | 137.72 | 133.04 | 4.68 | |
| Net financial debt | 49.64 | 61.33 | 11.69 |
Investments totalled € 2.67 million and concerned mainly the winding wire sector.
The Group's primary risks and uncertainties as well as risk management objectives and policies are detailed below:
These are the risks associated with trends in the end markets for the Group's products.
Specifically, there is the risk that economic growth in Europe will fall short and arrive later than expected by leading institutions. This could keep demand down in the various end markets, such as the automotive, household appliance and construction markets, which are more exposed to overall economic performance. This risk is mitigated by the increase in turnover outside of Europe.
Risk associated with changes in financial and economic variables
Exchange rate risk
The Group primarily uses the Euro as the reference currency for its sales transactions. It is exposed to exchange rate risks in relation to its copper purchases, which it partly carries out in dollars; it hedges those using forward contracts. It is also exposed to foreign currency translation risks for its investments in Brazil, the UK, India, Switzerland, and Turkey.
As for the foreign currency translation risk, the Group believes this risk concerns mainly the investment in Brazil due to the high volatility of the real, which impacts the investment's carrying amount.
Here below is a sensitivity analysis that shows the hypothetical accounting effects on the Group's statement of financial position, simulating a +/-5% change in the EUR/BRL exchange rate compared to 31 December 2014 (3.22 EUR/BRL):
| Change in EUR/BRL exchange rate | |||||||
|---|---|---|---|---|---|---|---|
| Consolidated statement of financial position data |
+5% | -5% | |||||
| €/million | 31/12/2014 | Change | Change | ||||
| Non-current assets | 70.38 | (1.14) | 1.27 | ||||
| Current assets | 178.33 | (1.08) | 1.19 | ||||
| TOTAL ASSETS | 248.71 | (2.22) | 2.46 | ||||
| Total Shareholders' Equity | 137.72 | (1.98) | 2.18 | ||||
| Non-current liabilities | 11.98 | (0.17) | 0.19 | ||||
| Current liabilities | 99.01 | (0.07) | 0.09 | ||||
| TOTAL LIABILITIES | 248.71 | (2.22) | 2.46 |
5 Net financial debt is measured as the sum of short-term and long-term financial liabilities less cash and financial assets, see note No. 16. It should be noted that the methods for measuring net financial debt comply with the methods for measuring the Net Financial Position as defined in Consob Resolution No. 6064293 of 28 July 2006 and CESR recommendation of 10 February 2005.
During 2014, the Group financed its operations with short-term floating rate bank loans, except for a medium/long-term fixed rate loan denominated in Euros that was closed in December 2014 and hedged with an IRS contract, and a medium/long-term fixed rate loan denominated in CHF.
Here below is a sensitivity analysis showing the effects on the result by simulating a +/- 25 basis points change in interest rates:
| Change in interest rates | ||
|---|---|---|
| -25 bps | -25 bps | |
| Year 2014 | Change | Change |
| 350.61 | - | - |
| 10.74 | - | - |
| 2.42 | - | - |
| 3.80 | (0.10) | 0.10 |
The main raw material used by the Group is copper. The changes in its price can affect margins as well as financial requirements. In order to mitigate the potential effect on margins of changes in the price of copper, the Group implements a hedging policy using forward contracts on the positions generated by operating activities.
Here below is a sensitivity analysis showing the effects on the Group's turnover and results by simulating a +/- 5% change in the LME copper price compared to its 2014 average, and assuming the change in the price of copper is fully hedged:
| Change in the price of copper | |||||||
|---|---|---|---|---|---|---|---|
| Consolidated income statement data | +5% | -5% | |||||
| €/million | Year 2014 | Change | Change | ||||
| Turnover | 350.61 | 12.03 | (12.03) | ||||
| EBITDA | 10.74 | 1.62 | (3.97) | ||||
| EBIT | 2.42 | 1.62 | (3.97) | ||||
| Profit before tax | 6.91 | 0.22 | (0.10) |
These are risks associated with financial resources.
Credit risk
The credit position does not present particular concentrations. The Group constantly monitors this risk using adequate assessment and lending procedures.
Liquidity risk
Based on its financial situation, the Group rules out the possibility of difficulties in meeting obligations associated with liabilities. Once again in 2014, it drew down smaller amounts on its bank credit lines due to the decline in the price of raw materials.
In the winding wire sector, Europe is witnessing a modest growth in volumes compared to the last few months of 2014, and the trend is expected to consolidate in the second half—although market conditions will remain challenging. As for the cable sector, volumes are expected to rise slightly in the second half.
The financial statements of the parent company IRCE S.p.A. show a turnover of € 220.45 million, down from € 234.28 million in the previous year due to the decline in the average price of copper—which fell by over 6% year-on-year.
Both product lines, for which Europe is the main market, suffered from challenging economic conditions. Sales of winding wires were in line with 2013, whereas the cable sector registered low sales volumes—but nonetheless comparable to the previous year—due to the lingering crisis in the construction industry.
Against this backdrop, the Group posted a profit of € 1.04 million, up from € 0.86 million in 2013.
The transactions between the Parent Company and the subsidiaries are of a commercial and financial nature. For more details, please refer to the relevant note in the separate financial statements.
With regard to transactions with related parties, including intra-group transactions, it should be noted that they can be classified neither as atypical nor unusual, as they are part of the normal course of business of the Group's companies and have been carried out at arm's length.
IRCE S.p.A. adopts the provisions of the Corporate Governance Code published by Borsa Italiana S.p.A. as a reference for its corporate governance.
The report on corporate governance and the shareholding structure pursuant to Article 123-bis of the Consolidated Financial Act is available at www.irce.it –Investor Relations, in compliance with Article 89-bis of Regulation No. 11971/1999 issued by Consob. This report aims to provide the market and shareholders with a complete disclosure on the governance model chosen by the Company and its actual compliance with the provisions of the Code during 2014.
On 28/03/08, the Company IRCE S.p.A. adopted the organisational, management and control model pursuant to Italian Legislative Decree No. 231/2001 and created the Supervisory Body, which is responsible for monitoring the operation, updating and compliance of the model.
In 2014, the Company, together with the Supervisory Body, examined the regulatory changes to determine their potential implications for the company. The main change was the amendment of Article 25 – quinquies of Italian Legislative Decree 231/2001, introducing the offence of child grooming also by using pornographic material (Article 609-undecies of the Italian Criminal Code). The Company verified that it has procedures and IT security solutions in place protecting it from committing said offence.
The number of own shares as of 31/12/2014 was 1,920,324, i.e. 6.83% of total shares and equal to a nominal value of € /000 999. As of 31/12/2014, the Company does not own shares in the parent company Aequafin S.p.A, nor did it trade in them during 2014.
Research and development activities in 2014 focused on projects to improve processes and products; in particular, the Group continues to work on projects to improve the characteristics of insulating paints and develop new production processes for fine wires and rectangular cross-section conductors.
This year, R&D expenses were recognised in the income statement, as they are not certain to be recovered in the future through future profits.
With regard to the "Conditions for the listing of shares of companies with control over companies established and regulated under the law of non-EU countries" pursuant to Articles 36 and 39 of the Regulation on Markets (Consob Resolution No. 16191/2007), the Company declares it complies with the provisions of the abovementioned Regulation.
The attached consolidated and separate annual financial statements are audited by the company PricewaterhouseCoopers S.p.A.
No significant events occurred between the end of financial year 2014 and today's date.
In accordance with Consob Communication dated 28 July 2006, here below is the reconciliation between the result for the year and shareholders' equity of the Group with the corresponding amounts in the Parent Company separate financial statements:
| 31 december 2014 | ||
|---|---|---|
| Shareholders' equity | Result | |
| Shareholders' equity and result for the year as per the parent Company's financial statement |
137.943.829 | 1.034.876 |
| Cancellation of book value of consolidated equity investments | - | |
| a) differnce between book value and pro-rata value of shareholders' equity | 5.320.566 | - |
| b) investees' pro-rata results | 991.959 | 991.959 |
| c) book value and capital gains (loss) recognised at the acquisition data of the investees | 2.031.387 | - |
| Reversal of write-dowm of equity investments in subsidiaries | 2.299.605 | 2.299.605 |
| Foreign currency translation of financial statements in currencies other than euro | (9.185.576) | - |
| Write-off of capital gains from disposal of intra-group assets | (169.238) | 70.381 |
| Adjustments to depreciation IRCELTDA | (204.083) | - |
| Deferred taxes IRCE SL and Magnet Wire | (1.383.571) | (603.177) |
| Adjustments ISOMET AG | 17.281 | 17.281 |
| Write-off of unrealized intra-group margin | (211.427) | (18.010) |
| Group shareholders' equity and result for the year | 137.450.735 | 3.792.915 |
| Shareholders' equity and result for the year attributable to non-controlling interests | 264.740 | 1.595 |
| Consolidated shareholders' equity and net result | 137.715.475 | 3.794.509 |
Dear Shareholders,
We invite you to approve the separate financial statements of IRCE S.p.A. as of 31/12/2014, reporting a profit of € 1,034,876.
We propose to approve the distribution of a € 0.03 dividend per share, to be paid out of the profit of the year, with ex-dividend date on 25 May 2015, record date on 26 May 2015, and payment date on 27 May 2015. In addition, we propose to allocate the remaining net profit after the payment of the dividends to the Extraordinary Reserve.
The Board thanks the Shareholders for their trust, all personnel for the service rendered during the year, and the Board of Statutory Auditors for the control activities carried out and the valuable advice.
Imola, 13 March 2015
| ASSETS | Notes | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| NON-CURRENT ASSETS | |||
| Goodwill and other intangible assets | 1 | 2,418,905 | 2,503,175 |
| Property, plant and equipment | 2 | 59,878,553 | 63,366,928 |
| Equipment and other tangible fixed assets | 2 | 1,623,962 | 1,509,226 |
| Fixed assets under construction and advances | 2 | 441,920 | 1,372,790 |
| Non-current financial assets and receivables | 3 | 111,858 | 110,908 |
| Non-current tax receivables | 4 | 2,894,722 | 4,371,500 |
| Deferred tax assets | 5 | 3,013,664 | 4,016,426 |
| TOTAL NON-CURRENT ASSETS | 70,383,584 | 77,250,953 | |
| CURRENT ASSETS | |||
| Inventories | 6 | 94,897,885 | 82,516,486 |
| Trade receivables | 7 | 71,691,779 | 66,345,511 |
| Current tax receivables | 8 | 2,354,565 | 2,656,182 |
| Receivables due from others | 9 | 1,631,323 | 945,167 |
| Current financial assets | 10 | 1,185,817 | 619,476 |
| Cash and cash equivalents | 11 | 6,567,380 | 5,625,260 |
| TOTAL CURRENT ASSETS | 178,328,749 | 158,708,082 | |
| TOTAL ASSETS | 248,712,333 | 235,959,035 | |
| SHAREHOLDERS' EQUITY AND LIABILITIES | Notes | 31/12/2014 | 31/12/2013 | |
|---|---|---|---|---|
| SHAREHOLDERS' EQUITY | ||||
| SHARE CAPITAL | 12 | 14,626,560 | 14,626,560 | |
| RESERVES | 12 | 119,029,666 | 118,033,800 | |
| PROFIT FOR THE PERIOD | 12 | 3,794,509 | 110,978 | |
| TOTAL SHAREHOLDERS' EQUITY OF THE GROUP | 137,450,735 | 132,771,338 | ||
| SHAREHOLDERS' EQUITY ATTRIBUTABLE TO NON CONTROLLING INTERESTS |
264,740 | 264,351 | ||
| TOTAL SHAREHOLDERS' EQUITY | 137,715,475 | 133,035,689 | ||
| NON-CURRENT LIABILITIES | ||||
| Non-current financial liabilities | 13 | 3,251,830 | 1,629,195 | |
| Deferred tax liabilities | 5 | 1,099,952 | 1,391,840 | |
| Provisions for risks and charges | 14 | 1,675,283 | 1,303,198 | |
| Employee benefits' provisions | 15 | 5,954,529 | 5,667,232 | |
| TOTAL NON-CURRENT LIABILITIES | 11,981,594 | 9,991,466 | ||
| CURRENT LIABILITIES | ||||
| Current financial liabilities | 16 | 53,424,816 | 66,397,663 | |
| Trade payables | 17 | 34,290,234 | 16,818,767 | |
| Tax payables | 18 | 2,595,190 | 1,470,348 | |
| Social security contributions | 19 | 2,105,954 | 2,128,585 | |
| Other current liabilities | 20 | 6,599,070 | 6,116,515 | |
| TOTAL CURRENT LIABILITIES | 99,015,264 | 92,931,878 | ||
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 248,712,333 | 235,959,035 |
The effects of related party transactions on the consolidated statement of financial position are reported in Note 32 "Related party disclosures".
| Notes | 31/12/2014 | 31/12/2013 | |
|---|---|---|---|
| Revenues | 21 | 350,611,474 | 358,794,616 |
| Other revenues and income | 22 | 1,137,898 | 1,033,260 |
| (of which: non-recurring) | 373,334 | 25,663 | |
| TOTAL REVENUES | 351,749,372 | 359,827,876 | |
| Costs for raw materials and consumables | 23 | (280,221,132) | (279,021,030) |
| Change in inventories of work in progress and finished goods |
3,778,765 | (7,568,409) | |
| Costs for services | 24 | (31,602,065) | (32,479,277) |
| Personnel costs | 25 | (31,571,134) | (30,082,556) |
| Amortisation/depreciation | 26 | (7,310,197) | (7,484,023) |
| Provisions and write-downs | 27 | (1,017,405) | (1,140,221) |
| Other operating costs | 28 | (1,389,837) | (1,145,039) |
| EBIT | 2,416,367 | 907,321 | |
| Financial income / (charges) | 29 | 4,491,301 | (258,316) |
| (of which: non-recurring) | - | 932,365 | |
| PROFIT BEFORE TAX | 6,907,668 | 649,005 | |
| Income taxes | 30 | (3,114,753) | (552,001) |
| PROFIT BEFORE NON-CONTROLLING INTERESTS | 3,792,915 | 97,004 | |
| Non-controlling interests | 1,594 | 13,974 | |
| PROFIT FOR THE PERIOD | 3,794,509 | 110,978 | |
| Earnings/(loss) per share (EPS) | |||
| - basic EPS for the year attributable to ordinary shareholders of the parent company |
31 | 0.1447 | 0.0042 |
| - diluted EPS for the year attributable to ordinary shareholders of the parent company |
31 | 0.1447 | 0.0042 |
The effects of related party transactions on the consolidated income statement are reported in Note 32 "Related party disclosures".
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME | 31.12.2014 | 31.12.2013 |
|---|---|---|
| €/000 PROFIT / (LOSS) BEFORE NON-CONTROLLING INTEREST |
3.79 3 |
97 |
| Foreign currency translation difference | 1.548 | (9.032) |
| Net profit / (loss) from Cash Flow Hedge | 30 | 72 |
| Income taxes | (8) | (20) |
| Total other profit / (loss); net of tax which may be subsequently reclassified to profit / (loss) for the |
22 | 52 |
| period | 1.570 | (8.980) |
| Net profit / (loss) - IAS 19 | (541) | 570 |
| Income taxes | 129 | (128) |
| Total other profit / (loss) net of tax, which will not subsequently reclassified to profit / (loss) for the |
(412) | 442 |
| year | (412) | 442 |
| Total profit / (loss) from statement of comprehensive income, net of taxes |
1.158 | (8.538) |
| Total comprehensive profit / (loss), net of taxes | 4. 951 |
(8.441) |
| Ascribable to: Sharelders of the parent company Minority Shareholders |
4.953 (2) |
(8.427) (14) |
| Share capital | Other reserves | Reatined earnings | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| €/000 | Share capital |
Own shares |
Share premium reserve |
Own shares (shares premium) |
Other reserves |
Foreing currency transaction reserve |
Legal reserve Extraordinary reserve |
Cash Flow Hedge reserve |
Actuarial reserve |
Undivided profit |
Result for the period |
Total | Minority interest |
Total shareholders' equity |
|
| Balance as of 31 december 2011 | 14.627 | (996) | 40.539 | (406) | 45.924 | (1.702) | 2.925 | 26.194 | (74) | (1.190) | 14.826 | 1.109 | 141.776 | 236 | 142.011 |
| Result for the year | 111 | 111 | (14) | 97 | |||||||||||
| Other comprehensive profit/(loss) | (9.032) | 52 | 442 | (8.538) | (8.538) | ||||||||||
| Total profit/(loss) from statement of comprehensive income |
(9.032) | 52 | 442 | 111 | (8.427) | (14) | (8.441) | ||||||||
| Allocation of the result of the previous year | 4.388 | (3.279) | (1.109) | ||||||||||||
| Other Movements | (50) | (50) | 42 | (8) | |||||||||||
| Dividends | (524) | (524) | (524) | ||||||||||||
| Balance as of 31 december 2012 | 14.627 | (996) | 40.539 | (406) | 45.924 | (10.734) | 2.925 | 30.058 | (22) | (748) | 11.496 | 111 | 132.772 | 264 | 133.036 |
| Result for the year | 3.795 | 3.795 | (2) | 3.793 | |||||||||||
| Other comprehensive profit/(loss) | 1.548 | 22 | (412) | 1.158 | 1.158 | ||||||||||
| Total profit/(loss) from statement of comprehensive income |
1.548 | 22 | (412) | 3.795 | 4.952 | (2) | 4.951 | ||||||||
| Allocation of the result of the previous year | 857 | (746) | (111) | ||||||||||||
| Other Movements | (4) | (4) | 3 | (1) | |||||||||||
| Dividends | (262) | (262) | (262) | ||||||||||||
| Purchase and sale of own shares | (3) | (6) | (9) | (9) | |||||||||||
| Balance as of 31 december 2013 | 14.627 | (999) | 40.539 | (412) | 45.924 | (9.186) | 2.925 | 30.653 | 0 | (1.160) | 10.746 | 3.795 | 137.450 | 265 | 137.715 |
With regard to the items of consolidated shareholders' equity, please refer to note 12.
| CONSOLIDATED STATEMENT OF CASH FLOWS | 31/12/2014 | 31/12/2013 |
|---|---|---|
| €/000 | ||
| OPERATING ACTIVITIES | ||
| Net profit for the period | 3.795 | 111 |
| Adjustments for: | ||
| Amortization/depreciation | 7.310 | 7.484 |
| Change in deferred taxes | 711 | (258) |
| (Gains)/losses from disposals of fixed assets | (391) | (22) |
| (Gains)/losses on unrealized translation differences | (734) | (854) |
| Taxes Financial income/(loss) |
2.183 (3.283) |
1.269 151 |
| Operating profit/(loss) before change in working capital | 9.591 | 7.880 |
| Taxes paid | (1.296) | (1.623) |
| Decrease (increase) in inventory | (12.381) | 17.628 |
| Change in current assets and liabilities | 14.648 | 4.345 |
| Change in non-current assets and liabilities | 658 | (749) |
| Change in non-current assets and liabilities to related parties | - | (434) |
| Exchange difference on translation of financial statement in foreign currency | 177 | (1.118) |
| CASH FLOW PROVIDED BY OPERATING ACTIVITIES | 11.396 | 25.929 |
| INVESTING ACTIVITIES | ||
| Investments in intangible assets | (58) | (230) |
| Investments in tangible assets | (2.614) | (4.945) |
| Proceeds from disposals | 748 | 39 |
| CASH FLOW USED IN INVESTING ACTIVITES | (1.924) | (5.136) |
| FINANCIAL ACTIVITIES | ||
| Repayment of borrowings | (2.204) | (2.192) |
| Change in current other financial payables | (9.146) | (15.223) |
| Exchange difference on translation of financial statement in foreign currency | 67 | 28 |
| Change in current financial assets | (566) | 100 |
| Interest paid | (2.669) | (3.874) |
| Interest received Change in minority shareholders' capital |
5.952 0 |
3.723 29 |
| Dividends paid | (262) | (524) |
| Change in translation of financial statement in foreign currency with effect in equity | 37 | (2.599) |
| Shares buy back | (9) | - |
| CASH FLOW PROVIDED BY FINANCING ACTIVITIES | (8.800) | (20.532) |
| NET CASH FLOW FOR THE PERIOD | 671 | 263 |
| CASH AND EQUIVALENT AT THE BEGINNING OF THE PERIOD | 5.625 | 5.666 |
| TOTAL NET CASH FLOW FOR THE PERIOD | 671 | 263 |
| Traslation exchange differences | 271 | (304) |
| CASH AND EQUIVALENT AT THE END OF THE PERIOD | 6.567 | 5.625 |
These annual consolidated financial statements as of 31 December 2014 were authorised for publication by the Board of Directors of IRCE S.p.A. (henceforth also referred to as the "Company") on 13 March 2015.
The IRCE Group owns nine manufacturing plants and is one of the major industrial players in Europe in winding wires, as well as in electrical cables in Italy.
Its plants are located in the Italian towns of Imola (Bologna), Guglionesi (Campobasso), Umbertide (Perugia) and Miradolo Terme (Pavia); foreign locations include Nijmegen (NL) - the registered office of Smit Draad Nijmegen BV -, Blackburn (UK) - the registered office of FD Sims Ltd -, Joinville (SC – Brazil) - the registered office of IRCE Ltda -, Kochi (Kerala – India) - the registered office of Stable Magnet Wire P.Ltd. - and Kierspe (D) - the registered office of Isodra GmbH.
Distribution activities are carried out through agents and the following commercial subsidiaries: Isomet AG in Switzerland, DMG GmbH in Germany, Isolveco S.r.l. in Italy, IRCE SL in Spain, and IRCE Kablo Ve Tel Ltd in Turkey.
The annual financial statements for the year 2014 were prepared in accordance with the IFRSs (International Financial Reporting Standards) issued by the IASB (International Accounting Standards Board) and endorsed by the European Union. The term IFRS also refers to all revised International Accounting Standards ("IAS") and all interpretations of the International Financial Reporting Interpretations Committee (IFRIC), including those previously issued by the Standing Interpretations Committee (SIC).
The consolidated financial statements are drafted in Euros and - in order to facilitate their interpretation - all amounts in the explanatory notes are rounded to the nearest thousand, unless specified otherwise.
The formats used for the consolidated financial statements of the IRCE Group have been prepared in accordance with the provisions of IAS 1; in particular:
For the purposes of clarity in reporting, it should be noted that certain items of the financial statements as of 31 December 2013 have been re-classified.
The impact of said reclassifications is shown below:
| Reclassified item | €/000 | Previous classification | Current classification | ||
|---|---|---|---|---|---|
| Remuneration | of | temporary | 522 | Costs for services | Personnel costs |
| workers |
The consolidated financial statements include the financial statements of the Parent Company IRCE S.p.A. and those of the subsidiaries, prepared as of 31 December 2014. The financial statements of the subsidiaries were prepared by adopting the same accounting standards used by the parent company. The main consolidation criteria adopted in drafting of the consolidated financial statements are as follows:
Exchange rate differences arising from a monetary element that is part of a net investment in a foreign subsidiary of the Group are recognised in the income statement of the separate financial statements of this subsidiary. In the consolidated financial statements of the Group, these exchange rate differences are recognised in a separate item of shareholders' equity (foreign currency translation reserve) and then through profit or loss on the date of disposal, if any, of the net investment.
Non-controlling interests represent that part of profits or losses and of net assets that are not owned by the Group, and are reported in a separate item of the income statement as well as in the statement of financial position under the components of shareholders' equity, separately from the shareholders' equity of the Group.
The following table shows the list of companies included in the scope of consolidation as of 31 December 2014:
| Company | % of investment |
Registered office |
Share capital | Consolidation | |
|---|---|---|---|---|---|
| Isomet AG Smit Draad Nijmegen BV |
100% 100% |
Switzerland Netherlands |
CHF € |
1,000,000 1,165,761 |
line by line line by line |
| FD Sims Ltd | 100% | UK | £ | 15,000,000 | line by line |
| Isolveco S.r.l. | 75.0% | Italy | € | 46,440 | line by line |
| DMG GmbH | 100% | Germany | € | 255,646 | line by line |
| IRCE SL | 100% | Spain | € | 150,000 | line by line |
| IRCE Ltda | 100% | Brazil | BRL | 152,235,223 | line by line |
| ISODRA GmbH | 100% | Germany | € | 25,000 | line by line |
| Stable Magnet Wire P.Ltd. | 100% | India | INR | 165,189,860 | line by line |
| IRCE Kablo Ve Tel Ltd | 100% | Turkey | TRY | 1,700,000 | line by line |
In 2014, the subsidiary IRCE Ltda completed a share capital increase amounting to Real/000 6,754 (equal to €/000 2,163), which was fully subscribed and paid up by the parent company IRCE S.p.A.
Accounting standards, amendments and interpretations applied as of 1 January 2014.
IFRS 10 – Consolidated Financial Statements. The new standard builds on existing standards and establishes a single control model that applies to all entities, including "structured entities". In addition, it provides guidance on assessing control in circumstances where the assessment would be difficult. In accordance with the transitional rules in IFRS 10, the Group has reviewed its assessment of control on its subsidiaries as of 1 January 2014 and found that the adoption of the new standard had no impact.
IFRS 11 – Joint Arrangements. The new standard requires a new classification of interests in jointly controlled entities pursuant to IAS 31 – Interests in Joint Ventures, as either "jointly controlled assets" (if the Group has rights to the assets and obligations for the liabilities of the arrangement) or interests in "joint ventures" (if the Group has rights to the net assets of the arrangement). The classification of the arrangements is based on the rights and obligations arising from them as well as their legal form. The Group adopted this new standard starting from 1 January 2014. Its adoption did not have any impact.
IFRS 12 – Disclosure of Interests in Other Entities IFRS 12 is a new and comprehensive standard on disclosure requirements for all forms of interests in other entities, including those in subsidiaries, joint arrangements, associates, special purpose entities, and other unconsolidated vehicles. The Group adopted this new standard starting from 1 January 2014. Its adoption did not have any impact on this report.
Offsetting of financial assets and liabilities (Amendments to IAS 32 – Financial Instruments: Presentation effective from 1 January 2014). These amendments clarify some criteria for offsetting financial assets and liabilities and are to be applied retrospectively. The adoption of these amendments did not have any impact on this report.
Recoverable Amount Disclosures for Non-Financial Assets (Amendments to IAS 36 – Recoverable Amounts Disclosures for Non-Financial Assets). These amendments govern the disclosure requirements on the recoverable amount of impaired assets that is based on fair value less costs of disposal starting from 1 January 2014.
The adoption of these amendments did not have any impact on this report.
Novation of Derivatives and Continuation of Hedge Accounting (Amendments to IAS 39 – Financial Instruments: Recognition and Measurements). The amendments allow for the continuation of hedge accounting if a derivative financial instrument, designated as a hedging instrument, is novated following the application of legal provisions or regulations, in order to replace the original counterparty and guarantee the fulfilment of the obligation assumed, provided that some conditions are met. The adoption of these amendments did not have any impact.
IFRIC 21 – Levies, an interpretation of IAS 37 - Provisions, Contingent Liabilities and Contingent Assets. The interpretation, effective from 1 January 2014, establishes the recognition of liabilities to pay levies other than income taxes, and specifically which event gives rise to the obligation and the moment the liability is to be recognised. The adoption of this interpretation did not have any impact on this report.
As of the date of these Financial Statements, the competent bodies of the European Union had not yet completed the endorsement process required for the adoption of the following accounting standards, amendment and interpretations:
On 21 November 2013, the IASB published some minor amendments to IAS 19 – Employee Benefits titled "Defined Benefit Plans: Employee Contributions". These amendments concern the simplification of the accounting for contributions to defined benefit plans from employees or third parties in specific cases. These amendments are to be applied retrospectively for annual periods beginning on or after 1 January 2014; early adoption is allowed.
in December 2013, the IASB issued a number of amendments to IFRSs (Annual Improvements to IFRSs - 2010- -2012 Cycle and Annual Improvements to IFRSs - 2011-2013 Cycle). Among other things, these amendments address mainly the following: the definition of vesting conditions in IFRS 2 – Share-based Payment, the disclosures on estimates and judgements used in grouping operating segments in IFRS 8 – Operating Segments, the identification and disclosure of a related party transaction arising when a service company provides key management personnel services to the reporting entity in IAS 24 – Related Party Disclosures, the exclusion from the scope of IFRS 3 – Business Combinations of all kinds of joint arrangements (as defined in IFRS 11 – Joint Arrangements), and clarification on the exceptions to IFRS 13 – Fair Value Measurement. The amendments are applicable for annual periods beginning on or after 1 January 2015.
in May 2014, the IASB issued amendments to IFRS 11 – Joint Arrangements: Accounting for Acquisitions of Interest in Joint Operations, providing clarification on the accounting for acquisitions of interests in Joint Operations constituting a business. The amendments are to be applied retroactively for annual periods beginning on or after 1 January 2016. Early application is allowed.
in May 2014, the IASB issued an amendment to IAS 16 - Property, Plant and Equipment and IAS 38 - Intangible Assets. The IASB clarified that the use of revenue-based methods to calculate the depreciation of an asset is not appropriate, since the revenue generated by an activity that includes the use of an asset generally reflects factors other than the consumption of the economic benefits embodied in the asset. Furthermore, the IASB also introduced a presumption that the use of revenue-based methods to calculate the consumption of the economic benefits generated by an intangible asset is not appropriate. However, this presumption can be rebutted in certain limited circumstances. The amendments are effective for annual periods beginning on or after 1 January 2016. Early application is allowed.
in May 2014, the IASB issued IFRS 15 - Revenue from Contracts with Customers, which requires an entity to recognise revenue when control of goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for said products or services. For this purpose, the new revenue recognition model establishes a process in five steps. Furthermore, the new standard requires additional disclosures on the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The new standard is to be applied for annual periods beginning on or after 1 January 2017. Early adoption is allowed.
in July 2014, the IASB issued IFRS 9 – Financial Instruments. The series of changes in the new standard includes the introduction of a logical approach for the classification and measurement of financial instruments that is driven by cash flow characteristics and the business model in which an asset is held, a single expectedloss impairment model, and a substantially reformed approach to hedge accounting. The new standard is to be applied retroactively for annual periods beginning on or after 1 January 2018. Early adoption is allowed.
The Group will adopt these new standards, amendments and interpretations based on the relevant application dates and will assess the potential impact after they are endorsed by the European Union.
The consolidated financial statements are presented in Euro, which is the functional and presentation currency of the Group. Each entity of the Group determines its functional currency, which is used to measure the items in the individual financial statements. Foreign currency transactions are initially recognised at the spot exchange rate (referring to the functional currency) at the date of the transaction. Monetary assets and liabilities, denominated in foreign currency, are translated into the functional currency at the spot exchange rate at the reporting date. All exchange rate differences are recognised through profit or loss. Non-monetary items measured at their historical cost in a foreign currency are translated using the spot exchange rates at the date of the initial recognition of the transaction. Non-monetary items measured at fair value in a foreign currency are translated using the spot exchange rate at the measurement date.
The subsidiaries using a functional currency other than the Euro are listed in the following table:
Isomet AG Swiss Franc FD Sims LTD British Pound IRCE LTDA Brazilian Real Stable Magnet Wire Private Limited Indian Rupee Irce Kablo Ve Tel Ltd Turkish Lira
At the reporting date, the assets and liabilities of these subsidiaries are translated into Euro at the spot exchange rate at that date, and their income statement is translated using the average exchange rate for the year. The exchange rate differences arising on the translation are directly recognised in shareholders' equity and separately reported in in the foreign currency translation reserve.
Tangible fixed assets are measured at their purchase cost after deducting discounts and rebates, or at the construction cost, including directly attributable costs less any accumulated depreciation and accumulated impairment losses.
At the time of the transition to the IFRSs, certain elements of the items "land and buildings" and "industrial machinery and equipment" were measured by adopting the re-determined value, which was equal to the fair value at the date of the transition to the IFRSs. This value was then used as the deemed cost at the transition date, generating an FTA - First Time Adoption reserve.
The carrying amount of tangible assets is tested for impairment if events or changes in circumstances indicate that it might be impaired. If there is any such indication, and the asset's carrying amount exceeds its recoverable amount, the asset is written down to this lower value. The recoverable amount of tangible assets is the higher of net price to sell and value in use.
Depreciation, in accordance with IFRSs, is calculated using the straight-line method and on the basis of rates reflecting the estimated useful life of the assets to which they refer.
Costs incurred after the acquisition are only capitalised if they result in an increase in the intrinsic future economic benefits of the asset to which they refer; if this is not the case, they are recognised as an expense when incurred.
On disposal, or when no future economic benefits are expected from the use of an asset, this is derecognised from the financial statements and any gain or loss (calculated as the difference between the disposal value and the carrying amount) is recognised in profit or loss in the year the asset is derecognised.
Land, including that ancillary to buildings, is not depreciated.
Fixed assets under construction and advances paid for the acquisition of tangible fixed assets are measured at cost. Depreciation begins when the assets is available and ready for use; at this date, they are classified within their specific category.
Intangible fixed assets are recognised under assets, in accordance with the provisions of IAS 38 (Intangible Assets) when it is probable that the use of the asset will generate future economic benefits and when the cost of the asset can be determined in a reliable manner.
Intangible fixed assets that are acquired separately are initially capitalised at cost, while those acquired through business combination transactions are capitalised at their fair value at their acquisition date. After initial recognition, intangible fixed assets are measured at cost less any accumulated amortisation and accumulated impairment losses. Internally generated intangible fixed assets, with the exception of development costs, are not capitalised and are recognised in profit or loss as incurred. The Group capitalises development costs only when there is reasonable certainty they will be recovered. The useful life of intangible fixed assets is either finite or indefinite. Intangible assets with a finite useful life are amortised over their useful life and tested for impairment whenever there is an indication of a potential impairment loss. The amortisation period and the amortisation method applied are reviewed at the end of each financial year or more frequently, if necessary. Changes in the expected useful life, or in the manner the Group obtains the future economic benefits associated with the intangible asset, are recognised by modifying the amortisation period or the amortisation method and treated as changes in accounting estimates. The amortisation charges for intangible assets with finite useful lives are recognised in profit or loss within the cost category that is consistent with the function of the intangible asset.
Gains or losses arising from the disposal of an intangible fixed asset are measured as the difference between the net disposal proceeds and the carrying amount of the intangible fixed asset, and are recognised in profit or loss when the fixed asset is disposed of.
According to the provisions of IFRS 3, subsidiaries acquired by the Group are accounted for by applying the purchase method, under which:
Goodwill therefore represents the excess of the cost of the business combination over the Group's interest in the fair value of the identifiable assets, liabilities and contingent liabilities that can be recognised separately. It is an intangible asset with an indefinite useful life. Goodwill is not amortised but allocated to the Cash Generating Units (CGU) and tested for impairment on an annual basis, or more frequently, if events or changes in circumstances indicate that it may be impaired, in accordance with the provisions of IAS 36 Impairment of Assets. After initial recognition, goodwill is measured at cost less any accumulated impairment losses.
Equity investments in companies other than subsidiaries and associates (with percentages of ownership significantly lower than 20%) are classified, at the time of the acquisition, amongst "available for sale" financial assets or "other financial assets measured at fair value through profit or loss" under either current or non-current assets.
The above-mentioned investments are measured at fair value, or at cost in the case of non-listed equity investments or those whose fair value is not reliable, or cannot be determined, adjusted for impairment losses. Changes in the value of equity investments classified as assets measured at fair value through profit or loss are directly recognised in the income statement. Changes in the value of equity investments classified as available for sale are recognised in a shareholders' equity reserve that will be transferred to the income statement at the time of the sale. The Group does not hold financial assets classified as "available for sale".
Inventories are measured at the lower of cost and net realisable value. The costs incurred are recognised as follows:
The net realisable value is the normal price to sell less the estimated costs to complete and estimated costs to sell.
Receivables are recognised at their fair value, which is their nominal amount less any impairment losses. With regard to trade receivables, an impairment provision is made when there is objective evidence (such as, for example, the probability of insolvency or significant financial difficulty of the debtor) that the Group will not be able to recover all the amounts due on the basis of the original terms of the invoice. The carrying amount of the receivable is reduced using a specific allowance account. Impaired receivables are written off when it is determined that they are not recoverable.
Cash and cash equivalents include cash on hand as well as demand and short-term bank deposits recognised at their nominal amounts; in the latter case, the original maturity shall not exceed three months.
Payables are recognised at their nominal amount if they are due within the subsequent year; they are measured with the amortised cost method if due after 12 months.
Financial liabilities consisting of loans are initially recognised at their fair value increased by transaction costs; subsequently, they are measured at their amortised cost, i.e. at their initial amount less already made principal reimbursements and adjusted (increased or decreased) on the basis of the amortisation (using the effective interest method) of any differences between the initial amount and the amount at maturity.
A financial asset (or, where applicable, part of a financial asset or part of a group of similar financial assets) is derecognised when:
In cases where the Group transferred its rights to receive cash flows from an asset and has not substantially transferred nor withheld all the risks and rewards or has not lost control over the asset, this is recognised in the financial statements of the Group to the extent of the latter's continuing involvement in the asset. The continuing involvement – which takes the form of guaranteeing the transferred asset – is measured at the lower of the initial carrying amount of the asset and the maximum amount of the consideration that the Group could be required to pay.
In cases where the continuing involvement takes the form of an option that is issued and/or acquired with respect to the transferred asset (including cash-settled options, or similar options), the extent of the Group's involvement corresponds to the amount of the transferred asset which the Group may buy back; however, in the case of a put option which is issued on an asset that is measured at fair value (including the options settled in cash or with similar provisions), the extent of the Group's continuing involvement is limited to the lower of the fair value of the transferred asset and the exercise price of the option.
A financial liability is derecognised when the obligation underlying the liability is settled, cancelled or discharged.
If an existing financial liability is replaced by another from the same lender – and with substantially different terms – or if the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, recognising any differences between the carrying amounts through profit or loss.
Provisions for risks and charges include provisions arising from present obligations (legal or constructive) as a result of past events and for which an outflow of resources is probable. Changes in estimates are reflected in the income statement for the period in which the change occurs. If the effect of discounting the value of money is material, the provisions are discounted using a pre-tax discount rate that reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision that arises from the passage of time is recognised as a financing cost.
Employee benefits substantially include provisions for employee termination indemnities of the Group's Italian companies as well as provisions for retirement benefits plans. Italian Law No. 296 of 27 December 2006 "2007 Financial Act" introduced significant changes to the allocation of the accruals of employee termination indemnities. Up until 31 December 2006, employee termination indemnities were part of post-employment benefit plans of the "defined benefit plans" type, and were measured, in accordance with IAS 19, by independent actuaries using the projected unit credit method. This calculation consists in estimating the amount of the benefit an employee will receive on the estimated date of termination of the work relationship by using demographical and financial assumptions. The amount determined in this manner is discounted and recalculated on the basis of the accrued service as a proportion of the total length of service and represents a reasonable estimate of the benefits each employee has already earned for past service.
Following the occupational pension reform, the provisions for employee termination indemnities – for the amounts accruing from 1 January 2007 - should be considered essentially comparable to a "defined contribution plan". More specifically, these changes gave employees the opportunity to choose how to allocate their accruing employee termination indemnities: in companies with more than 50 employees, employees can decide to transfer the accruing employee termination indemnities into pre-defined pension schemes or keep them with the company, which will transfer them to INPS (Italy's social security institute).
In summary, following the occupational pension reform and with regard to the employee termination indemnities accrued before 2007, the Group actuarially measured them without including the component referring to future salary increases. The benefits subsequently accrued were instead recognised in accordance with the methods for defined contribution plans.
The Group used derivative financial instruments such as forward contracts for the purchase and sale of copper in order to hedge against its exposure to the risk of changes in raw material prices as well as forward contracts for the purchase of USD.
Any gains or losses arising from changes in the fair value of derivatives, which are outstanding as of the reporting date and do not qualify for hedge accounting, are recognised directly in profit or loss.
The fair value of forward contracts for the sale of copper outstanding as of the reporting date is determined on the basis of forward prices of copper with reference to the maturity dates of contracts outstanding as of the reporting date.
For the purposes of hedge accounting, hedges are classified as:
At the inception of a hedge, the Group formally designates and documents the hedging relationship to which it intends to apply hedge accounting as well as its risk management objectives and the pursued strategy. The documentation includes the identification of the hedging instrument as well as of the hedged item or transaction, the nature of the risk, and how the company intends to measure the effectiveness of the hedge in offsetting the exposure to changes in the fair value of the hedged item or cash flows attributable to the hedged risk.
These hedges are expected to be highly effective in offsetting the exposure of the hedged item to changes in the fair value or cash flows attributable to the hedged risk. The measurement of the effectiveness of these hedges is conducted on an ongoing basis during the years in which they have been designated.
If the company reacquires its own shares, these are deducted from shareholders' equity. In particular, they are measured at their nominal amount in the "Own shares" reserve and the excess of the purchase amount over the nominal amount is accounted for as a deduction from "Other reserves". The purchase, sale, issue or cancellation of equity instruments does not result in the recognition of any gain or loss in the income statement, but is rather recognised directly as a change in shareholders' equity.
Revenues are recognised, in accordance with the provisions of IAS 18, to the extent that it is probable that the economic benefits will flow to the Group and the relevant amount can be measured reliably. The following specific revenue recognition criteria must always be complied with for revenues to be recognised in the income statement.
Sale of goods
Revenue is recognised when the company has transferred the significant risks and rewards of ownership of the good, generally on the date the good is shipped.
Interest
Interest is recognised as financial income after establishing that interest income has accrued (this is done using the effective interest method: the effective interest rate is the rate that exactly discounts estimated future cash flows through the expected life of the financial instrument to the net carrying amount of the financial asset).
Revenues are recognised when the shareholder's right to receive payment is established.
Costs
Costs are recognised on an accrual basis. Research, advertising and promotional costs are recognised in the income statement in the year in which they are incurred.
Financial income and charges are recognised immediately in profit or loss.
As required by IAS 33, the Group presents on the face of the income statement basic and diluted earnings per share for profit or loss from continuing operations attributable to the ordinary equity holders of the parent entity. The information is presented only on the basis of the consolidated data, in accordance with the requirements of the aforementioned IAS.
Earnings per share are calculated by dividing the profit or loss attributable to the ordinary equity holders of the parent entity by the weighted number of ordinary shares outstanding during the period, excluding own shares. The weighted average of the shares was applied retroactively for all previous years.
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to taxation authorities. The tax rates and tax laws used to calculate the amount are those that have been enacted or are expected to apply as of the reporting date.
Deferred tax assets and liabilities
Deferred tax assets and liabilities are calculated using the so-called liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except when:
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognised deferred tax assets are reviewed on an annual basis at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax assets to be recovered.
Deferred tax assets or liabilities relating to items recognised directly in equity are recognised directly in equity and not in profit or loss.
The preparation of the financial statements and the relevant notes in accordance with IFRS requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the reporting date. Actual results could differ from these estimates. Estimates are used mainly to recognise the provisions for credit risks as well as amortisation/depreciation, taxes, and other provisions and funds. The estimates and assumptions are reviewed periodically and the effects of each change are immediately reflected in profit or loss.
The Group uses the following types of derivative instruments:
• Derivative instruments related to copper forward transactions with maturity after 31 December 2014. The Group entered into sale contracts to hedge against price decreases relating to the availability of raw materials, and purchase contracts to prevent price increases relating to sale commitments with fixed copper values. The fair value of copper forward contracts outstanding at the reporting date is determined on the basis of forward prices of copper with reference to the maturity dates of contracts outstanding at the reporting date. These transactions do not satisfy the conditions required for recognising these instruments as hedging instruments for the purposes of hedge accounting.
A summary of derivative contracts related to commodities (copper) for forward sales and purchases outstanding at 31 December 2014 is shown below:
| Measurement unit of the notional amount |
Notional amount with maturity within one year (tons) |
Notional amount with maturity after one year |
Result with fair value measurement as of 31/12/2014 €/000 |
|---|---|---|---|
| Tons/Sales | 2,275 | 0 | 726 |
| Tons/Purchases | 80 | 0 | (10) |
• Derivative instruments related to USD forward purchase and sale commitments with maturity after 31 December 2014. These transactions do not satisfy the conditions required for recognising these instruments as hedging instruments for the purposes of cash flow hedge accounting.
A summary of derivative contracts related to USD for forward sales and purchases outstanding at 31 December 2014 is shown below:
| Measurement unit of the notional amount |
Notional amount with maturity within one year (€/000) |
Notional amount with maturity after one year |
Result with fair value measurement as of 31/12/2014 €/000 |
|---|---|---|---|
| USD/Sales | 269 | 0 | (13) |
| USD/Purchases | 13,000 | 0 | 290 |
The fair value of forward contracts for currency purchases and sales outstanding at 31 December 2014 was determined on the basis of forward currency prices with reference to the maturity dates of contracts outstanding at the reporting date.
Here below is the breakdown of financial instruments referring to the items of the financial statements:
| As of 31 December 2014 - €/000 | Loans and receivables |
Derivatives with a balancing entry in the Income Statement |
Derivatives with a balancing entry in shareholders' equity |
AFS | Total |
|---|---|---|---|---|---|
| Non-current financial assets | |||||
| Non-current tax receivables | 2,895 | 2,895 | |||
| Non-current financial assets and receivables | 51 | 61 | 112 | ||
| Current financial assets | |||||
| Trade receivables | 71,692 | 71,692 | |||
| Current tax receivables | 2,355 | 2,355 | |||
| Receivables due from others | 1,631 | 1,631 | |||
| Current financial assets | 170 | 1,016 | 1,186 | ||
| Cash and cash equivalents | 6,567 | 6,567 | |||
| As of 31 December 2013 - €/000 | Loans and receivables |
Derivatives with a balancing entry in the Income Statement |
Derivatives with a balancing entry in shareholders' equity |
AFS | Total |
|---|---|---|---|---|---|
| Non-current financial assets | |||||
| Non-current tax receivables | 4,372 | 4,372 | |||
| Non-current financial assets and receivables | 56 | 55 | 111 | ||
| Current financial assets | |||||
| Trade receivables | 66,346 | 66,346 | |||
| Current tax receivables | 2,656 | 2,656 | |||
| Receivables due from others | 954 | 945 | |||
| Current financial assets | 619 | 619 | |||
| Cash and cash equivalents | 5,625 | 5,625 | |||
| As of 31 December 2014 - €/000 | Other financial liabilities |
Derivatives with a balancing entry in the Income Statement |
Derivatives with a balancing entry in shareholders' equity |
Total |
|---|---|---|---|---|
| Non-current financial liabilities | ||||
| Financial payables | 3,252 | 3,252 | ||
| Current financial liabilities | ||||
| Trade payables | 34,290 | 34,290 | ||
| Other payables | 11,300 | 11,300 | ||
| Financial payables | 53,402 | 23 | 53,425 | |
| As of 31 December 2013 - €/000 | Other financial liabilities |
Derivatives with a balancing entry in the Income Statement |
Derivatives with a balancing entry in shareholders' equity |
Total |
|---|---|---|---|---|
| Non-current financial liabilities | ||||
| Financial payables | 1,629 | 1,629 | ||
| Current financial liabilities | ||||
| Trade payables | 16,819 | 16,819 | ||
| Other payables | 9,716 | 9,716 | ||
| Financial payables | 65,904 | 464 | 30 | 66,398 |
A comparison between the carrying amount of financial instruments held by the Group and their fair value did not reveal significant differences.
IFRS 7 defines the following three levels of fair value for measuring the financial instruments recognised in the statement of financial position:
• Level 1: quoted prices in active markets.
The following tables shows the assets and liabilities that are measured at fair value as of 31 December 2014 and as of 31 December 2013 broken down by level of fair value hierarchy (€/000):
| 2014 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets: Derivative financial instruments |
- | 1,016 | 1,016 | |
| AFS | - | - | 61 | 61 |
| Total assets | - | 1,016 | 61 | 1,077 |
| Liabilities: | ||||
| Derivative financial | - | (23) | - | (23) |
| instruments Total liabilities |
- | (23) | - | (23) |
| 2013 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets: | ||||
| Derivative financial | - | - | - | - |
| instruments | ||||
| AFS | - | - | 55 | 55 |
| Total assets | - | - | 55 | 55 |
| Liabilities: | ||||
| Derivative financial | - | 494 | - | 494 |
| instruments Total liabilities |
- | 494 | - | 494 |
During the year, there were no transfers between the three fair value levels specified in IFRS 7.
In accordance with the provisions of IFRS 8, an operating segment is a component of an entity: a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity);
b) whose operating results are regularly reviewed by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance; and c) for which discrete financial information is available.
With regard to the two types of products sold, IRCE's management only monitors the breakdown of revenues between winding wires and cables; with regard to the residual amount that is not allocated, reference is made to revenues from the sale of other materials and services that cannot be classified within the two types of products sold.
Revenues are then analysed by geographical area (revenues from Italian customers, non-Italian customers in the EU and non-EU customers).
The winding wire segment supplies manufacturers of engines and electric generators, transformers, relays and electromagnetic valves.
The cable segment supplies the following industries: construction, civil and industrial engineering (cabling), and consumer durable goods (electrical devices).
| €/000 | 2014 | 2013 | ||||||
|---|---|---|---|---|---|---|---|---|
| Winding wires | Cables | Not allocated |
Total | Winding wires | Cables | Not allocated |
Total | |
| Revenues | 294,836 | 55,736 | 38 | 350,611 | 303,395 | 55,309 | 91 | 358,795 |
| 2014 | 2013 | |||||||
| €/000 | Italy | EU | Non-EU | Total | Italy | EU | Non-EU | Total |
| (Italy not included) |
(Italy not included) |
|||||||
| Revenues | 105,431 | 167,556 | 77,624 | 350,611 | 105,663 | 174,006 | 79,126 | 358,795 |
This item refers to intangible assets from which future economic benefits are expected. The changes in their net carrying amount are shown below:
| Patent and intellectual property |
Licenses, trademarks, similar rights and other multi-year |
Fixed assets under development |
Goodwill | Total | ||
|---|---|---|---|---|---|---|
| €/000 | rights | charges | ||||
| Net carrying amount as of 31/12/2013 Changes during the |
96 | 187 | 189 | 2,031 | 2,503 | |
| period . Investments . Effect of exchange |
58 | - | - | - | 58 | |
| rates . Reclassifications |
4 - |
3 - |
- - |
- - |
7 - |
|
| Amortisation/depreciation | (87) | (62) | - | - | (149) | |
| Total changes | (25) | (59) | - | - | (84) | |
| Net carrying amount as of 31/12/2014 |
71 | 128 | 189 | 2,031 | 2,419 |
| Fixed asset | Useful life |
Rate | Internally produced or acquired |
Impairment test |
|---|---|---|---|---|
| Patent and intellectual property rights |
Finite | 50% | Acquired | Review of the amortisation method at each reporting date and impairment test in the presence of indicators of impairment |
| Concessions and licenses |
Finite | 20% | Acquired | Review of the amortisation method at each reporting date and impairment test in the presence of indicators of impairment |
| Trademarks and similar rights |
Finite | 5.56% | Acquired | Review of the amortisation method at each reporting date and impairment test in the presence of indicators of impairment |
| Smit Draad Nijmegen BV goodwill |
Indefinite | n/a | Acquired | Tested for impairment |
A description of intangible assets and the amortisation method used is shown in the following table.
The goodwill recognised in the financial statements of the IRCE Group refers to the higher amount paid in previous years at the time of the acquisition of the equity investment in Smit Draad Nijmegen. This amount was tested for impairment projecting the cash flows estimated in the most recent business plan, which Management approved separately and prior to these financial statements. The business plan, which was prepared in nominal terms, was drafted over a period of five years and reflects past experience while excluding any flows deriving from the restructuring, optimisation or improvement of operations. The terminal value of the cash generating unit (CGU) was estimated on the basis of a constant cash flow (equal to the flow of the fifth period) over an infinite time period. The overall nominal WACC, net of the tax effect, used in the test was equal to 6.5%; the market risk premium inherent in the cost of equity was equal to 7.4% and is common among companies in the sector. The projection used a growth rate (g) which was equal to 0.0%. The test did not indicate the need to make adjustments to the reported amount. The rates used were determined by taking into account the market rates on the basis of the current economic situation.
A sensitivity analysis is shown below, comparing the carrying amount of the CGU's invested capital with the corresponding Enterprise Value calculated on the basis of a discount rate (WACC) and a real growth rate (g) half a percentage point below or above the parameters used:
| (g)=0.0% | WACC | ||
|---|---|---|---|
| €/000 | 6.0% | 6.5% | 7.0% |
| Enterprise value | 53,221 | 48,737 | 44,900 |
| NIC carrying amount as of 31-12-2014 | 19,667 | 19,667 | 19,667 |
| Difference between enterprise value and | |||
| carrying amount | 33,554 | 29,069 | 25,233 |
| (g)=0.5% | WACC | ||
| €/000 | 6.0% | 6.5% | 7.0% |
| Enterprise value | 57,599 | 52,380 | 47,972 |
| NIC carrying amount as of 31-12-2014 | 19,667 | 19,667 | 19,667 |
| Difference between enterprise value and | |||
| carrying amount | 37,932 | 32,713 | 28,305 |
As the above tables show, the CGU is not exposed to any risk that would require a write-down.
The amortisation rates for other intangible fixed assets were determined as a function of their specific residual useful lives and are reviewed at each reporting date.
As the above tables show, the CGU is not exposed to any risk that would require a write-down.
| Plant and | Industrial and commercial |
Other | Fixed assets under construction |
||||
|---|---|---|---|---|---|---|---|
| €/000 | Land | Buildings | equipment | equipment | assets | and advances | Total |
| Net carrying amount as of 31/12/2012 |
11,952 | 23,176 | 34,502 | 1,199 | 584 | 1,746 | 73,160 |
| Changes during the period | |||||||
| . Investments . Effect of exchange rates . Reclassifications |
- (166) - |
129 (1,087) - |
3,731 (3,241) 951 |
309 (26) 1 |
192 (12) 11 |
584 6 (963) |
4,945 (4,526) - |
| . Divestments . Depreciation related to |
- | - | (1,175) | (155) | (176) | - | (1,506) |
| disposals | - | - | 1,175 | 154 | 161 | - | 1,490 |
| . Depreciation of the year | - | (1,391) | (5,190) | (535) | (198) | - | (7,314) |
| Total changes | (166) | (2,349) | (3,749) | (252) | (22) | (373) | (6,911) |
| Net carrying amount as of 31/12/2013 |
11,786 | 20,827 | 30,753 | 947 | 562 | 1,373 | 66,249 |
| €/000 | Land | Buildings | Plant and equipment |
Industrial and commercial equipment |
Other assets |
Fixed assets under construction and advances |
Total |
|---|---|---|---|---|---|---|---|
| Net carrying amount as of | |||||||
| 31/12/2013 | 11,786 | 20,827 | 30,753 | 947 | 562 | 1,373 | 66,249 |
| Changes during the period | |||||||
| . Investments | - | 108 | 1,458 | 677 | 154 | 217 | 2,614 |
| . Effect of exchange rates | 89 | 315 | 181 | 6 | 1 | 7 | 599 |
| . Reclassifications | - | - | 1,098 | 30 | - | (1,128) | - |
| . Divestments . Depreciation related to |
- | (528) | (723) | (23) | (308) | (27) | (1,609) |
| disposals | - | 317 | 620 | 17 | 298 | - | 1,252 |
| . Depreciation of the year | - | (1,354) | (5,070) | (528) | (209) | - | (7,161) |
| Total changes | 89 | (1,142) | (2,436) | 179 | (64) | (931) | (4,305) |
| Net carrying amount as of 31/12/2014 |
11,875 | 19,685 | 28,317 | 1,126 | 498 | 442 | 61,944 |
Investments totalled €2.61 million and concerned mainly the winding wire sector.
Depreciation was calculated on the basis of rates that were deemed representative of the estimated useful life of the relevant tangible fixed assets. The rates applied on an annual basis by Group companies are included in the following ranges:
| Buildings | 3.0% - 10.0% |
|---|---|
| Plant and equipment | 5.0% - 17.5% |
| Industrial and commercial equipment | 25.0% - 40.0% |
| Other assets | 12.0% - 25.0% |
Non-current financial assets and receivables are broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Equity investments in other companies | 61 | 55 |
| - Other receivables | 51 | 56 |
| Total | 112 | 111 |
This item refers for €/000 812 to the tax credit related to the 2007-2011 IRES (corporate income tax) reimbursement claim, in compliance with Article 2, paragraph 1-quater, of Italian Law Decree No. 201/2011, of the parent company IRCE S.p.A., and for €/000 2,083 to the value-added tax credit of the Brazilian subsidiary IRCE Ltda.
An analysis of deferred tax assets and liabilities is shown below:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Deferred tax assets | 3,014 | 4,016 |
| - Deferred tax liabilities | (1,100) | (1,391) |
| Total deferred tax assets (net) | 1,914 | 2,625 |
The changes for the period are shown below:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Deferred tax assets (net) as of 1 January | 2,625 | 2,465 |
| Exchange rate differences | 99 | (408) |
| Income statement effect | (931) | 716 |
| Shareholders' equity effect | 121 | (148) |
| Deferred tax assets (net) as of 31 December | 1,914 | 2,625 |
Here below is the breakdown of deferred tax assets and liabilities and the relevant changes for the period, without considering the offsetting of items within the same jurisdiction:
| Deferred tax assets - €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Amort./depr. with deferred deductibility | 194 | 235 |
| - Allocations to Provisions for risks and charges | 331 | 264 |
| - Allocations to the taxed Bad debt provision | 663 | 1,103 |
| - Tax losses which can be carried forward | 1,611 | 2,250 |
| - Intra-group margin | 97 | 86 |
| - Provision for inventory obsolescence | 864 | 782 |
| - Cash flow hedge reserve | - | 8 |
| - IAS 19 reserve | 209 | 167 |
| Total | 3,969 | 4,895 |
Tax losses which can be carried forward refer primarily to the subsidiary IRCE Ltda for €/000 1,525.
The table below shows the changes in deferred tax assets during 2013 and 2014:
| Taxed provisions | Tax losses carried forward | Depreciation | Other | Total | |
|---|---|---|---|---|---|
| balance 01.01.2013 | 2.050 | 2.275 | 265 | 402 | 4.992 |
| income statement effect | 99 | 393 | (30) | (44) | 418 |
| shareholders' equity effect | (96) | (96) | |||
| exchange rate difference | (418) | (418) | |||
| balance 31.12.2013 | 2.149 | 2.250 | 235 | 262 | 4.895 |
| income statement effect | (292) | (738) | (41) | (23) | (1.094) |
| shareholders' equity effect | 67 | 67 | |||
| exchange rate difference | 99 | 99 | |||
| balance 31.12.2014 | 1.857 | 1.611 | 194 | 306 | 3.969 |
The effects on shareholders' equity refer to changes in the cash flow hedge reserve and in the actuarial reserve as per IAS 19.
Deferred tax assets were recognised for temporary differences between the tax bases of assets and liabilities and their carrying amounts and to the extent that it is probable that taxable profit will be available against which these differences can be utilised.
| Deferred tax liabilities - €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| . Amortisation/depreciation | 92 | 103 |
| - Foreign exchange gains | 81 | 17 |
| - IAS capital gains on buildings | 108 | 108 |
| - IAS capital gains on land | 465 | 465 |
| - Effect of application of IAS 19 | - | 52 |
| - Effect of tax depreciation of Isomet AG building | 295 | 314 |
| - Effect of tax inventory difference of Isomet AG | 230 | 244 |
| - Effect of reversal of tax Bad debt provision of Isomet AG | - | 13 |
| - Effect of tax depreciation of Smit Draad Nijmegen | 378 | 496 |
| - Effect of tax inventory difference of Smit Draad Nijmegen | 406 | 459 |
| Total | 2,055 | 2,271 |
The table below shows the changes in deferred tax liabilities during 2013 and 2014:
| Depreciation | IAS capital gain on land and building |
Effect of tax depreciation of Isomet AG building and inventory |
Effect of tax depreciation of Smit Draad Nijmegen building and inventory |
IAS 19 effect |
Other | Total | |
|---|---|---|---|---|---|---|---|
| balance 01.01.2013 | 113 | 573 | 619 | 1.219 | - | 4 | 2.527 |
| income statement effect | (10) | (51) | (264) | 27 | (298) | ||
| shareholders' equity effect | 52 | 52 | |||||
| exchange rate difference | (10) | (10) | |||||
| balance 31.12.2013 | 103 | 573 | 558 | 955 | 52 | 31 | 2.271 |
| income statement effect | (11) | 33 | (171) | (14) | (163) | ||
| shareholders' equity effect | (52) | (2) | (54) | ||||
| exchange rate difference | |||||||
| balance 31.12.2014 | 92 | 573 | 591 | 784 | - | 15 | 2.055 |
Inventories are broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Raw materials, ancillary and consumables | 33,424 | 24,996 |
| - Work in progress and semi-finished goods | 11,748 | 10,388 |
| - Finished products and goods | 52,971 | 50,368 |
| - Provision for write-down of raw materials | (2,006) | (2,086) |
| - Provision for write-down of finished products and goods | (1,239) | (1,149) |
| Total | 94,898 | 82,516 |
Recognised inventories are not pledged nor used as collateral.
The provision for write-downs correspond to the amount that is deemed necessary to hedge existing inventory obsolescence risks calculated by writing down slow moving packages and finished products.
Inventories were also written down by €/000 823 to their estimated realisable value, which is lower than their average weighted cost.
The table below shows the changes in the provision for write-down of inventories during 2014:
| €/000 | 31/12/2013 | Allocations | Uses | 31/12/2014 |
|---|---|---|---|---|
| Provision for write-down of raw materials |
2,086 | - | (80) | 2,006 |
| Provision for write-down of finished products and |
1,149 | 301 | (211) | 1,239 |
| goods Total |
3,235 | 301 | (291) | 3,245 |
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Customers/bills receivable - Bad debt provision |
74,555 (2,862) |
70,754 (4,408) |
| Total | 71,692 | 66,346 |
The balance of receivables due from customers is entirely composed of receivables due within the next 12 months.
The table below shows the changes in the bad debt provision during 2013 and 2014:
| €/000 | 31/12/2012 | Allocations | Uses | 31/12/2013 |
|---|---|---|---|---|
| Bad debt provision | 4,200 | 967 | (759) | 4,408 |
| €/000 | 31/12/2013 | Allocations | Uses | 31/12/2014 |
| Bad debt provision | 4,408 | 708 | (2,254) | 2,862 |
This item, totalling €/000 2,355, includes €/000 653 in value added tax credits, €/000 440 in tax payments on account exceeding the tax bill, and €/000 1,262 in other receivables due from taxation authorities, mainly referring to the subsidiary IRCE Ltda.
The item was broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Advances to suppliers | 238 | 254 |
| - Accrued income and prepaid expenses | 143 | 151 |
| - Receivables due from social security institutions | 103 | 93 |
| - Other receivables | 1,147 | 447 |
| Total | 1,631 | 945 |
"Other receivables" mainly refers to a bonus to be received for electricity consumption in 2014. The increase is largely due to the higher bonus for electricity consumption, which in 2014 was calculated over the full year, as opposed to only 7 months in 2013, as well as an insurance reimbursement.
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Mark to Market copper forward transactions | 726 | - |
| - Mark to Market USD forward transactions | 290 | - |
| - Fixed deposit for LME transactions | 170 | 619 |
| Total | 1,186 | 619 |
The item "Mark to Market copper forward transactions" refers to the Mark to Market (fair value) measurement of copper forward sale contracts outstanding as of 31/12/2014 of the parent company IRCE S.p.A. The item "Mark to Market USD forward transactions" refers to the Mark to Market (fair value) measurement of USD forward purchase contracts outstanding as of 31/12/2014 of the parent company IRCE S.p.A. The item "Fixed deposit for LME transactions" refers to the margin calls lodged with brokers for copper forward transactions on the LME (London Metal Exchange).
This item includes bank deposits, cash and cash equivalents.
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Bank and postal deposits | 6,551 | 5,609 |
| - Cash and cash equivalents | 16 | 16 |
| Total | 6,567 | 5,625 |
Short-term bank deposits are remunerated at floating rates. Bank and postal deposits outstanding as of 31 December 2013 are not subject to constraints or restrictions.
The share capital is composed of 28,128,000 ordinary shares worth € 14,626,560 without par value. The shares are fully subscribed and paid up and bear no rights, privileges or restrictions as far as dividend distribution and capital distribution, if any, are concerned.
In the year 2014, a dividend of €/000 262 (0.01 per share) was distributed.
Here below is the breakdown of reserves:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Own shares (share capital) | (999) | (996) |
| - Share premium reserve | 40,539 | 40,539 |
| - Own shares (share premium) | (412) | (406) |
| - Other reserves | 45,924 | 45,924 |
| - Foreign currency translation reserve | (9,186) | (10,734) |
| - Legal reserve | 2,925 | 2,925 |
| - Extraordinary reserve | 30,653 | 30,058 |
| - Cash flow hedge reserve | - | (22) |
| - IAS 19 reserve | (1,160) | (748) |
| - Undistributed profits | 10,746 | 11,496 |
| Total | 119,030 | 118,036 |
This reserve refers to the par value and share premium of own shares held by the Company; they are recognised as a deduction from shareholders' equity.
Own shares as of 31 December 2014 amounted to 1,920,324 and corresponded to 6.83% of the share capital. The number of shares outstanding at the beginning and at the end of the last two years is shown below:
| Thousands of shares | |
|---|---|
| Balance as of 01/01/2013 | 26,213 |
| Share buyback | - |
| Balance as of 31/12/2013 | 26,213 |
| Share buyback | (5) |
| Balance as of 31/12/2014 | 26,208 |
This item refers to the higher issue value compared to the par value of IRCE shares issued at the time of the share capital increase when the company was first listed on the stock exchange in 1996.
The item "Other reserves" refers mainly to:
This reserve represents the accounting differences compared to the historical exchange rate resulting from the foreign currency translation of the financial statements of the foreign operations Isomet AG, FD Sims Ltd, IRCE Ltda, Stable Magnet Wire P.Ltd, and IRCE Kablo Ve Tel Ltd using the official exchange rate as of 31 December 2014. The positive change in the reserve as of 31/12/2014 is mainly due to the revaluation of a number of foreign currencies against the Euro during 2014.
Extraordinary reserve
The extraordinary reserve consists mainly of retained earnings of the Parent Company.
Cash flow hedge reserve
This reserve includes the effect of the Mark to Market measurement of derivative hedging contracts in accordance with the "cash flow hedging" criterion. It is composed of unrealised gains and losses (net of taxes) arising from the measurement of a financial instrument designated as a cash flow hedge.
As of 31/12/2014, the reserve amounted to zero, as the IRS hedging contract was closed in December. The change in the reserve was as follows:
| balance 01.01.2013 | (74) |
|---|---|
| Fair value evaluation Income tax |
72 (20) |
| balance 31.12.2013 | (22) |
| Closing fair value Income tax |
30 (8) |
| balance 31.12.2014 | 0 |
This reserve includes actuarial gains and losses accumulated as a result of the application of IAS 19 Revised. The change in the reserve was as follows:
| balance 01.01.2013 | (1.190) |
|---|---|
| IAS 19 evaluation Income tax |
570 (128) |
| balance 31.12.2013 | (748) |
| IAS 19 evaluation Income tax |
(541) 129 |
| balance 31.12.2014 | (1.160) |
Undistributed profits
The reserve for undistributed profits primarily refers to the subsidiaries' retained earnings.
The distribution of the reserves and profits of subsidiaries is not planned.
Profit for the year
The profit attributable to the Group, net of the portion attributable to non-controlling interests, totalled €/0003,795 (€/000 111 as of 31 December 2013).
SHAREHOLDERS' EQUITY ATTRIBUTABLE TO NON-CONTROLLING INTERESTS
Capital and reserves attributable to non-controlling interests
This amount refers to the portion of shareholders' equity of investees consolidated using the line-by-line method attributable to non-controlling interests.
Profit attributable to non-controlling interests
This represents the portion of profit/loss for the year of investees consolidated using the line-by-line method attributable to non-controlling interests.
| €/000 | Rate | Company | 31/12/2014 | 31/12/2013 | Due date | |
|---|---|---|---|---|---|---|
| NAB | CHF | Fixed | Isomet AG | 3,252 | 1,629 | 2017 |
| Total | 3,252 | 1,629 |
Provisions for risks and charges were broken down as follows:
| €/000 | 31/12/2013 | Allocations | Uses | 31/12/2014 |
|---|---|---|---|---|
| Provisions for risks and disputes Provision for severance payments to agents |
1,012 291 |
479 7 |
(110) (4) |
1,381 294 |
| Total | 1,303 | 486 | (114) | 1,675 |
Provisions for risks and disputes refer primarily to provisions for various disputes, including the estimate of a liability arising from an official tax audit notice IRCE S.p.A. received from the Italian Internal Revenue Service (Agenzia delle Entrate) in March 2011.
Provision for severance payments to agents refers to provisions made for severance payments relating to outstanding agency contracts.
The table below shows the changes in the Provision for employee defined benefits.
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Employee benefits' provision as of 01/01 | 5,667 | 6,263 |
| Financial charges | 144 | 148 |
| Actuarial (gains)/losses | 541 | (570) |
| Service cost | 144 | 162 |
| Payments | (541) | (336) |
| Employee benefits' provision as of 31/12 | 5,955 | 5,667 |
The Provision includes €/000 4,804 related to the parent company IRCE S.p.A., €/000 1,048 related to the subsidiary ISOMET AG, and €/000 103 related to the subsidiary Isolveco S.r.l. The Employee benefits' provision is part of the defined benefit plans.
In order to determine the relevant liability, the Group used to Projected Unit Credit Cost method, which consists in the following:
The item "Provisions for employee defined benefits" largely consists of employee termination indemnities recognised in the financial statements of IRCE S.p.A. Here below are the demographic assumptions used by the actuary in measuring the employee benefits' provision of IRCE S.p.A.:
In addition, the following economic-financial assumptions were made for IRCE S.p.A.:
| 31/12/2014 | 31/12/2013 | |
|---|---|---|
| Annual discount rate | 1.86% | 2.77% |
| Annual inflation rate | 0.60% for 2015 1.20% for 2016 1.50% for 2017 and 2018 2% from 2019 onwards |
2.00% |
| Annual rate of increase of employee termination indemnities |
1.950% for 2015 2.4% for 2016 2.625% for 2017 and 2018 3% from 2019 onwards |
3.00% |
The IBOXX Eurozone Corporate A index with a 10+ year duration as of the measurement date was used as a benchmark for the 2014 discount rate.
In addition, for comparative purposes, as of 31/12/2014 the DBO, calculated based on the annual discount rate derived from the Iboxx Corporate AA index with a 10+ year duration—1.49% as of the measurement date—was Euro 4,975,329.65.
It should also be noted that the discount rate used for the purposes of calculating the DBO of the subsidiary Isomet (Switzerland), equal to 1% in 2014 and 2.30% in 2013, is based on government bond yields, given the lack of a sufficiently large market of Corporate AA securities with adequate duration.
Here below are the disclosures required by the new IAS 19.
Sensitivity analysis of IRCE S.p.A.'s main measurement parameters:
| €/000 | DBO change as of 31/12/2014 |
|---|---|
| Inflation rate + 0.25% | 4,875 |
| Inflation rate – 0.25% | 4,735 |
| Discount rate + 0.25% | 4,695 |
| Discount rate – 0.25% | 4,919 |
| Turnover rate + 1% | 4,785 |
| Turnover rate -1% | 4,827 |
2015 service cost: 0.00 Duration of the plan: 10.0 Sensitivity analysis of ISOMET AG's main measurement parameters:
| €/000 | DBO change as of 31/12/2014 |
|---|---|
| Inflation rate - 0.25% | 1,022 |
| Inflation rate + 0.25% | 1,073 |
| Discount rate -0.25% | 1,261 |
| Discount rate + 0.25% | 849 |
2015 service cost with +0.25% discount rate: €/000 146 Duration of the plan: 15.4.
Financial liabilities are broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Payables due to banks | 53,402 | 65,904 |
| - Payables due for derivative contracts | 23 | 494 |
| Total | 53,425 | 66,398 |
The item "Payables due for derivative contracts" refers to the Mark to Market (Fair Value) measurement of derivative instruments on LME and USD of the Dutch subsidiary Smit Draad Nijmegen BV.
With regard to financial liabilities, the overall net financial position of the Group, calculated in accordance with the provisions of Consob Communication 6064293 dated 28 July 2006 and CESR recommendation dated 10 February 2005, was as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Cash Other current financial assets |
6,567 460* |
5,625 619 |
| Liquid assets | 7,027 | 6,245 |
| Current financial liabilities | (53,415)* | (65,944)* |
| Net current financial debt | (46,387) | (59,699) |
| Non-current financial liabilities | (3,252) | (1,629) |
| Non-current financial debt | (3,252) | (1,629) |
| Net financial debt | (49,639) | (61,329) |
* These items differ from the corresponding items of the statement of financial position, since the fair value measurement of copper forward contracts is not included.
Trade payables are all due in the next 12 months.
As of 31/12/2014, they totalled €/000 € 34,290, compared to €/000 16,818 as of 31/12/2013. The sensible increase in trade payables as of 31/12/2014 was largely related to the rise in inventories at the end of 2014.
This item, equal to €/000 2,595, included €/000 571 in payables due for income taxes, €/000 1,394 in VAT payables, €/000 465 in employee Irpef (personal income tax) payables, and €/000 165 in other payables due to taxation authorities.
This item, equal to €/000 2,106 as of 31/12/2014, primarily referred to the IRCE S.p.A.'s payables for social security contributions due to INPS.
Other payables were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Payables due to employees | 3,566 | 3,022 |
| - Deposits received from customers | 1,555 | 1,553 |
| - Accrued liabilities and deferred income | 196 | 200 |
| - Other payables | 1,282 | 1,342 |
| Total | 6,599 | 6,117 |
These refer to revenues from the sale of goods, net of returns, rebates and the return of packages. Consolidated turnover in 2014, equal to €/000 350,611, was down 2.3 % compared to the previous year (€/000 358,795). For additional details, refer to the previous paragraph on segment reporting.
Other revenues and income were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Increases in internally generated fixed assets | 146 | 256 |
| - Capital gains on disposals of assets | 391 | 22 |
| - Insurance reimbursements | 203 | 241 |
| - Other revenues | 398 | 514 |
| Total | 1,138 | 1,033 |
The item included a €/000 373 capital gain on the disposal of building of the German subsidiary DMG GmbH.
This item, equal to €/000 280,221, includes costs incurred for the acquisition of raw materials, of which copper is the most significant, insulating materials, and materials for packaging and maintenance, net of the change in inventories.
These include costs incurred for the supply of services pertaining to copper processing as well as utilities, transportation, commercial and administrative services, and the costs for the use of third-party goods, as detailed below:
| €/000 | 31/12/2014 | 31/12/2013 | Change |
|---|---|---|---|
| - External processing | 5,576 | 5,643 | (67) |
| - Utility expenses | 13,551 | 14,760 | (1,209) |
| - Maintenance | 1,748 | 1,530 | 218 |
| - Transportation expenses | 5,121 | 4,526 | 595 |
| - Payable fees | 467 | 455 | 12 |
| - Compensation of Statutory Auditors | 88 | 87 | 1 |
| - Other services | 4,757 | 5,181 | (424) |
| - Costs for the use of third-party goods | 294 | 297 | (3) |
| Total | 31,602 | 32,479 | (877) |
The decline in the costs for services was largely attributable to the Group's policy to cut costs as well as lower utility expenses thanks to the preferential tariffs for energy-intensive Italian manufacturing companies (Italian Legislative Decree 83/2012) enacted in July 2013.
Transportation expenses were up from 2013 as a result of rising sales volumes. Also maintenance costs increased due to non-recurring maintenance work.
The item "other services" includes primarily technical, legal and tax consulting fees as well as insurance and business expenses.
Here below is the breakdown of personnel cost:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Salaries and wages | 21,589 | 20,724 | 865 |
| - Social security charges | 5,479 | 5,185 | 294 |
| - Retirement costs for defined contribution plans | 1,432 | 1,390 | 42 |
| - Other costs | 3,071 | 2,784 | 287 |
| Total | 31,571 | 30,083 | 1,488 |
The item "Other costs" includes costs for temporary work, contract work, and the remuneration of Directors. The Group's average number of personnel for the year and the current number at year-end is shown below:
| Personnel | 2014 Average |
31/12/2014 | 31/12/2013 |
|---|---|---|---|
| - Executives | 21 | 20 | 20 |
| - White collars | 178 | 178 | 179 |
| - Blue collars | 569 | 550 | 578 |
| Total | 768 | 748 | 777 |
The average number of employees is calculated according to the Full-Time-Equivalent method and includes both internal and external (temporary and contract) staff.
The total number of employees as of 31 December 2014 was 748 people.
The increase in personnel cost was mainly attributable to contractual wage increases, the lower use of Italy's government-funded temporary layoff scheme, and costs for early retirement incentives – whose amount was negligible.
Here is the breakdown of amortisation/depreciation:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Amortisation of intangible fixed assets | 149 | 170 | (21) |
| - Depreciation of tangible fixed assets | 7,161 | 7,314 | (153) |
| Total amortisation/depreciation | 7,310 | 7,484 | (174) |
Provisions and write-downs were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Write-downs of receivables | 708 | 967 | (260) |
| - Provisions for risks | 309 | 173 | 136 |
| Total provisions and write-downs | 1,017 | 1,140 | (123) |
The item "provision for risks" refers to a provision used to hedge the risk of returns of packages invoiced.
Other operating costs were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Non-income taxes and duties | 506 | 354 | 152 |
| - Capital losses and contingent liabilities | 147 | 276 | (129) |
| - Other costs | 737 | 515 | 222 |
| Total | 1,390 | 1,145 | 245 |
Financial income and charges were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Other financial income | 5,952 | 3,723 | 2,228 |
| - Interest and other financial charges | (2,669) | (3,874) | 1,205 |
| - Foreign exchange gains/(losses) | 1,208 | (107) | 1,316 |
| Total | 4,491 | (258) | 4,750 |
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Interest income from banks - Interest income on receivables due from customers |
73 2,590 |
32 2,089 |
41 501 |
| - Income from LME derivatives | 3,195 | 1,401 | 1,794 |
| - Other financial income | 94 | 201 | (107) |
| Total | 5,952 | 3,723 | 2,229 |
The item "Income from LME derivatives" included €/000 2,469 from the closing of copper forward sales contracts of the parent IRCE S.p.A. during the period, and €/000 726 from the "Mark to Market" (Fair Value) measurement of said company's copper forward sales contracts.
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Interest expense for short-term payables | 829 | 1,636 | (807) |
| - Interest expense for medium to long-term payables | 107 | 131 | (24) |
| - Sundry interest expense | 1,646 | 1,588 | 58 |
| - Bank fees and expenses | 83 | 65 | 18 |
| - Charges on LME derivatives | 4 | 454 | (450) |
| Total | 2,669 | 3,874 | (1,205) |
The item "Charges on LME derivatives" refers to the Mark to Market (Fair Value) measurement of copper forward agreements entered into by the subsidiary Smit Draad Nijmegen BV.
The item "Sundry interest expense" referred primarily to the charges related to the non-recourse factoring of trade receivables, a transaction carried out by IRCE S.p.A. and IRCE Ltda, and included the interest cost deriving from the discounting of the Employee Termination Indemnity, pursuant to IAS 19.
| €/000 | 31/12/2014 | 31/12/2013 | changes |
|---|---|---|---|
| - Current taxes | (2,183) | (1,269) | (914) |
| - Deferred tax assets/(liabilities) | (931) | 717 | (1,648) |
| Total | (3,115) | (552) | (2,563) |
The higher income tax expense for 2014 was closely related to the rise in pre-tax profit for the year.
As required by IAS 33, here below are the disclosures on the data used to calculate basic and diluted earnings per share.
For the purposes of calculating the basic earnings per share, the profit or loss for the period less the portion attributable to non-controlling interests was used as the numerator. In addition, it should be noted that there were no preference dividends, settlements of preference shares, and other similar effects to be deducted from the profit or loss attributable to the ordinary equity holders. The weighted average number of ordinary shares outstanding was used as the denominator; this figure was calculated by deducting the average number of own shares held during the period from the overall number of shares composing the share capital.
Basic and diluted earnings per share were equal, as there are no ordinary shares that could have dilutive effects and no shares or warrants that could have dilutive effects will be exercised.
| 31/12/2014 | 31/12/2013 |
|---|---|
| Net profit/(loss) for the period | 3,794,509 | 110,978 |
|---|---|---|
| Average weighted number of ordinary shares outstanding | 26,207,676 | 26,212,676 |
| Basic earnings/(loss) per Share | 0.1447 | 0.0042 |
| Diluted earnings/(loss) per Share | 0.1447 | 0.0042 |
In compliance with the requirements of IAS 24, the annual compensation received by the members of the Board of Directors is shown below:
| €/000 | Compensation for office held |
Compensation for other tasks |
Total |
|---|---|---|---|
| Directors | 221 | 323 | 544 |
This table shows the compensation paid for any reason and under any form, including social security contributions.
Following the introduction of Article 123-ter of the Consolidated Financial Act, further details on these amounts are provided in the Remuneration Report, which will be made available within the terms of the law at the registered office of the Company, as well as on the website www.irce.it.
There are no other related party relationships.
The Group's commitments as of the reporting date are shown below.
Mortgage guarantees
The Group provided a mortgage on the building owned by ISOMET AG as collateral for a loan totalling €/000 3,252 from NAB bank, with maturity in 31/03/2017.
Here below is the breakdown of receivables by internal rating. The reclassification of receivables already takes into account any positions subject to renegotiation.
| Risk level | Exposure, €/000 |
|---|---|
| Minimum | 28,967 |
| Medium | 32,896 |
| Greater than average | 8,224 |
| High | 4,468 |
| Total | 74,555 |
As of 31 December 2014, the breakdown of trade receivables by due date was as follows:
|--|
| Due date | Amount, €/000 |
|---|---|
| Not yet due | 59,514 |
| < 30 days | 6,014 |
| 31-60 | 2,480 |
| 61-90 | 1,011 |
| 91-120 | 454 |
| > 120 | 5,081 |
| Total | 74,555 |
The primary objective in managing the Group's capital is to maintain a solid credit rating and adequate capital ratios in order to support operations and maximise shareholder value.
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Net financial indebtedness (A) | 49,638 | 61,329 |
| Shareholders' equity (B) | 137,954 | 133,036 |
| Total capital (A) + (B) = (C) | 187,592 | 194,365 |
| Gearing ratio (A) / (C) | 26% | 32% |
Here below is a comparison between the carrying amount and fair value of all the Group's financial instruments broken down by category:
| €/000 | Carrying amount | Fair value | ||
|---|---|---|---|---|
| 31/12/2014 | 31/12/2013 | 31/12/2014 | 31/12/2013 | |
| Financial assets | ||||
| Cash and cash equivalents | 6,567 | 5,625 | 6,567 | 5,625 |
| Other financial assets | 1,186 | 619 | 1,186 | 619 |
| Financial liabilities | ||||
| Current loans | 53,425 | 65,904 | 53,425 | 65,904 |
| Non-current loans | 3,252 | 1,629 | 3,252 | 1,629 |
| Other financial liabilities | 23 | 494 | 23 | 494 |
No significant events occurred between 01/01/2015 and the date of preparation of these financial statements.
The following statement, drafted in accordance with Article 149-duodecies of the Consob Issuers' Regulations, shows the compensation relative to the year 2014 for auditing services and for other services supplied by the independent auditor or by entities belonging to its network to the Group's companies.
| €/000 | Entity supplying the service | Recipient | Compensation |
|---|---|---|---|
| relative to the year |
activities
| 2014 | |||
|---|---|---|---|
| Auditing services | PricewaterhouseCoopers | EUR IRCE S.p.A. |
77 |
| Auditing services | PricewaterhouseCoopers | EUR Foreign subsidiaries |
129 |
| Tax review and other | PricewaterhouseCoopers | EUR Foreign subsidiaries |
22 |
In compliance with the provisions of Article 36 – Section VI of Consob Regulations No. 16191 of 29.10.2007, here below are the accounting statements of subsidiaries incorporated under the law of non-EU countries that are particularly significant for the purposes of Consob Resolution No. 11971 of 1999 and were prepared for the purposes of drafting the consolidated financial statements:
| ISOMET AG | 2014 | 2013 |
|---|---|---|
| EUR NON-CURRENT ASSETS |
||
| Intangible assets | 998 | 7,494 |
| Property, plant and equipment | 4,623,677 | 4,790,779 |
| Equipment and other tangible fixed assets | 116,683 | 47,328 |
| Equity investments | 2,036 | 1,994 |
| Deferred tax assets | 209,379 | - |
| TOTAL NON-CURRENT ASSETS | 4,961,755 | 4,847,595 |
| CURRENT ASSETS | ||
| Inventories | 5,144,360 | 4,586,659 |
| Trade receivables | 1,216,309 | 1,205,229 |
| Tax receivables | 8,565 | 21,671 |
| Receivables due from others | 170,944 | 159,057 |
| Cash and cash equivalents | 286,141 | 575,976 |
| TOTAL CURRENT ASSETS | 6,826,320 | 6,548,592 |
| TOTAL ASSETS | 11,788,075 | 11,396,187 |
| SHAREHOLDERS' EQUITY | ||
| Share capital | 674,354 | 674,354 |
| Reserves | 545,755 | 813,950 |
| Foreign currency translation reserve | 638,762 | 546,460 |
| Retained earnings/(losses carried forward) | 3,171,815 | 3,488,246 |
| Profit/(loss) for the period | 62,905 | (316,433) |
| TOTAL SHAREHOLDERS' EQUITY | 5,093,588 | 5,206,577 |
| NON-CURRENT LIABILITIES | ||
| Non-current financial liabilities | 3,251,830 | 1,629,195 |
| Deferred tax liabilities | 525,156 | 436,668 |
| Employee benefits' provisions | 1,046,895 | 670,731 |
| TOTAL NON-CURRENT LIABILITIES | 4,823,881 | 2,736,610 |
| CURRENT LIABILITIES | ||
| Current financial liabilities | - | 1,629,195 |
| Trade payables | 1,707,859 | 1,713,361 |
| Other current liabilities | 162,746 | 110,445 |
| TOTAL CURRENT LIABILITIES | 1,870,605 | 3,453,001 |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 11,788,075 | 11,396,187 |
| ISOMET AG EUR |
2014 | 2013 |
|---|---|---|
| Revenues | 15,797,771 | 15,989,912 |
| Other revenues | 38,862 | 19,500 |
| TOTAL REVENUES | 15,836,633 | 16,009,413 |
| Costs for raw materials | (13,261,947) | (13,249,407) |
| Change in inventories of work in progress and finished goods | 456,876 | (162,782) |
| Costs for services | (956,432) | (834,681) |
| Personnel cost | (1,859,280) | (1,817,874) |
| Amortisation/depreciation | (322,072) | (285,666) |
| Write-down of receivables and cash and cash equivalents | (1,760) | - |
| Other operating costs | (965) | (374) |
| EBIT | (108,948) | (341,372) |
| Financial income / (charges) | 145,207 | (13,796) |
| PROFIT/(LOSS) BEFORE TAX | 36,259 | (355,169) |
| Taxes | 26,905 | 38,734 |
| NET PROFIT/(LOSS) FOR THE PERIOD | 62,905 | (316,434) |
| IRCE LTDA EUR |
2014 | 2013 |
|---|---|---|
| NON-CURRENT ASSETS | ||
| Intangible assets | 15,666 | 46,117 |
| Property, plant and equipment | 22,292,190 | 22,812,931 |
| Equipment and other tangible fixed assets | 175,665 | 157,956 |
| Non-current tax receivables | 2,083,139 | 3,559,918 |
| Deferred tax assets | 1,524,449 | 1,777,002 |
| TOTAL NON-CURRENT ASSETS | 26,091,109 | 28,353,925 |
| CURRENT ASSETS | ||
| Inventories | 10,222,442 | 11,087,169 |
| Trade receivables | 7,942,776 | 3,400,401 |
| Tax receivables | 1,231,474 | 1,737,160 |
| Receivables due from others | 58,495 | 71,400 |
| Cash and cash equivalents | 1,095,810 | 783,377 |
| TOTAL CURRENT ASSETS | 20,550,996 | 17,079,507 |
| TOTAL ASSETS | 46,642,105 | 45,433,432 |
| SHAREHOLDERS' EQUITY | ||
| Share capital | 57,309,209 | 55,145,827 |
| Foreign currency translation reserve | (7,470,908) | (7,744,232) |
| Retained earnings/(losses carried forward) | (10,833,778) | (8,850,597) |
| Profit/(loss) for the period | 2,566,335 | (1,983,181) |
| TOTAL SHAREHOLDERS' EQUITY | 41,570,858 | 36,567,817 |
| NON-CURRENT LIABILITIES | ||
| Non-current financial liabilities due to the parent company | 3,628,662 | 5,751,970 |
| Deferred tax liabilities | - | - |
| Provisions for risks and charges | - | - |
| TOTAL NON-CURRENT LIABILITIES | 3,628,662 | 5,751,970 |
| CURRENT LIABILITIES | ||
| Current financial liabilities | - | - |
| Trade payables | 893,823 | 2,783,448 |
| Tax payables | 161,350 | 19,282 |
| Social security contributions | 38,486 | 33,356 |
| Other current liabilities | 348,925 | 277,558 |
| TOTAL CURRENT LIABILITIES | 1,442,585 | 3,113,644 |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 46,642,105 | 45,433,432 |
| IRCE LTDA EUR |
2014 | 2013 |
|---|---|---|
| Revenues | 40,892,475 | 36,964,880 |
| Other revenues | 20,871 | 29,506 |
| TOTAL REVENUES | 40,913,347 | 36,994,386 |
| Costs for raw materials | (33,200,146) | (29,514,963) |
| Change in inventories of work in progress and finished goods | 482,553 | (807,669) |
| Costs for services | (2,568,938) | (2,756,874) |
| Personnel cost | (1,900,196) | (1,859,773) |
| Amortisation/depreciation | (1,396,742) | (1,591,483) |
| Write-down of receivables and cash and cash equivalents | (38,615) | - |
| Other operating costs | (340,621) | (267,818) |
| EBIT | 1,950,642 | 195,807 |
| Financial income/(charges) | 1,546,731 | (2,553,408) |
| PROFIT/(LOSS) BEFORE TAX | 3,497,373 | (2,357,600) |
| Taxes | (931,038) | 374,419 |
| NET PROFIT/(LOSS) FOR THE PERIOD | 2,566,335 | (1,983,181) |
| SURNAME AND NAME | INVESTEE COMPANY |
NO. OF SHARES OWNED AS OF 31/12/2013 |
NO. OF SHARES ACQUIRED |
NO. OF SHARES SOLD |
NO. OF SHARES OWNED AS OF 31/12/2014 |
|---|---|---|---|---|---|
| Casadio Filippo | IRCE S.p.A. | 561,371 | 561,371 | ||
| Gandolfi Colleoni Francesco | IRCE S.p.A. IRCE S.p.A. |
559,371 (*) 30,000 |
559,371 (*) 30,000 |
||
| Sepriano Gianfranco Pischedda Francesca Dallago Orfeo |
IRCE S.p.A. IRCE S.p.A. IRCE S.p.A. |
3,500 0 587,267 |
3,500 0 587,267 |
||
| Venceslai Leonello Stupazzini Franco Adalberto Costantini |
IRCE S.p.A. IRCE S.p.A. IRCE S.p.A. |
0 0 0 |
0 0 0 |
(*) Shares owned by his wife, Carla Casadio
We, the undersigned, Mr Filippo Casadio, Chairman, and Ms Elena Casadio, Manager responsible for preparing the corporate accounting documents of IRCE S.p.A., hereby certify, taking into account the provisions of Article 154-bis, paragraph 5, of Italian Legislative Decree No. 58 of 24 February 1998:
of the administrative and accounting procedures used to prepare the consolidated financial statements.
In addition, we hereby certify that the consolidated financial statements:
Imola, 13 March 2015
| ASSETS | Notes | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| NON-CURRENT ASSETS | |||
| Intangible assets | 1 | 309,760 | 366,379 |
| Property, plant and equipment | 2 | 17,046,154 | 19,417,068 |
| Equipment and other tangible fixed assets | 2 | 961,774 | 913,903 |
| Fixed assets under construction and advances | 2 | 276,688 | 182,869 |
| Non-current financial assets and receivables | 3 | 15,133,879 | 17,669,158 |
| (of which: related parties) | 15,133,711 | 17,668,990 | |
| Equity investments | 3 | 75,880,929 | 75,290,414 |
| Non-current tax receivables | 4 | 811,582 | 811,582 |
| Deferred tax assets | 5 | 1,146,624 | 1,449,886 |
| TOTAL NON-CURRENT ASSETS | 111,567,390 | 116,101,259 | |
| CURRENT ASSETS | |||
| Inventories | 6 | 69,062,984 | 54,995,992 |
| Trade receivables | 7 | 47,472,850 | 47,266,274 |
| Receivables due from subsidiaries | 8 | 7,706,694 | 9,644,240 |
| Current tax receivables | 9 | 431,207 | 379,215 |
| Receivables due from others | 10 | 1,083,241 | 486,469 |
| Current financial assets | 11 | 1,185,817 | 619,476 |
| Cash and cash equivalents | 12 | 866,788 | 958,318 |
| TOTAL CURRENT ASSETS | 127,809,581 | 114,349,984 | |
| TOTAL ASSETS | 239,376,971 | 230,451,243 | |
| SHAREHOLDERS' EQUITY AND LIABILITIES | Notes | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| SHAREHOLDERS' EQUITY | |||
| SHARE CAPITAL | 13 | 14,626,560 | 14,626,560 |
| RESERVES | 13 | 122,282,393 | 121,817,506 |
| PROFIT FOR THE PERIOD | 13 | 1,034,876 | 857,479 |
| TOTAL SHAREHOLDERS' EQUITY | 137,943,829 | 137,301,545 | |
| NON-CURRENT LIABILITIES | |||
| Provisions for risks and charges | 14 | 6,474,896 | 5,382,573 |
| Employee benefits' provisions | 15 | 4,804,424 | 4,905,925 |
| TOTAL NON-CURRENT LIABILITIES | 11,279,320 | 10,288,498 | |
| CURRENT LIABILITIES | |||
| Current financial liabilities | 16 | 50,931,024 | 63,050,841 |
| Trade payables | 17 | 30,268,193 | 12,801,583 |
| Payables due to subsidiaries | 18 | 1,512,946 | 543,009 |
| Tax payables | 19 | 1,419,614 | 639,791 |
| Social security contributions | 20 | 1,867,843 | 1,923,529 |
| Other current liabilities | 21 | 4,154,202 | 3,902,447 |
| TOTAL CURRENT LIABILITIES | 90,153,822 | 82,861,200 | |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 239,376,971 | 230,451,243 |
| Notes | 31/12/2014 | 31/12/2013 | |
|---|---|---|---|
| Revenues | 22 | 220,447,620 | 234,284,167 |
| (of which: related parties) | 10,990,357 | 12,744,929 | |
| Other revenues and income | 23 | 676,004 | 977,760 |
| (of which: related parties) | 53,382 | 84,630 | |
| TOTAL REVENUES | 221,123,624 | 235,261,927 | |
| Costs for raw materials and consumables | 24 | (177,035,741) | (179,124,784) |
| (of which: related parties) | (2,725,965) | (1,297,765) | |
| Change in inventories of work in progress and finished goods |
4,073,380 | (6,408,023) | |
| Costs for services | 25 | (23,631,973) | (24,059,115) |
| (of which: related parties) | (787,698) | (720,908) | |
| Personnel costs | 26 | (17,444,907) | (16,463,035) |
| Amortisation/depreciation | 27 | (3,329,617) | (3,390,950) |
| Provisions and write-downs | 28 | (957,434) | (1,136,721) |
| Other operating costs | 29 | (539,717) | (630,297) |
| EBIT | 2,257,615 | 4,049,002 | |
| Write-down of equity investments | 30 | (2,299,605) | (1,024,543) |
| Financial income / (charges) | 31 | 3,056,045 | (864,738) |
| (of which: related parties) | 107,721 | 215,982 | |
| PROFIT BEFORE TAX | 3,014,055 | 2,159,721 | |
| Income taxes | 32 | (1,979,179) | (1,302,242) |
| PROFIT FOR THE PERIOD | 1,034,876 | 857,479 |
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME | 31.06.2014 | 31.12.2013 |
|---|---|---|
| €/000 | ||
| PROFIT / (LOSS) | 1.035 | 857 |
| Net profit / (loss) from Cash Flow Hedge | 30 | 72 |
| Income taxes | (8) | (20) |
| 22 | 52 | |
| Total other profit / (loss); net of tax which may be subsequently reclassified to profit / (loss) for the year |
22 | 52 |
| Net profit / (loss) - IAS 19 | (198) | 189 |
| Income taxes | 54 | (52) |
| (144) | 137 | |
| Total other profit / (loss) net of tax, which will not subsequently reclassified to profit / (loss) for the year |
(144) | 137 |
| TOTAL VARIATION | (122) | 189 |
| Total comprehensive profit / (loss), net of taxes | 91 2 |
1.046 |
| Share capital | Other reserves | Reatined earnings | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| €/000 | Share capital |
Own shares |
Share premium reserve |
Own shares (shares premium) |
Other reserves |
Legal reserve |
Extraordinary reserve |
Cash Flow Hedge reserve |
Undivide d profit |
Actuarial reserve |
Result for the period |
Total |
| Balance as of 31 december 2011 | 14.627 | (996) | 40.539 | (406) | 43.087 | 2.925 | 26.755 | (74) | 6.462 | (525) | 4.388 | 136.779 |
| Result for the year Other comprehensive profit/(loss) |
52 | 137 | 857 | 857 189 |
||||||||
| Total profit/(loss) from statement of comprehensive income |
52 | 137 | 857 | 1.046 | ||||||||
| Allocation of the result of the previous year Dividends |
4.388 (524) |
(4.388) | (524) | |||||||||
| Balance as of 31 december 2012 | 14.627 | (996) | 40.539 | (406) | 43.087 | 2.925 | 30.619 | (22) | 6.462 | (388) | 857 | 137.301 |
| Result for the year | 1.035 | 1.035 | ||||||||||
| Other comprehensive profit/(loss) Total profit/(loss) from statement of |
22 | (144) | (122) | |||||||||
| comprehensive income | 22 | (144) | 1.035 | 912 | ||||||||
| Allocation of the result of the previous year | 857 | (857) | ||||||||||
| Dividends | (262) | (262) | ||||||||||
| Purchase and sale of own shares | (3) | (6) | (9) | |||||||||
| Balance as of 31 december 2013 | 14.627 | (999) | 40.539 | (412) | 43.087 | 2.925 | 31.214 | 0 | 6.462 | (532) | 1.035 | 137.944 |
With regard to the items of consolidated shareholders' equity, please refer to note 12.
| SEPARATED STATEMENT OF CASH FLOWS | Note | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| €/000 | |||
| OPERATING ACTIVITIES | |||
| Net profit for the period | 1.035 | 857 | |
| Adjustmenrts for: | |||
| Amortization/depreciation | 24 | 3.330 | 3.391 |
| Change in deferred taxes | 5 | 303 | (5) |
| (Gains)/losses from disposal of fixed assets | (10) | (106) | |
| (Gains) /losses on unrealized translation difference | 28 | (290) | (61) |
| Taxes | 27 | (1.979) | 1.379 |
| Financial income/(loss) | (2.275) | 606 | |
| Operating profit/(loss) before change in working capital | 114 | 6.061 | |
| Taxes paid | (746) | (1.623) | |
| Decrease (increase) in inventory | (14.067) | 13.125 | |
| Change in current assets and liabilities | 20.600 | 3.789 | |
| Change in current assets and liabilities to related parties | 2.907 | (1.325) | |
| Change in non current assets and liabilities | 2.564 | 632 | |
| Change in non current assets and liabilities to related parties | 2.535 | 7.109 | |
| CASH FLOW PROVIDED BY OPERATING ACTIVITIES | 13.908 | 27.768 | |
| INVESTING ACTIVITIES | |||
| Investments in intangible assets | 1 | (46) | (229) |
| Investments in tangible assets | 2 | (1.137) | (1.616) |
| Equity investments | (2.163) | (14.981) | |
| Proceeds from disposal | 150 | 431 | |
| CASH FLOW USED IN INVESTMENTS ACTIVITIES | (3.196) | (16.395) | |
| FINANCIAL ACTIVITIES | |||
| Repayement of borrowings | 13 | (2.204) | (2.204) |
| Change in current other financial payables | 13 | (9.916) | (9.236) |
| Change in current financial assets | (566) | 100 | |
| Interest paid | 16 | (1.204) | (2.467) |
| Interest received | 10 | 3.480 | 1.860 |
| Dividend paid | (262) | (524) | |
| Change in minority shareholders' capital | (122) | 189 | |
| Shares buy back | (9) | 0 | |
| CASH FLOW PROVIDED BY FINANCING ACTIVITIES | (10.803) | (12.282) | |
| NET CASH FLOW FOR THE PERIOD | (91) | (909) | |
| CASH AND EQUIVALENT AT THE BEGINNING OF THE PERIOD | 11 | 958 | 1.867 |
| TOTAL NET CASH FLOW FOR THE PERIOD | (91) | (909) | |
| CASHAND EQUIVALENT AT THE END OF YEAR | 11 | 867 | 958 |
These annual financial statements as of 31 December 2014 were authorised for publication by the Board of Directors on 13 March 2015.
IRCE S.p.A. (henceforth also referred to as the "Company") is a company incorporated under the law of the Italian Republic and has its registered office in via Lasie 12/a, Imola (Italy), Economic & Administrative Index No. 266734 BO 001785.
IRCE S.p.A. owns four manufacturing plants and is one of the major industrial players in Europe in winding wires, as well as in low-voltage electrical cables in Italy.
Its plants are located in Imola (Bologna), Guglionesi (Campobasso), Umbertide (Perugia), and Miradolo Terme (Pavia).
The annual financial statements for the year 2014 were prepared in accordance with the IFRSs (International Financial Reporting Standards) issued by the IASB (International Accounting Standards Board) and endorsed by the European Union. The term IFRS also refers to all revised International Accounting Standards ("IAS") and all interpretations of the International Financial Reporting Interpretations Committee (IFRIC), including those previously issued by the Standing Interpretations Committee (SIC).
The formats used for the financial statements have been prepared in accordance with the provisions of IAS 1; in particular:
Accounting standards, amendments and interpretations applied as of 1 January 2014.
IFRS 11 – Joint Arrangements. The new standard requires a new classification of interests in jointly controlled entities pursuant to IAS 31 – Interests in Joint Ventures, as either "jointly controlled assets" (if the Group has rights to the assets and obligations for the liabilities of the arrangement) or interests in "joint ventures" (if the Group has rights to the net assets of the arrangement).
The classification of the arrangements is based on the rights and obligations arising from them as well as their legal form.
The Group adopted this new standard starting from 1 January 2014. Its adoption did not have any impact.
IFRS 12 – Disclosure of Interests in Other Entities IFRS 12 is a new and comprehensive standard on disclosure requirements for all forms of interests in other entities, including those in subsidiaries, joint arrangements, associates, special purpose entities, and other unconsolidated vehicles. The Group adopted this new standard starting from 1 January 2014. Its adoption did not have any impact on this report.
Offsetting of financial assets and liabilities (Amendments to IAS 32 – Financial Instruments: Presentation effective from 1 January 2014). These amendments clarify some criteria for offsetting financial assets and liabilities and are to be applied retrospectively. The adoption of these amendments did not have any impact on this report.
Recoverable Amount Disclosures for Non-Financial Assets (Amendments to IAS 36 – Recoverable Amounts Disclosures for Non-Financial Assets). These amendments govern the disclosure requirements on the recoverable amount of impaired assets that is based on fair value less costs of disposal starting from 1 January 2014. The adoption of these amendments did not have any impact on this report.
Novation of Derivatives and Continuation of Hedge Accounting (Amendments to IAS 39 – Financial Instruments: Recognition and Measurements). The amendments allow for the continuation of hedge accounting if a derivative financial instrument, designated as a hedging instrument, is novated following the application of legal provisions or regulations, in order to replace the original counterparty and guarantee the fulfilment of the obligation assumed, provided that some conditions are met. The adoption of these amendments did not have any impact.
IFRIC 21 – Levies, an interpretation of IAS 37 - Provisions, Contingent Liabilities and Contingent Assets. The interpretation, effective from 1 January 2014, establishes the recognition of liabilities to pay levies other than income taxes, and specifically which event gives rise to the obligation and the moment the liability is to be recognised. The adoption of this interpretation did not have any impact on this report.
As of the date of these Financial Statements, the competent bodies of the European Union had not yet completed the endorsement process required for the adoption of the following accounting standards, amendments and interpretations:
On 21 November 2013, the IASB published some minor amendments to IAS 19 – Employee Benefits titled "Defined Benefit Plans: Employee Contributions". These amendments concern the simplification of the accounting for contributions to defined benefit plans from employees or third parties in specific cases. These amendments are to be applied retrospectively for annual periods beginning on or after 1 January 2014; early adoption is allowed.
in December 2013, the IASB issued a number of amendments to IFRSs (Annual Improvements to IFRSs - 2010- -2012 Cycle and Annual Improvements to IFRSs - 2011-2013 Cycle). Among other things, these amendments address mainly the following: the definition of vesting conditions in IFRS 2 – Share-based Payment, the disclosures on estimates and judgements used in grouping operating segments in IFRS 8 – Operating Segments, the identification and disclosure of a related party transaction arising when a service company provides key management personnel services to the reporting entity in IAS 24 – Related Party Disclosures, the exclusion from the scope of IFRS 3 – Business Combinations of all kinds of joint arrangements (as defined in IFRS 11 – Joint Arrangements), and clarification on the exceptions to IFRS 13 – Fair Value Measurement. The amendments are applicable for annual periods beginning on or after 1 January 2015.
in May 2014, the IASB issued amendments to IFRS 11 – Joint Arrangements: Accounting for Acquisitions of Interest in Joint Operations, providing clarification on the accounting for acquisitions of interests in Joint Operations constituting a business. The amendments are to be applied retroactively for annual periods beginning on or after 1 January 2016. Early application is allowed.
in May 2014, the IASB issued an amendment to IAS 16 - Property, Plant and Equipment and IAS 38 - Intangible Assets. The IASB clarified that the use of revenue-based methods to calculate the depreciation of an asset is not appropriate, since the revenue generated by an activity that includes the use of an asset generally reflects factors other than the consumption of the economic benefits embodied in the asset. Furthermore, the IASB also introduced a presumption that the use of revenue-based methods to calculate the consumption of the economic benefits generated by an intangible asset is not appropriate. However, this presumption can be rebutted in certain limited circumstances. The amendments are effective for annual periods beginning on or after 1 January 2016. Early application is allowed.
in May 2014, the IASB issued IFRS 15 - Revenue from Contracts with Customers, which requires an entity to recognise revenue when control of goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for said products or services. For this purpose, the new revenue recognition model establishes a process in five steps. Furthermore, the new standard requires additional disclosures on the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The new standard is to be applied for annual periods beginning on or after 1 January 2017. Early adoption is allowed.
in July 2014, the IASB issued IFRS 9 – Financial Instruments. The series of changes in the new standard includes the introduction of a logical approach for the classification and measurement of financial instruments that is driven by cash flow characteristics and the business model in which an asset is held, a single expected-loss impairment model, and a substantially reformed approach to hedge accounting. The new standard is to be applied retroactively for annual periods beginning on or after 1 January 2018. Early adoption is allowed.
IRCE S.p.A. will adopt these new standards, amendments and interpretations based on the relevant application dates and will assess the potential impact after they are endorsed by the European Union.
The functional and presentation currency adopted by IRCE S.p.A. is the Euro. The following criteria were used:
Tangible fixed assets are measured at their purchase cost after deducting discounts and rebates, or at the construction cost, including directly attributable costs less any accumulated depreciation and accumulated impairment losses.
At the time of the transition to the IFRSs, certain elements of the items "land and buildings" and "industrial machinery and equipment" were measured by adopting the re-determined value, which was equal to the fair value at the date of the transition to the IFRSs. This value was then used as the deemed cost at the transition date, generating an FTA - First Time Adoption reserve.
The carrying amount of tangible assets is tested for impairment if events or changes in circumstances indicate that it might be impaired. If there is any such indication, and the asset's carrying amount exceeds its recoverable amount, the asset is written down to this lower value. The recoverable amount of tangible assets is the higher of net price to sell and value in use.
Depreciation, in accordance with IFRSs, is calculated using the straight-line method and on the basis of rates reflecting the estimated useful life of the assets to which they refer.
Costs incurred after the acquisition are only capitalised if they result in an increase in the intrinsic future economic benefits of the asset to which they refer; if this is not the case, they are recognised as an expense when incurred.
On disposal, or when no future economic benefits are expected from the use of an asset, this is derecognised from the financial statements and any gain or loss (calculated as the difference between the disposal value and the carrying amount) is recognised in profit or loss in the year the asset is derecognised.
Land, including that ancillary to buildings, is not depreciated.
Fixed assets under construction and advances paid for the acquisition of tangible fixed assets are measured at cost. Depreciation begins when the assets is available and ready for use; at this date, they are classified within their specific category.
Intangible fixed assets are recognised under assets, in accordance with the provisions of IAS 38 (Intangible Assets) when it is probable that the use of the asset will generate future economic benefits and when the cost of the asset can be determined in a reliable manner.
Intangible fixed assets that are acquired separately are initially capitalised at cost, while those acquired through business combination transactions are capitalised at their fair value at their acquisition date.
After initial recognition, intangible fixed assets are measured at cost less any accumulated amortisation and accumulated impairment losses. Internally generated intangible fixed assets, with the exception of development costs, are not capitalised and are recognised in profit or loss as incurred. The Company capitalises development costs only when there is reasonable certainty they will be recovered. The useful life of intangible fixed assets is either finite or indefinite. Intangible assets with a finite useful life are amortised over their useful life and tested for impairment whenever there is an indication of a potential impairment loss. The amortisation period and the amortisation method applied are reviewed at the end of each financial year or more frequently, if necessary. Changes in the expected useful life, or in the manner the Company obtains the future economic benefits associated with the intangible asset, are recognised by modifying the amortisation period or the amortisation method and treated as changes in accounting estimates. The amortisation charges for intangible assets with finite useful lives are recognised in profit or loss within the cost category that is consistent with the function of the intangible asset.
IRCE did not recognise intangible assets with an indefinite useful life.
Gains or losses arising from the disposal of an intangible fixed asset are measured as the difference between the net disposal proceeds and the carrying amount of the intangible fixed asset, and are recognised in profit or loss when the fixed asset is disposed of.
Equity investments
Equity investments in subsidiaries and associates are recognised at cost, adjusted for any impairment losses. The positive difference, arising at the time of purchase, between the acquisition cost and the Company's share of the fair value of the shareholders' equity of the investee is thus included in the carrying amount of the equity investment.
If the Company's share of the investee's losses exceeds the carrying amount of the equity investment, the latter is reduced to zero, additional losses are provided for, and a liability is recognised to the extent the Company has incurred obligations concerning them.
Equity investments in companies other than subsidiaries and associates (with percentages of ownership significantly lower than 20%) are classified, at the time of the acquisition, amongst "available for sale" financial assets or "other financial assets measured at fair value through profit or loss" under either current or non-current assets.
The above-mentioned investments are measured at fair value, or at cost in the case of non-listed equity investments or those whose fair value is not reliable, or cannot be determined, adjusted for impairment losses. Changes in the value of equity investments classified as assets measured at fair value through profit or loss are directly recognised in the income statement. Changes in the value of equity investments classified as available for sale are recognised in a shareholders' equity reserve that will be transferred to the income statement at the time of the sale. IRCE does not hold financial assets classified as "available for sale".
Non-current receivables and other assets
Non-current receivables and other assets consist of receivables due from subsidiaries as well as deferred tax assets and other items.
Receivables and other financial assets to be held until maturity are recognised at cost, represented by the fair value of the initial consideration given increased by transaction costs. The amount at initial recognition is subsequently adjusted for principal reimbursements and any write-downs.
Inventories are measured at the lower of cost and net realisable value. The costs incurred are recognised as follows:
The net realisable value is the normal price to sell less the estimated costs to complete and estimated costs to sell.
Receivables are recognised at their fair value, which is their nominal amount less any impairment losses. With regard to trade receivables, an impairment provision is made when there is objective evidence (such as, for example, the probability of insolvency or significant financial difficulty of the debtor) that the company will not be able to recover all the amounts due on the basis of the original terms of the invoice. The carrying amount of the receivable is reduced using a specific allowance account. Impaired receivables are written off when it is determined that they are not recoverable.
Cash and cash equivalents include cash on hand as well as demand and short-term bank deposits recognised at their nominal amounts; in the latter case, the original maturity shall not exceed three months.
Payables are recognised at their nominal amount if they are due within the subsequent year; they are measured with the amortised cost method if due after 12 months.
Financial liabilities consisting of loans are initially recognised at their fair value increased by transaction costs; subsequently, they are measured at their amortised cost, i.e. at their initial amount less already made principal reimbursements and adjusted (increased or decreased) on the basis of the amortisation (using the effective interest method) of any differences between the initial amount and the amount at maturity.
A financial asset (or, where applicable, part of a financial asset or part of a group of similar financial assets) is derecognised when:
In cases where the Company transferred its rights to receive cash flows from an asset and has not substantially transferred nor withheld all the risks and rewards or has not lost control over the asset, this is recognised in the financial statements of the Group to the extent of the latter's continuing involvement in the asset. The continuing involvement – which takes the form of guaranteeing the transferred asset – is measured at the lower of the initial carrying amount of the asset and the maximum amount of the consideration that the Company could be required to pay.
In cases where the continuing involvement takes the form of an option that is issued and/or acquired with respect to the transferred asset (including cash-settled options, or similar options), the extent of the Company's involvement corresponds to the amount of the transferred asset which the Company may buy back; however, in the case of a put option which is issued on an asset that is measured at fair value (including the options settled in cash or with similar provisions), the extent of the Company's continuing involvement is limited to the lower of the fair value of the transferred asset and the exercise price of the option.
Financial liabilities
A financial liability is derecognised when the obligation underlying the liability is settled, cancelled or discharged.
If an existing financial liability is replaced by another from the same lender – and with substantially different terms – or if the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, recognising any differences between the carrying amounts through profit or loss.
Provisions for risks and charges include provisions arising from present obligations (legal or constructive) as a result of past events and for which an outflow of resources is probable. Changes in estimates are reflected in the income statement for the period in which the change occurs. If the effect of discounting the value of money is material, the provisions are discounted using a pre-tax discount rate that reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision that arises from the passage of time is recognised as a financing cost.
Employee benefits substantially include employee termination indemnities as well as retirement funds. Italian Law No. 296 of 27 December 2006 "2007 Financial Act" introduced significant changes to the allocation of quotas of the employee termination indemnities. Up until 31 December 2006, employee termination indemnities were part of post-employment benefit plans of the "defined benefit plans" type, and were measured, in accordance with IAS 19, by independent actuaries using the projected unit credit method. This calculation consists in estimating the amount of the benefit an employee will receive on the estimated date of termination of the work relationship by using demographical and financial assumptions. The amount determined in this manner is discounted and recalculated on the basis of the accrued service as a proportion of the total length of service and represents a reasonable estimate of the benefits each employee has already earned for past service.
Following the occupational pension reform, the provisions for employee termination indemnities – for the amounts accruing from 1 January 2007 - should be considered essentially comparable to a "defined contribution plan". More specifically, these changes gave employees the opportunity to choose how to allocate their accruing employee termination indemnities: in companies with more than 50 employees, employees can decide to transfer the accruing employee termination indemnities into pre-defined pension schemes or keep them with the company, which will transfer them to INPS (Italy's social security institute).
In summary, following the occupational pension reform and with regard to the employee termination indemnities accrued before 2007, the Group actuarially measured them without including the component referring to future salary increases. The benefits subsequently accrued were instead recognised in accordance with the methods for defined contribution plans.
The company used derivative financial instruments such as forward contracts for the purchase and sale of copper in order to hedge against its exposure to the risk of changes in raw material prices as well as forward contracts for the purchase of USD.
Any gains or losses arising from changes in the fair value of derivatives, which are outstanding as of the reporting date and do not qualify for hedge accounting, are recognised directly in profit or loss.
The fair value of forward contracts for the sale of copper outstanding as of the reporting date is determined on the basis of forward prices of copper with reference to the maturity dates of contracts outstanding as of the reporting date.
For the purposes of hedge accounting, hedges are classified as:
At the inception of a hedge, the company formally designates and documents the hedging relationship to which it intends to apply hedge accounting as well as its risk management objectives and the pursued strategy. The documentation includes the identification of the hedging instrument as well as of the hedged item or transaction, the nature of the risk, and how the company intends to measure the effectiveness of the hedge in offsetting the exposure to changes in the fair value of the hedged item or cash flows attributable to the hedged risk.
These hedges are expected to be highly effective in offsetting the exposure of the hedged item to changes in the fair value or cash flows attributable to the hedged risk. The measurement of the effectiveness of these hedges is conducted on an ongoing basis during the years in which they have been designated.
If the company reacquires its own shares, these are deducted from shareholders' equity. In particular, they are measured at their nominal amount in the "Own shares" reserve and the excess of the purchase amount over the nominal amount is accounted for as a deduction from "Other reserves". The purchase, sale, issue or cancellation of equity instruments does not result in the recognition of any gain or loss in the income statement, but is rather recognised directly as a change in shareholders' equity.
Revenues are recognised, in accordance with the provisions of IAS 18, to the extent that it is probable that the economic benefits will flow to the company and the relevant amount can be measured reliably. The following specific revenue recognition criteria must always be complied with for revenues to be recognised in the income statement.
Revenue is recognised when the company has transferred the significant risks and rewards of ownership of the good, generally on the date the good is shipped.
Interest
Interest is recognised as financial income after establishing that interest income has accrued (this is done using the effective interest method: the effective interest rate is the rate that exactly discounts estimated future cash flows through the expected life of the financial instrument to the net carrying amount of the financial asset).
Revenues are recognised when the shareholder's right to receive payment is established.
Costs are recognised on an accrual basis. Research, advertising and promotional costs are recognised in the income statement in the year in which they are incurred.
Financial income and charges are recognised immediately in profit or loss.
Current taxes
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to taxation authorities. The tax rates and tax laws used to calculate the amount are those that have been enacted or are expected to apply as of the reporting date.
Deferred tax assets and liabilities
Deferred tax assets and liabilities are calculated using the so-called liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except when:
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognised deferred tax assets are reviewed on an annual basis at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the deferred tax assets to be recovered.
Deferred tax assets or liabilities relating to items recognised directly in equity are recognised directly in equity and not in profit or loss.
The preparation of the financial statements and the relevant notes in accordance with IFRS requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the reporting date. Actual results could differ from these estimates. Estimates are used mainly to recognise the provisions for credit risks as well as amortisation/depreciation, taxes, and other provisions and funds. The estimates and assumptions are reviewed periodically and the effects of each change are immediately reflected in profit or loss.
The Company uses the following types of derivative instruments:
• Derivative instruments related to copper forward sale transactions with maturity after 31 December 2014. The Company entered into sale contracts to hedge against price decreases relating to the availability of raw materials The fair value of copper forward contracts outstanding at the reporting date is determined on the basis of forward prices of copper with reference to the maturity dates of contracts outstanding at the reporting date. These transactions do not satisfy the conditions required for recognising these instruments as hedging instruments for the purposes of hedge accounting.
A summary of derivative contracts related to commodities (copper) for forward sales outstanding at 31 December 2014 is shown below:
| Measurement unit of the notional amount |
Notional amount with maturity within one year (tons) |
Notional amount with maturity after one year |
Result with fair value measurement as of 31/12/2014 €/000 |
|---|---|---|---|
| Tons | 2,275 | 0 | 726 |
• Derivative instruments related to USD forward purchase commitments with maturity after 31 December 2014. These transactions do not satisfy the conditions required for recognising these instruments as hedging instruments for the purposes of cash flow hedge accounting.
A summary of derivative contracts related to USD forward purchases outstanding at 31 December 2014 is shown below:
| Measurement unit of the notional amount |
Notional amount with maturity within one year (€/000) |
Notional amount with maturity after one year |
Result with fair value measurement as of 31/12/2014 €/000 |
|---|---|---|---|
| USD | 13,000 | 0 | 290 |
The fair value of forward contracts for currency purchases outstanding at 31 December 2013 was determined on the basis of forward currency prices with reference to the maturity dates of contracts outstanding at the reporting date.
Here below is the breakdown of financial instruments referring to the items of the financial statements:
| As of 31 December 2014 - €/000 | Loans and receivables |
Derivatives with a balancing entry in the Income Statement |
Derivatives with a balancing entry in shareholders' equity |
Total |
|---|---|---|---|---|
| Non-current financial assets | ||||
| Non-current tax receivables | 812 | 812 | ||
| Other non-current financial assets and receivables | 15,134 | 15,134 | ||
| Current financial assets | ||||
| Trade receivables | 55,180 | 55,180 | ||
| Current tax receivables | 431 | 431 | ||
| Receivables due from others | 1,084 | 1,084 | ||
| Other current financial assets | 170 | 1,016 | 1,186 | |
| Cash and cash equivalents | 867 | 867 | ||
| as of 31 December 2013 - €/000 | Loans and receivables |
Derivatives with a balancing entry in the Income Statement |
Derivatives with a balancing entry in shareholders' equity |
Total |
|---|---|---|---|---|
| Non-current financial assets | ||||
| Non-current tax receivables | 812 | 812 | ||
| Other non-current financial assets and receivables | 17,669 | 17,669 | ||
| Current financial assets | ||||
| Trade receivables | 56,910 | 56,910 | ||
| Current tax receivables | 379 | 379 | ||
| Receivables due from others | 486 | 486 | ||
| Other current financial assets | 619 | 619 | ||
| Cash and cash equivalents | 958 | 958 | ||
| As of 31 December 2014 - €/000 | Other financial liabilities |
Derivatives with a balancing entry in the Income Statement |
Derivatives with a balancing entry in shareholders' equity |
Total |
|---|---|---|---|---|
| Non-current financial liabilities | ||||
| Financial payables | - | - | ||
| Current financial liabilities | ||||
| Trade payables | 31,781 | 31,781 | ||
| Other payables | 3,287 | 3,287 | ||
| Financial payables | 50,931 | 50,931 | ||
| As of 31 December 2013 - €/000 | Other financial liabilities |
Derivatives with a balancing entry in the Income Statement |
Derivatives with a balancing entry in shareholders' equity |
Total |
|---|---|---|---|---|
| Non-current financial liabilities | ||||
| Financial payables | - | - | ||
| Current financial liabilities | ||||
| Trade payables | 13,345 | 13,345 | ||
| Other payables | 6,466 | 6,466 | ||
| Financial payables | 62,563 | 458 | 30 | 63,051 |
A comparison between the carrying amount of financial instruments held by the Company and their fair value did not reveal significant differences.
IFRS 7 defines the following three levels of fair value for measuring the financial instruments recognised in the statement of financial position:
• Level 3: inputs not based on observable market data.
The following tables shows the assets and liabilities that are measured at fair value as of 31 December 2014 and as of 31 December 2013 broken down by level of fair value hierarchy (€/000):
| 2014 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets: | ||||
| Derivative financial | - | 1,016 | - | 1,016 |
| instruments | ||||
| Total assets | - | 1,016 | - | 1,016 |
| Liabilities: Derivative financial |
- | - | - | - |
| instruments | ||||
| Total liabilities | - | - | - | - |
| 2013 | Level 1 | Level 2 | Level 3 | Total |
| Assets: | ||||
| Derivative financial | - | - | - | - |
| instruments | ||||
| Total assets | - | - | - | - |
| Liabilities: Derivative financial |
- | 488 | - | 488 |
| instruments | ||||
| Total liabilities | - | 488 | - | 488 |
During the year, there were no transfers between the three fair value levels specified in IFRS 7.
In accordance with the provisions of IFRS 8, an operating segment is a component of an entity: a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity);
b) whose operating results are regularly reviewed by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance; and c) for which discrete financial information is available.
With regard to the two types of products sold, as from 2011, IRCE's management only monitors the breakdown of revenues between winding wires and cables; with regard to the residual amount which is not allocated, reference is made to revenues from the sale of other materials and services which cannot be classified within the two types of products sold.
Revenues are then analysed by geographical area (revenues from Italian customers, non-Italian customers in the EU and non-EU customers).
The winding wire segment supplies manufacturers of engines and electric generators, transformers, relays and electromagnetic valves.
The cable segment supplies the following industries: construction, civil and industrial engineering (cabling), and consumer durable goods (electrical devices).
| €/000 | 2014 | 2013 | ||||||
|---|---|---|---|---|---|---|---|---|
| Winding wires | Cables | Not allocated |
Total | Winding wires | Cables | Not allocated |
Total | |
| Revenues | 172,186 | 48,223 | 38 | 220,448 | 184,257 | 49,936 | 91 | 234,284 |
| 2014 | 2013 | |||||||
|---|---|---|---|---|---|---|---|---|
| €/000 | Italy | EU (Italy not included) |
Non-EU | Total | Italy | EU (Italy not included) |
Non-EU | Total |
| Revenues | 106,502 | 94,526 | 19,419 | 220,448 | 106,507 | 108,863 | 18,914 | 234,284 |
This item refers to intangible assets from which future economic benefits are expected. The changes in their net carrying amount are shown below:
| €/000 | Patent and intellectual property rights |
Licenses, trademarks, similar rights and multi-year charges |
Fixed assets under development |
Total |
|---|---|---|---|---|
| Net carrying amount as of 31/12/2013 |
20 | 157 | 189 | 366 |
| Changes during the period . Investments |
46 | - | - | 46 |
| . Reclassifications . Amortisation/depreciation |
- (43) |
- (60) |
- - |
- (103) |
| Total changes | 3 | (60) | - | (57) |
| Net carrying amount as of 31/12/2014 |
23 | 97 | 189 | 309 |
A description of intangible assets and the amortisation method used is shown in the following table.
| Fixed asset | Useful life |
Rate | Internally produced or acquired |
Impairment test |
|---|---|---|---|---|
| Patent and intellectual property rights |
Finite | 50% | Acquired | Review of the amortisation method at each reporting date and impairment test in the presence of indicators of impairment |
| Concessions and licenses | Finite | 20% | Acquired | Review of the amortisation method at each reporting date and impairment test in the presence of indicators of impairment |
| Trademarks and similar rights |
Finite | 5.56% | Acquired | Review of the amortisation method at each reporting date and impairment test in the presence of indicators of impairment |
The amortisation rates for other intangible fixed assets were determined as a function of their specific residual useful lives and are reviewed at each reporting date.
Each year, the Company incurs R&D expenses that are recognised in profit or loss, as they do not meet the conditions for capitalisation pursuant to IAS 38.
| Plant and | Industrial and commercial |
Other | Fixed assets under construction and |
||||
|---|---|---|---|---|---|---|---|
| €/000 | Land | Buildings | equipment | equipment | assets | advances | Total |
| Net carrying amount as of 31/12/2012 |
7,836 | 6,175 | 6,428 | 691 | 341 | 1,019 | 22,490 |
| Changes during the period | |||||||
| . Investments | - | 49 | 1,063 | 220 | 133 | 151 | 1,616 |
| . Reclassifications | - | - | 667 | - | 3 (670) |
- | |
| . Divestments . Depreciation related to |
- | - | (1,175) | (155) | (166) | (319) | (1,815) |
| disposals | - | - | 1,175 | 154 | 161 | - | 1,490 |
| . Depreciation of the year | - | (626) | (2,174) | (339) | (129) | - | (3,268) |
| Total changes | - | (577) | (444) | (120) | 2 (837) |
(1,976) | |
| Net carrying amount as of | |||||||
| 31/12/2013 | 7,836 | 5,598 | 5,984 | 571 | 343 | 183 | 20,514 |
| €/000 | Land | Buildings | Plant and equipment |
Industrial and commercial equipment |
Other assets |
Fixed assets under construction and advances |
Total |
|---|---|---|---|---|---|---|---|
| Net carrying amount as of | |||||||
| 31/12/2013 | 7,836 | 5,598 | 5,984 | 571 | 343 | 183 | 20,514 |
| Changes during the period | |||||||
| . Investments | - | 16 | 414 | 406 | 131 | 170 | 1,137 |
| . Reclassifications | - | - | 49 | - | - (49) |
- | |
| . Divestments | - | - | (723) | (24) | (290) | (27) | (1,064) |
| . Depreciation related to | |||||||
| disposals | - | - | 620 | 17 | 286 | - | 923 |
| . Depreciation of the year | - | (616) | (2,132) | (335) | (144) | - | (3,227) |
| Total changes | - | (600) | (1,772) | 64 | (17) | 94 | (2,231) |
| Net carrying amount as of | |||||||
| 31/12/2014 | 7,836 | 4,998 | 4,212 | 635 | 326 | 277 | 18,283 |
Depreciation was calculated on the basis of rates that were deemed representative of the estimated useful life of the relevant tangible fixed assets. The rates applied on an annual basis are included in the following ranges:
| Buildings | 3.0% - 10.0% |
|---|---|
| Plant and equipment | 7.5% - 17.5% |
| Industrial and commercial equipment | 25.0% - 40.0% |
| Other assets | 12.0% - 25.0% |
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Non-current financial assets and receivables - Equity investments |
15,134 75,881 |
17,669 75,290 |
| Total | 91,015 | 92,959 |
Receivables due from subsidiaries
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - DMG GmbH | 1,925 | 2,851 |
| - FD Sims Ltd | 6,647 | 6,606 |
| - IRCE S.L | 1,038 | 626 |
| - IRCE Ltda | 3,629 | 5,752 |
| - ISODRA GmbH | 1,895 | 1,834 |
| Total | 15,134 | 17,669 |
The receivables reported above refer to intra-group interest bearing loans.
The list of equity investments included in Attachment 2 forms part of these Explanatory Notes.
The higher carrying amount of the equity investments in FD Sims Ltd and IRCE Ltda compared to the shareholders' equity of these companies was tested for impairment. This test was carried out projecting the cash flows estimated in the most recent business plan, which Management approved separately and prior to these financial statements. These business plans were drafted over a period of five years and reflect past experience while excluding any flows deriving from restructuring, optimisation or improvements of operations. The terminal value of the Cash Generating Unit (CGU) was estimated on the basis of a cash flow (equal to the cash flow of the last period) discounted at growth rates (g) equal to 0.0% for FD Sims Ltd and 8.0% for IRCE Ltda over an infinite period of time.
The nominal WACC, net of the tax effect, used in the test was equal to 7.4% for FD Sims Ltd and 13.5% for IRCE Ltda; the risk premium inherent in the cost of equity was equal to 7.4% and is common among companies in the sector, while the borrowing rate used is the average rate paid by the Company to obtain interest-bearing funds. The test did not indicate the need to make adjustments to the reported amount. The rates used were determined by taking into account the market rates on the basis of the current economic situation. In addition, and with reference to the reported amounts of the equity investments, the sensitivity analyses carried out did not indicate a risk profile requiring a write-down.
A sensitivity analysis is shown below, comparing the carrying amount of the CGU's invested capital with the corresponding Equity Value calculated on the basis of a discount rate (WACC) and a growth rate (g) half a percentage point below or above the parameters used.
| "g"=0.0% | WACC | ||
|---|---|---|---|
| €/000 | 6.9% | 7.4% | 7.9% |
| Equity value | 27,102 | 24,867 | 22,917 |
| Carrying amount of equity investment | 9,319 | 9,319 | 9,319 |
| Difference between equity value and | |||
| carrying amount | 17,783 | 15,548 | 13,598 |
| "g"=0.5% | WACC | ||
| €/000 | 6.9% | 7.4% | 7.9% |
| Equity value | 29,167 | 26,624 | 24,426 |
| Carrying amount of equity investment | 9,319 | 9,319 | 9,319 |
| Difference between equity value and | |||
| carrying amount | 19,848 | 17,305 | 15,107 |
As the above tables show, the CGU is not exposed to any risk that would require a write-down.
| (g)=8.0% | WACC | ||
|---|---|---|---|
| €/000 | 13.0% | 13.5% | 14.0% |
| Equity value | 67,840 | 61,449 | 56,125 |
| Carrying amount of equity investment | 56,966 | 56,966 | 56,966 |
| Difference between equity value and | |||
| carrying amount | 10,874 | 4,483 | (841) |
| (g)=7.5% | WACC | ||
|---|---|---|---|
| €/000 | 13.0% | 13.5% | 14.0% |
| Equity value | 62,378 | 56,968 | 52,391 |
| Carrying amount of equity investment | 56,966 | 56,966 | 56,966 |
| Difference between equity value and | |||
| carrying amount | 5,413 | 2 | (4,575) |
| (g)=8.5% | WACC | ||
|---|---|---|---|
| €/000 | 13.0% | 13.5% | 14.0% |
| Equity value | 74,515 | 66,827 | 60,538 |
| Carrying amount of equity investment | 56,966 | 56,966 | 56,966 |
| Difference between equity value and | |||
| carrying amount | 17,549 | 9,861 | 3,572 |
As the above tables show, some scenarios include the possibility of impairment losses; considering that the negative difference of the value in use is entirely attributable to the negative impact of the Euro/Real exchange rate at the year-end, the Directors do not see risk profiles requiring to recognise impairment losses on the equity investment.
This item, equal to €/000 812, refers to the tax credit related to the 2007-2011 IRES (corporate income tax) reimbursement claim, in compliance with Article 2, paragraph 1-quater, of Italian Law Decree No. 201/2011. Lacking precise information from the taxation authorities concerning the reimbursement date, the asset has been classified as non-current.
The item "deferred tax assets" is the net amount of deferred tax assets less deferred tax liabilities, as shown below:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| 1,893 | 2,195 | |
| - Deferred tax assets - Deferred tax liabilities |
(746) | (745) |
| Total | 1,147 | 1,450 |
The Company recognised deferred tax assets for the following items:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Amort./depr. with deferred deductibility | 2 | 6 |
| - Allocations to Provisions for risks and charges | 331 | 264 |
| - Allocations to the taxed Bad debt provision | 663 | 1,103 |
| - Provision for inventory obsolescence | 865 | 782 |
| - Other | 32 | 32 |
| - Cash flow hedge reserve | - | 8 |
| Total | 1,893 | 2,195 |
The table below shows the changes in deferred tax assets during 2014 and 2013:
| Taxed provisions | Depreciation | Other | Total | |
|---|---|---|---|---|
| balance 01.01.2013 | 2.050 | 15 | 69 | 2.135 |
| income statement effect | 99 | (9) | (10) | 80 |
| shareholders' equity effect | (19) | (19) | ||
| balance 31.12.2013 | 2.149 | 6 | 40 | 2.195 |
| income statement effect | (292) | (2) | (294) | |
| shareholders' equity effect | (8) | (8) | ||
| balance 31.12.2014 | 1.857 | 4 | 32 | 1.893 |
The effects on shareholders' equity refer to changes in the cash flow hedge reserve and in the actuarial reserve as per IAS 19.
Deferred tax assets were recognised for temporary differences between the tax bases of assets and liabilities and their carrying amounts and to the extent that it is probable that taxable profit will be available against which these differences can be utilised. In calculating taxes, the Company used a 27.5% rate for IRES (corporate income tax) and a 3.9% rate for IRAP (regional tax on productive activities).
Deferred tax liabilities are broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| . Amortisation/depreciation | 92 | 103 |
| - Foreign exchange gains | 81 | 17 |
| - IAS capital gains on buildings | 108 | 108 |
| - IAS capital gains on land | 465 | 465 |
| - Effect of application of IAS 19 | - | 52 |
| Total | 746 | 745 |
In calculating deferred taxes, the Company used a 27.5% rate for IRES and a 3.9% rate for IRAP.
The table below shows the changes in deferred tax liabilities during 2014 and 2013:
| IAS capital gain on | |||||
|---|---|---|---|---|---|
| Depreciation | land and building | Profit on exchange | IAS 19 effect | Total | |
| balance 01.01.2013 | 113 | 573 | 3 | - | 689 |
| income statement effect | (10) | 14 | 4 | ||
| shareholders' equity effect | 52 | 52 | |||
| balance 31.12.2013 | 103 | 573 | 17 | 52 | 745 |
| income statement effect | (11) | 64 | 53 | ||
| shareholders' equity effect | (52) | ||||
| balance 31.12.2014 | 92 | 573 | 81 | - | 746 |
Inventories are broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Raw materials, ancillary and consumables | 26,057 | 15,969 |
| - Work in progress and semi-finished goods | 8,434 | 7,377 |
| - Finished products and goods | 37,715 | 34,492 |
| - Provision for write-down of raw materials | (2,006) | (2,006) |
| - Provision for write-down of finished products | (1,137) | (836) |
| Total | 69,063 | 54,996 |
Recognised inventories are not pledged nor used as collateral.
The provision for write-downs correspond to the amount that is deemed necessary to hedge existing inventory obsolescence risks as of 31/12/2014, calculated by writing down slow moving packages and finished products.
Inventories were also written down by €/000 823 to their estimated realisable value due to copper sale commitments outstanding at the reporting date, which were lower than the average weighted cost measured as of 31/12/2014.
The table below shows the changes in the provision for write-down of inventories during 2014:
| €/000 | 31/12/2013 | Allocations | Uses | 31/12/2014 |
|---|---|---|---|---|
| Provision for write-down of raw materials |
2,006 | - | - | 2,006 |
| Provision for write-down of finished products and goods |
836 | 301 | - | 1,137 |
| Total | 2,842 | 301 | - | 3,143 |
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Customers/bills receivable - Bad debt provision |
50,196 (2,723) |
51,580 (4,314) |
| Total | 47,473 | 47,266 |
The balance of receivables due from customers is entirely composed of receivables due within the next 12 months.
The slight decrease in gross trade receivables compared to the previous year was primarily due to the decrease in volumes.
The table below shows the changes in the bad debt provision during 2013 and 2012:
| €/000 | 31/12/2012 | Allocations | Uses | 31/12/2013 |
|---|---|---|---|---|
| Bad debt provision | 4,085 | 964 | (735) | 4,314 |
| €/000 | 31/12/2013 | Allocations | Uses | 31/12/2014 |
| Bad debt provision | 4,314 | 648 | (2,239) | 2,723 |
The balance of trade receivables due from subsidiaries was broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - FD Sims LTD | 1,437 | 2,243 |
| - Isolveco SRL | 1,062 | 1,374 |
| - Isomet AG | 695 | 921 |
| - IRCE S.L | 2,165 | 2,020 |
| - DMG | 105 | 1 |
| - ISODRA GmbH | 744 | 471 |
| - IRCE LTDA | 430 | 1,771 |
| - Stable Magnet Wire P.Ltd. | 1,069 | 843 |
| Total | 7,707 | 9,644 |
This item, amounting to €/000 431, refers for €/000 383 to VAT credits and for €/000 48 to tax payments on account exceeding the 2014 tax bill.
The item was broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Advances to suppliers | - | 5 |
| - Accrued income and prepaid expenses | 121 | 103 |
| - Other receivables | 963 | 378 |
| Total | 1,084 | 486 |
"Other receivables" mainly refers to a bonus to be received for electricity consumption in 2014. The increase is largely due to the higher bonus for electricity consumption, which in 2014 was calculated over the full year, as opposed to only 7 months in 2013, as well as an insurance reimbursement.
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Mark to Market copper forward transactions - Mark to Market USD forward transactions |
726 290 |
- - |
| - Fixed deposit for LME transactions | 170 | 619 |
| Total | 1,186 | 619 |
The item "Mark to Market copper forward transactions" refers to the Mark to Market (fair value) measurement of copper forward sales contracts outstanding as of 31/12/2014.
The item "Mark to Market USD forward transactions" refers to the Mark to Market (fair value) measurement of USD forward purchase contracts outstanding as of 31/12/2014.
The item "Fixed deposit for LME transactions" refers to margin calls deposited with brokers for copper forward transactions on the LME (London Metal Exchange).
This item includes bank deposits, cash and cash equivalents.
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Bank and postal deposits | 856 | 948 |
| - Cash and cash equivalents | 11 | 10 |
| Total | 867 | 958 |
Short-term bank deposits are remunerated at floating rates. Bank and postal deposits outstanding as of 31 December 2014 are not subject to constraints or restrictions.
The share capital is composed of 28,128,000 ordinary shares worth € 14,626,560 without par value. The shares are fully subscribed and paid up and bear no rights, privileges or restrictions as far as dividend distribution and capital distribution, if any, are concerned.
In the year 2014, a dividend of €/000 262 (0.01 per share) was distributed.
Here below is the breakdown of reserves:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Own shares (share capital) | (999) | (996) |
| - Share premium reserve | 40,539 | 40,539 |
| - Own shares (share premium) | (412) | (406) |
| - Other reserves | 43,087 | 43,087 |
| - Legal reserve | 2,925 | 2,925 |
| - Extraordinary reserve | 31,212 | 30,619 |
| - Cash flow hedge reserve | - | (23) |
| - IAS 19 reserve | (532) | (389) |
| - Undistributed profits | 6,462 | 6,462 |
| TOTAL | 122,282 | 121,818 |
This reserve refers to the par value and share premium of own shares held by the Company; they are recognised as a deduction from shareholders' equity.
Own shares as of 31 December 2014 amounted to 1,920,324 and corresponded to 6.83% of the share capital.
The number of shares outstanding at the beginning and at the end of the last two years is shown below:
| 26,213 |
|---|
| - |
| 26,213 |
| (5) |
| 26,208 |
This item refers to the higher issue value compared to the par value of IRCE shares issued at the time of the share capital increase when the company was first listed on the stock exchange in 1996.
Other reserves refer to the following:
The extraordinary reserve consists mainly of retained earnings.
This reserve includes the effect of the Mark to Market measurement of derivative hedging contracts outstanding as of 31 December 2014, in accordance with the "cash flow hedging" criterion. It is composed of unrealised gains and losses (net of taxes) arising from the measurement of a financial instrument designated as a cash flow hedge.
The change in the reserve was as follows:
| balance 01.01.2013 | (74) |
|---|---|
| Fair value evaluation Income tax |
72 (20) |
| balance 31.12.2013 | (22) |
| Closing fair value Income tax |
30 (8) |
| balance 31.12.2014 | 0 |
IAS 19 reserve
This reserve includes actuarial gains and losses accumulated as a result of the application of IAS 19 Revised. The change in the reserve was as follows:
| balance 01.01.2013 | (525) |
|---|---|
| IAS 19 evaluation Income tax |
189 (52) |
| balance 31.12.2013 | (388) |
| IAS 19 evaluation | (198) |
| Income tax | 52 |
| balance 31.12.2014 | (532) |
Profit for the year
The profit for the year amounted to €/000 1,035 (€/000 857 as of 31 December 2013).
Provisions for risks and charges were broken down as follows:
| €/000 | 31/12/2013 | Allocations | Uses | 31/12/2014 |
|---|---|---|---|---|
| Provisions for risks and disputes Provision for severance payments to agents Provision for the coverage of losses of IRCE SL |
1,013 290 2,385 |
479 - 383 |
(111) (3) - |
1,381 287 2,768 |
| Provision for the coverage of losses of Isodra GmbH |
1,695 | 344 | - | 2,039 |
| Total | 5,383 | 1,206 | (114) | 6,475 |
Provisions for risks and disputes refer primarily to provisions for various disputes, including the estimate of a liability arising from an official tax audit notice IRCE S.p.A. received from the Italian Internal Revenue Service (Agenzia delle Entrate) in March 2011.
Provision for severance payments to agents refers to allocations made for severance payments relating to outstanding agency contracts.
The table below shows the changes in the Provision for employee defined benefits.
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Employee benefits' provision as of 01/01 | 4,906 | 5,149 |
| Financial charges | 128 | 130 |
| Actuarial (gains)/losses | 198 | (189) |
| Payments | (428) | (184) |
| Employee benefits' provision as of 31/12 | 4,804 | 4,906 |
The Employee benefits' provision is part of the defined benefit plans.
In order to determine the relevant liability, the Company used to Projected Unit Credit Cost method, which consists in the following:
Here below are the demographic assumptions used by the actuary in measuring the employee benefits' provision:
retirement: a probability of 100% was assumed upon meeting the eligibility requirements for the general compulsory insurance (AGO, Assicurazione Generale Obbligatoria);
probability of leaving employment for causes other than death: an annual frequency of 3% was assumed;
In addition, the following economic-financial assumptions were made
| 31/12/2014 | 31/12/2013 | |
|---|---|---|
| Annual discount rate | 1.86% | 2.77% |
| Annual inflation rate | 0.60% for 2015 1.20% for 2016 1.50% for 2017 and 2018 2% from 2019 onwards |
2.00% |
| Annual rate of increase of employee termination indemnities | 1.950% for 2015 2.4% for 2016 2.625% for 2017 and 2018 3% from 2019 onwards |
3.00% |
The IBOXX Eurozone Corporate A index with a 10+ year duration as of the measurement date was used as a benchmark for the 2014 discount rate.
In addition, for comparative purposes, as of 31/12/2014 the DBO, calculated based on the annual discount rate derived from the Iboxx Corporate AA index with a 10+ year duration—1.49% as of the measurement date—was Euro 4,975,329.65.
Here below are the disclosures required by the new IAS 19.
Sensitivity analysis of IRCE S.p.A.'s main measurement parameters:
| €/000 | DBO change as of 31/12/2014 |
|---|---|
| Inflation rate + 0.25% | 4,875 |
| Inflation rate – 0.25% | 4,735 |
| Discount rate + 0.25% | 4,695 |
| Discount rate – 0.25% | 4,919 |
| Turnover rate + 1% | 4,785 |
| Turnover rate -1% | 4,827 |
2015 service cost: 0.00 Duration of the plan: 10.0
Financial liabilities are broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Payables due to banks - Payables due for derivative contracts |
50,931 - |
62,563 488 |
| Total | 50,931 | 63,051 |
With regard to financial liabilities, the net financial position of the Company, excluding intra-group financial receivables, calculated in accordance with the provisions of Consob Communication 6064293 dated 28 July 2006 and CESR recommendation dated 10 February 2005, was as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Cash Other current financial assets |
867 460* |
958 619 |
| Liquid assets | 1,327 | 1,577 |
| Current financial liabilities | (50,931) | (62.603)* |
| Net current financial debt | (49,604) | (61,026) |
| Non-current financial liabilities | - | - |
| Non-current financial debt | - | - |
| Net financial debt | (49,604) | (61,026) |
* These items differ from the corresponding items of the statement of financial position, since the fair value measurement of copper forward contracts is not included.
Trade payables are all due in the next 12 months.
As of 31/12/2014, they totalled €/000 30,268, compared to €/000 12,802 as of 31/12/2013. The sensible increase in trade payables as of 31/12/2014 was largely related to the rise in inventories at the end of 2014.
Trade payables due to subsidiaries were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - DMG GmbH | 109 | 118 |
| - FD Sims Ltd | 73 | 137 |
| - Isolveco S.r.l. | 41 | 115 |
| - IRCE SL | 15 | 4 |
| - ISODRA GmbH | 1 | 23 |
| - IRCE Ltda | 1,241 | 140 |
| - IRCE Kablo Ve Tel Ltd | 16 | |
| - Smit Draad Nijmegen BV | 17 | 6 |
| Total | 1,513 | 543 |
This item, equal to €/000 1,420, included €/000 571 in payables due for income taxes, €/000 465 in employee Irpef (personal income tax) payables, €/000 289 in VAT payables, and €/000 94 in other payables due to taxation authorities.
This item, equal to €/000 1,868, primarily refers to the contributions payable to INPS.
Other payables were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Payables due to employees | 2,527 | 2,183 |
| - Deposits received from customers | 1,555 | 1,553 |
| - Accrued liabilities and deferred income | 44 | 103 |
| - Other payables | 28 | 63 |
| Total | 4,154 | 3,902 |
These refer to revenues from the sale of goods, net of returns, rebates and the return of packages. In 2013, turnover amounted to €/000 220,448, down 6% compared to the previous year (€/000 234,284). For additional details, refer to the previous paragraph on segment reporting.
Other revenues and income were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| - Capital gains on disposals of assets - Increases in internally generated fixed assets |
12 145 |
21 256 |
| - Insurance reimbursements | 203 | 241 |
| - Other revenues | 316 | 460 |
| Total | 676 | 978 |
This item, equal to €/000 177,036, includes costs incurred for the acquisition of raw materials, of which the most significant are those represented by copper, insulating materials and materials for packaging and maintenance, net of the change in inventories.
These include costs incurred for the supply of services pertaining to copper processing as well as utilities, transportation, commercial and administrative services, and the costs for the use of third-party goods, as detailed below:
| €/000 | 31/12/2014 | 31/12/2013 | Change |
|---|---|---|---|
| - External processing | 5,576 | 5,643 | (67) |
| - Utility expenses | 10,074 | 11,056 | (982) |
| - Maintenance | 873 | 554 | 319 |
| - Transportation expenses | 3,128 | 2,846 | 282 |
| - Payable fees | 1,159 | 1,127 | 32 |
| - Compensation of Statutory Auditors | 88 | 87 | 1 |
| - Other services | 2,734 | 2,746 | (12) |
| Total | 23,632 | 24,059 | (427) |
The decline in the costs for services was largely attributable to the Group's policy to cut costs as well as lower utility expenses thanks to the preferential tariffs for energy-intensive Italian manufacturing companies (Italian Legislative Decree 83/2012) enacted in July 2013.
The item "other services" includes primarily technical, legal and tax consulting fees as well as insurance and business expenses.
Here below is the breakdown of personnel cost:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Salaries and wages | 11,102 | 10,510 | 592 |
| - Social security charges | 3,616 | 3,401 | 215 |
| - Retirement costs for defined contribution plans | 834 | 784 | 50 |
| - Other costs | 1,893 | 1,769 | 124 |
| Total | 17,445 | 16,463 | 982 |
The item "Other costs" includes costs for temporary work, contract work, and the remuneration of Directors.
The Company's average number of personnel for the year and the current number at year-end is shown below:
| Personnel | 2014 Average | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| - Executives | 10 | 9 | 10 |
| - White collars | 109 | 108 | 111 |
| - Blue collars | 325 | 319 | 326 |
| Total | 444 | 436 | 447 |
The average number of employees is calculated according to the Full-Time-Equivalent method and includes both internal and external (temporary and contract) staff.
The total number of employees as of 31 December 2014 was 436 people.
The increase in personnel cost was mainly attributable to the renewal of the collective bargaining agreement, the lower use of Italy's government-funded temporary layoff scheme, and costs for early retirement incentives.
Here is the breakdown of amortisation/depreciation:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Amortisation of intangible fixed assets | 103 | 123 | (20) |
| - Depreciation of tangible fixed assets | 3,227 | 3,268 | (41) |
| Total amortisation/depreciation | 3,330 | 3,391 | (61) |
Provisions and write-downs were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Write-downs of receivables - Provisions for risks |
648 309 |
964 172 |
(316) 137 |
| Total provisions and write-downs | 957 | 1,136 | (179) |
The item "Provisions for risks" refers to a provision used to hedge the risk of returns of packages already invoiced.
Other operating costs were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Non-income taxes and duties | 361 | 354 | 7 |
| - Capital losses and contingent liabilities | 179 | 276 | (97) |
| Total | 540 | 630 | (90) |
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - IRCE SL | 383 | 395 | (12) |
| ISODRA GmbH | 344 | 630 | (286) |
| - IRCE Kablo Ve Tel Ltd | 364 | - | 364 |
| - Stable Magnet Wire P.Ltd. | 1,209 | - | 1,209 |
| Total | 2,300 | 1,025 | 1,275 |
The Company wrote down equity investments in order to re-align their amounts with the corresponding share of shareholders' equity of the investees following impairment losses.
Financial income and charges were broken down as follows:
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Other financial income | 3,372 | 1,643 | 1,729 |
| - Income from subsidiaries | 108 | 216 | (108) |
| - Interest and other financial charges | (1,204) | (2,466) | 1,262 |
| - Foreign exchange gains/(losses) | 780 | (258) | 1,038 |
| Total | 3,056 | (865) | 3,921 |
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Interest income from banks | 1 | 3 | (2) |
| - Interest income on receivables due from customers | 25 | 61 | (36) |
| - Interest income from banks | 151 | 178 | (27) |
| - Income from LME derivatives | 3,195 | 1,401 | 1,794 |
| Total | 3,372 | 1,643 | 1,729 |
The item "Income from LME derivatives" included €/000 2,469 from the closing of copper forward sales contracts during the period, and €/000 726 from the "Mark to Market" (Fair Value) measurement of copper forward sales contracts outstanding as of 31/12/2014.
| €/000 | 31/12/2014 | 31/12/2013 | change |
|---|---|---|---|
| - Interest expense for short-term payables | 820 | 1,560 | (740) |
| - Interest expense for medium to long-term payables | 41 | 94 | (53) |
| - Sundry interest expense | 288 | 313 | (25) |
| - Bank fees and expenses | 55 | 51 | 4 |
| - Charges on LME derivatives | - | 448 | (448) |
| Total | 1,204 | 2,466 | (1,262) |
The item "Sundry interest expense" referred primarily to the charges related to the non-recourse factoring of trade receivables, and included also the interest cost deriving from the discounting of the Employee Termination Indemnity pursuant to IAS 19.
| €/000 | 31/12/2014 | 31/12/2013 | changes |
|---|---|---|---|
| - Current taxes | (1,630) | (1,379) | (251) |
| - Deferred tax assets/(liabilities) | (349) | 77 | (426) |
| Total | (1,979) | (1,302) | (677) |
The numerical reconciliation between the tax expense and the product of accounting profit multiplied by the applicable tax rate is shown below:
| 2014 | 2013 | |
|---|---|---|
| Result before taxes | 3.014 | 2.160 |
| Tax calculated at the applicable rate | 829 | 594 |
| Tax effect of non-deductible expenses | 581 | 110 |
| IRAP | 569 | 598 |
| Other | - | |
| Current taxes relating to prior years | - | |
| Total | 1.979 | 1.302 |
The theoretical rate used to calculate income tax was 27.5%.
| The Company engages in commercial and financial transactions with Group companies, as reported below: | |||||||
|---|---|---|---|---|---|---|---|
| Company | Revenues | Financial | Costs for raw | Costs for services | Financial | Trade | Trade |
| €/000 | Income | material | receivables | receivables | payables | ||
| FD Sims Ltd | 1.674 | 29 | 1.219 | 5 | 6.647 | 1.437 | 73 |
| Smit Draad Nijmegen BV | 2 | 39 | 17 | ||||
| Isomet AG | 5.125 | 695 | |||||
| IRCE Ltda | 573 | 40 | 1.318 | 3.629 | 430 | 1.241 | |
| Isolveco Srl | 2.541 | 125 | 1.062 | 41 | |||
| DMG Gmbh | 32 | 11 | 514 | 1.925 | 105 | 109 | |
| IRCE SL | 91 | 15 | 143 | 1.038 | 2.165 | 16 | |
| Stable Magnet Wire P.Ltd | 743 | 1.069 | |||||
| ISODRA Gmbh | 263 | 13 | 134 | 1.895 | 744 | 1 | |
| Irce Kablo Ve Tel Ltd | 15 | 16 | |||||
| 11.044 | 108 | 2.726 | 783 | 15.134 | 7.707 | 1.513 |
In compliance with the requirements of IAS 24, the annual compensation received by the members of the Board of Directors is shown below:
| €/000 | Compensation for office held |
Compensation for other tasks |
Total |
|---|---|---|---|
| Directors | 221 | 323 | 544 |
This table shows the compensation paid for any reason and in any form, excluding social security contributions.
Following the introduction of Article 123-ter of the Consolidated Financial Act, further details on these amounts are provided in the Remuneration Report, which will be made available within the terms of the law at the registered office of the Company, as well as on the website www.irce.it.
Here below is the breakdown of receivables by internal rating.
The reclassification of receivables already takes into account any positions subject to renegotiation.
| Risk level | Exposure, €/000 |
|---|---|
| Minimum | 4,726 |
| Medium | 32,846 |
| Greater than average | 8,217 |
| High | 4,406 |
| Total | 50,196 |
As of 31 December 2014, the breakdown of trade receivables by due date was as follows:
| Due date | Amount, €/000 |
|---|---|
| Not yet due | 43,047 |
| < 30 days 31-60 61-90 91-120 > 120 Total |
1,693 214 121 275 4,845 50,196 |
The primary objective in managing the Group's capital is to maintain a solid credit rating and adequate capital ratios in order to support operations and maximise shareholder value.
| €/000 | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Net financial indebtedness (A) | 49,604 | 61,026 |
| Shareholders' equity (B) | 137,944 | 137,302 |
| Total capital (A) + (B) = (C) | 187,548 | 198,328 |
| Gearing ratio (A) / (C) | 26.4% | 31% |
Here below is a comparison between the carrying amount and fair value of all the Group's financial instruments broken down by category:
| €/000 | Carrying amount | Fair value | ||
|---|---|---|---|---|
| 2014 | 2013 | 2014 | 2013 | |
| Financial assets | ||||
| Cash and cash equivalents | 867 | 958 | 867 | 958 |
| Other financial assets | 1,186 | 619 | 1,186 | 619 |
| Financial liabilities | ||||
| Current loans | 50,931 | 62,563 | 50,931 | 62,563 |
| Non-current loans | - | - | - | - |
| Other financial liabilities | - | 488 | - | 488 |
The following statement, drafted in accordance with Article 149-duodecies of the Consob Issuers' Regulations, shows the compensation relative to the year 2014 for auditing services and for other services supplied by the independent auditor or by entities belonging to its network to IRCE S.p.A.
| €/000 | Entity supplying the service | Compensation relative to the year 2014 |
|---|---|---|
| Annual statutory audit | PricewaterhouseCoopers S.p.A. |
77 |
No significant events occurred between 01/01/2015 and the date or preparation of these financial statements.
Imola, 13 March 2015
We, the undersigned, Mr Filippo Casadio, Chairman, and Ms Elena Casadio, Manager responsible for preparing the corporate accounting documents of IRCE S.p.A., hereby certify, taking into account the provisions of Article 154-bis, paragraph 5, of Italian Legislative Decree No. 58 of 24 February 1998:
of the administrative and accounting procedures used to prepare the separate financial statements.
In addition, we hereby certify that the annual separate financial statements:
Imola, 13 March 2015
The amounts referring to foreign investees have been translated into Euros using historical exchange rates. Solely for reporting purposes, in the following table, the provision for write-down of equity investments – included in the provision for the coverage of the subsidiaries' losses – was recognised as a deduction from the carrying amount of the equity investments for which it was set aside.
| Company | Quota | Share Capital | Shareholders' | Quota of Shareholders' Result for the | Quota of Result Book value | Difference | ||
|---|---|---|---|---|---|---|---|---|
| equity | equity | year | for the year | |||||
| FD Sims Ltd | 100% | 18.173.127 | 8.664.719 | 8.664.719 | 250.682 | 250.682 | 9.319.086 | (654.366) |
| Smit Draad Nijmegen BV | 100% | 1.165.761 | 15.500.448 | 15.500.448 | (806.148) | (806.148) | 7.273.000 | 8.227.448 |
| Isomet AG | 100% | 674.354 | 5.093.588 | 5.093.588 | 62.905 | 62.905 | 1.434.650 | 3.658.937 |
| IRCE Ltda | 100% | 57.309.209 | 41.366.775 | 41.366.775 | 2.566.335 | 2.566.335 | 56.965.925 | (15.599.150) |
| Isolveco Srl | 75% | 46.440 | 1.058.958 | 794.219 | (6.379) | (4.784) | 194.704 | 599.514 |
| DMG Gmbh | 100% | 255.646 | 1.728.080 | 1.728.080 | 243.208 | 243.208 | 119.526 | 1.608.554 |
| IRCE SL | 100% | 150.000 | (2.767.513) | (2.767.513) | (382.656) | (382.656) | (2.767.512) | 0 |
| Stable Magnet Wire P.Ltd | 100% | 2.601.531 | 188.439 | 188.439 | (691.039) | (691.039) | 188.439 | 0 |
| ISODRA Gmbh | 100% | 25.000 | (2.038.601) | (2.038.601) | (343.971) | (343.971) | (2.038.601) | - |
| Irce Kablo Ve Tel Ltd | 100% | 749.181 | 385.600 | 385.600 | (80.264) | (80.264) | 385.599 | 0 |
| 71.074.817 |
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