Earnings Release • Aug 10, 2023
Earnings Release
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"The sharp decline in the result in the first six months of 2023 underlines the importance of the revised strategy, which is decisively being implemented during this transitional year. Price competition increased amid volatile market conditions, putting further pressure on our volumes and thus also on our gross profit. The answer to this challenge lies in implementing the strategy, in which local responsibility with commercial flexibility and a differentiated approach is key. The reorganisation that this requires is being implemented this year. The outcome is a given: fewer management positions and short lines to the customer. Feed quality is paramount in our offering to customers. We use our knowledge of nutrition and are enforcing cost saving programmes to offer competitive selling prices in our local markets. This approach must lead to improved volume and thus gross profit development. We are convinced that in our markets we can contribute to a strong agricultural chain in which sustainability and returns go hand in hand. We are making progress in ESG; we are increasingly working with farmers and chain partners to further reduce our carbon footprint by, for example, using more residual flows and by providing specific advice. Geographically, choices have been made. We expect to finalise the announced sale of the activities in Belgium by the end of the third quarter. An associated impairment charge has already been included in these results. The choices we have made in the Germany/Poland cluster are encouraging, as evidenced by the results, as is our choice for a differentiated approach to the ruminant sector in the United Kingdom. This underpins our confidence that the second half-year will be better than the first half-year, barring unforeseen circumstances. With our strategy and committed employees, we can make a constructive contribution to a sound, sustainable future for our sector and our stakeholders. The recently announced acquisition of Piast in Poland, which expands our position in this growth market, is an example to this end".
| Total | ||||
|---|---|---|---|---|
| In millions of euro | change | |||
| (unless indicated otherwise) | 2023 | 2022 | in % Note | |
| Total volume (incl. co-products & others; x 1.000 tonnes) |
4,310 | 4,526 | -4.8% | Relatively smaller decline in co-products & other than in compound feed volumes |
| Of which compound feed (x 1.000 tonnes) | 2,995 | 3,187 | -6.0% | Decline in swine sector (price competition); decline in broilers (welfare concepts in NL and avian flu in UK, but growth in PL); increase in ruminant sector (success in UK) |
| Revenue | 1,606.5 | 1,597.3 | 0.6% Due to the use of differentiation | |
| Gross profit | 234.8 | 257.3 | -8.7% | Due to price competition resulting in lower volumes, price volatility in raw materials and fertilizer (mainly in NL/BE) |
| Operating expenses | (241.3) | (238.3) | 1.3% Wage indexation higher than effect decline FTEs, lower production costs (drop in volume and lower energy prices), release from the provision for bad debts |
|
| Underlying operating expenses | (226.7) | (233.4) | -2.9% | Excl. incidental losses such as impairment of Belgian activities and restructuring costs (factory closures, reorganisation) |
| EBITDA | 20.4 | 42.3 | -51.8% | Including €6.1 million in incidental losses (see note 12, pages 21, 22) |
| Underlying2 EBITDA |
26.5 | 43.1 | -38.5% | Decline in gross profit greater than reduction in underlying business expenses |
| EBIT | (6.0) | 19.1 -131.4% | Including €14.6 million in incidental losses, of which €10.5 million for transition year (see note 12) |
|
| Underlying EBIT | 8.6 | 24.1 | -64.3% | |
| Profit / (Loss) attributable to shareholders of the Company |
(14.4) | 11.1 -229.7% | Including €18.8 million in incidental losses (see note 12) | |
| Underlying profit | 4.4 | 17.1 | -74.3% | |
| Net cash from operating activities | 20.9 | (8.8) | 337.5% Mainly due to falling raw material prices and a lower receivables position | |
| Underlying EBITDA / Gross profit | 11.3% | 16.8% | -32.7% | |
| ROACE2 on underlying EBIT |
4.8% | 8.5% | ||
| ROACE2 on underlying EBITDA |
12.2% | 16.2% | ||
| Underlying earnings per share (x €1) | 0.05 | 0.19 | -73.7% |
1 Underlying means excluding non-recurring items (see note 12 of the interim report regarding the Alternative Performance Measures (APMs)).
2 ROACE is defined as underlying EBITDA/EBIT divided by 12-month average capital employed.
General note: percentages are presented based on rounded amounts in millions of euros. This may result in slight differences when numbers are added.
The results in the first half of 2023 are compared against the good results in the first half of 2022 which were mainly due to a strong second quarter in 2022.
First and foremost the launch of Strategy 2025 will result in improved volume and gross profit development. This will be driven by operating locally, closer to the customer, and focusing on a differentiated offering for each product/ market combination, enabling more competitive pricing. The decision to sell the compound feed activities in Belgium was a consequence of this strategy.
In addition, the following cost-saving programmes have been implemented in order to achieve a structural reduction in the cost base:
| In millions of euro | 30 juni 2023 | 31 december 2022 |
|---|---|---|
| Total Assets | 912.2 | 1,020.4 |
| Equity | 308.9 | 344.2 |
| Solvency ratio1 | 33.9% | 33.7% |
| Net working capital | 30.6 | 38.6 |
| • Current assets2 |
405.5 | 490.4 |
| • Current liabilities3 |
374.9 | 451.8 |
| Overdue receivables | 10.1% | 10.6% |
| Net Debt / (Cash)4 | 86.9 | 68.6 |
| IFRS 16 Lease liabilities | 31.4 | 29.8 |
1 The solvency ratio is defined as equity divided by the balance sheet total.
2 Current assets excluding cash and cash equivalents and assets held for sale.
3 Current liabilities excluding overdrafts, loans and lease commitments.
4 Excluding lease liabilities under IFRS 16. General note: Rounding may result in slight differences when numbers are added.
| Group equity | The decline (€35.3 million) is the balance of the loss recognised in the first half of 2023 (€12.8 million), the distribution of dividend (€18.3 million), the cost of the share buyback programme (€0.9 million) and other comprehensive income which was recognised directly in equity (total charge of €3.3 million), mainly due to the net revaluations of the pension liability as a result of the changed market value of the plan assets. |
|---|---|
| Solvency | Virtually unchanged, partly due to the lower balance sheet total. |
| Current assets | The decline is mainly attributable to the drop in raw material prices and trade receivables. |
| Net debt position | The increase (€18.3 million) in the net amount of long-term and short-term bank loans and other borrowings minus available cash and cash equivalents is attributable to the considerable drop in underlying EBITDA, despite a reduction in working capital and lower amounts spent on dividend distribution and the share buy-back programme. |
| Net working capital | The decline is mainly due to falling raw material prices. |
| Overdue receivables | The improvement is partly due to higher pig prices making it easier for pig farmers to pay on time. |
| ROACE | ROACE (based on underlying EBIT) declined from 8.5% to 4.8% as a result of the drop in underlying EBIT. |
| For the six months ended 30 June | |||
|---|---|---|---|
| in millions of euro | 2023 | 2022 | ∆% |
| Total volumes (compound feed, co-products and others) (x 1.000 tonnes) | 2,196 | 2,344 | -6.3% |
| Revenue | 826.4 | 846.5 | -2.4% |
| Gross profit | 121.1 | 144.6 | -16.3% |
| Other operating income | 0.1 | 0.1 | 0.0% |
| Operating expenses | -124.2 | -122.8 | 1.1% |
| Underlying operating expenses | -114.6 | -120.8 | -5.1% |
| EBIT | -3.0 | 21.9 | -113.7% |
| Underlying EBIT | 6.6 | 23.9 | -72.4% |
| Add back: depreciation, amortisation and impairment | 12.3 | 7.8 | 57.7% |
| Add back: underlying depreciation, amortisation and impairment | 6.1 | 6.2 | -1.6% |
| EBITDA | 9.3 | 29.7 | -68.7% |
| Underlying EBITDA | 12.7 | 30.1 | -57.8% |
| Underlying EBITDA / Gross profit | 10.5% | 20.8% | -49.6% |
| ROACE on underlying EBIT | 8.7% | 21.1% | -58.8% |
| ROACE on underlying EBITDA | 14.4% | 27.2% | -46.8% |
The substantial increase in the item depreciation, amortisation and impairment is attributable to the impairment charge (€4.7 million) that was taken in view of the announced sale of the compound feed activities in Belgium.
| in millions of euro | 2023 | 2022 | ∆% |
|---|---|---|---|
| Total volumes (compound feed, co-products and others) (x 1.000 tonnes) | 955 | 1,004 | -4.9% |
| Revenue | 410.8 | 397.5 | 3.3% |
| Gross profit | 51.7 | 48.6 | 6.4% |
| Other operating income | 0.3 | - | 100.0% |
| Operating expenses | -44.1 | -42.0 | 5.0% |
| Underlying operating expenses | -43.1 | -40.9 | 5.4% |
| EBIT | 7.9 | 6.6 | 19.7% |
| Underlying EBIT | 9.0 | 7.7 | 16.9% |
| Add back: depreciation, amortisation and impairment | 4.5 | 4.4 | 2.3% |
| Add back: underlying depreciation, amortisation and impairment | 3.5 | 3.3 | 6.1% |
| EBITDA | 12.4 | 11.0 | 12.7% |
| Underlying EBITDA | 12.5 | 11.0 | 13.6% |
| Underlying EBITDA / Gross profit | 24.2% | 22.6% | 6.8% |
| ROACE on underlying EBIT | 11.6% | 7.7% | 51.5% |
| ROACE on underlying EBITDA | 16.2% | 12.1% | 33.8% |
| Further details on the results in Germany/Poland | |
|---|---|
| Volume | Decline mainly in the swine sector due to both market circumstances and returns-driven • management; also some volume decline in the ruminant sector; Strong growth in sales to broiler farmers, partly due to the acquisition of new customers in Poland; • Focus on layer farmers in Germany is leading to a stronger market position in a slightly declining • market. |
| Gross profit | Increase due to effective use of differentiation. • |
| Underlying operating expenses |
Despite wage inflation, staffing costs were virtually stable due to a reduction in FTEs; • Production costs were higher, mainly in Poland and as a result of higher maintenance costs • in Germany; Logistics costs increased due to higher contract prices with third parties. • |
| Underlying EBITDA | Increase due to the rise in gross profit being greater than the rise in operating expenses. • |
| in millions of euro | 2023 | 2022 | ∆% |
|---|---|---|---|
| Total volumes (compound feed, co-products and others) (x 1.000 tonnes) | 1,159 | 1,177 | -1.5% |
| Revenue | 394.3 | 378.1 | 4.3% |
| Gross profit | 61.7 | 63.8 | -3.3% |
| Other operating income | 0.1 | 0.1 | 0.0% |
| Operating expenses | -66.3 | -65.3 | 1.5% |
| Underlying operating expenses | -63.4 | -63.4 | 0.0% |
| EBIT | -4.5 | -1.5 | -200.0% |
| Underlying EBIT | -1.6 | 0.5 | -420.0% |
| Add back: depreciation, amortisation and impairment | 7.4 | 8.7 | -14.9% |
| Add back: underlying depreciation, amortisation and impairment | 6.1 | 7.2 | -15.3% |
| EBITDA | 2.9 | 7.2 | -59.7% |
| Underlying EBITDA | 4.5 | 7.7 | -41.6% |
| Underlying EBITDA / Gross profit | 7.3% | 12.1% | -39.6% |
| ROACE on underlying EBIT | 0.2% | 0.6% | -67.6% |
| ROACE on underlying EBITDA | 11.0% | 11.7% | -5.4% |
| Further details on the results in the United Kingdom | |
|---|---|
| Volume | Sharp increase in sales to dairy farmers thanks to a successful specialised and differentiated • approach; |
| The decline in the swine sector was slightly greater than the decline in the overall market due to the • loss of customers to integrations; |
|
| Poultry volumes declined due to the effects of avian influenza and price competition, and some • farmers increasingly opting for home-mixing; |
|
| Sales of co-products increased in line with the Going Circular policy. • |
|
| Gross profit | Slight decline as a result of volatile markets and competition. • |
| Underlying operating expenses |
Stable operating expenses thanks to a focus on efficiency, lower energy costs, a reduction in the • number of FTEs and despite higher staffing expenses as a result of wage indexation. |
Underlying EBITDA • Lower due to a decline in gross profit.
ForFarmers' 'For the Future of Farming' mission underlines the company's full commitment to a sustainable livestock farming sector, both ecologically and economically. As part of its Strategy 2025 ForFarmers is explicitly focused on sustainable solutions which address societal topics such as the use of alternative raw materials, circularity and the further reduction of nitrogen and other emissions. Such ESG (Environmental Social Governance) concepts require chain parties to work together in the various markets. A recent example of this is the establishment of the Public-Private Partnership (PPP) in which ForFarmers collaborates with fellow feed companies, Wageningen University & Research (WUR), food producers including Unilever, Cono Kaasmakers, Nestlé, Vreugdenhil Dairy Foods, and other parties such as Rabobank and Lely. The partnership aims to achieve a 50% reduction in the carbon footprint of milk by 2030.
Furthermore ForFarmers is giving its Going Circular sustainability agenda an extra boost, for example by increasing the use of moist co-products and residual flows from the food industry which are marketed under the recently launched brand name 'CirQlar'.
A detailed description of the Going Circular objectives and related KPIs can be found in the 2022 Annual Report.
The following KPIs are reported on in both the interim and the annual report:
| KPI | 1H 2023 | 1H 2022 |
|---|---|---|
| GHG Emissions Production (Kg CO₂ per tonne) |
12.4 | 11.7 |
| GHG Emissions Logistics (Kg CO₂ per tonne) |
8.2 | 7.9 |
| LTIs | 12 | 9 |
Although energy consumption in the first half of 2023 was lower than in the same period last year, greenhouse gas emissions per tonne were higher due to the conversion factors, particularly for electricity in the Netherlands. This reflects the mix of renewable and other energy purchased, with nuclear power accounting for a larger share of the mix in 2022. In Poland lower gas and coal consumption in the first six months of 2023 had a positive impact on greenhouse gas emissions in the production processes. On an annual basis greenhouse gas emissions have shown a downward trend for several years now.
An example of an initiative undertaken by ForFarmers to reduce greenhouse gas emissions is Oxe geeft Gas (Oxe provides gas), which involves working with regional dairy farmers who supply biogas to the company's production site in Deventer.
The number of Lost Time Incidents (LTIs) in the first six months of 2023 was higher than a year earlier. Ongoing reduction in the number of LTIs requires constant attention in the form of training courses, communication and everyday practice, especially among new employees.
At the end of July ForFarmers announced the acquisition of Polish poultry feed producer Piast. The acquisition will increase the volume of ForFarmers/Tasomix in Poland by 410,000 tonnes and strengthen the company's position, particularly in the broiler sector. Piast focuses mainly on the production of feed for the broiler sector and to a lesser extent on the dairy and swine sectors. Piast employs around 220 people (management, sales and production) at four production sites. The location of Piast's factories relative to the ForFarmers/Tasomix mills will enable the creation of dedicated production lines to increase production efficiency while the wider geographical spread provides opportunities to further grow the customer base. In addition Piast is the owner of two unique feed production technologies which are cost-efficient, can be effectively applied by ForFarmers/ Tasomix and moreover are consistent with the ForFarmers' sustainability policy. The acquisition is subject to approval by the Polish competition authority and is expected to be completed in the fourth quarter of 2023.
Macroeconomic and geopolitical conditions remain turbulent. Raw material prices are therefore expected to remain volatile and relatively high, with the same applying to energy, labour and transport costs. Consumer confidence and disposable income will be affected as a result. At the same time there is growing pressure on the agricultural sector to further increase sustainability, to move towards extensive farming and to focus less on quantity (exports) and more on quality (welfare concepts). This poses challenges but also presents various opportunities. Innovation, further improving feed conversion and providing sustainable feed concepts that reduce the carbon footprint both on-farm and in the chain will become increasingly important. There will also be growing demand for organic feed solutions and advice. ForFarmers has all the attributes to deliver these solutions amid these trends and thus further expand its position, both in conventional markets and in the growing organic market through Reudink.
The strategic choices we have made underpin our confidence that the second half-year will be better than the first half-year, barring unforeseen circumstances.
The Executive Board of ForFarmers N.V. hereby affirms that, to the best of its knowledge, the 2022 interim report provides a true and fair view of the condensed consolidated balance sheet, the condensed income statement, the condensed consolidated statement of comprehensive income, the condensed consolidated statement of changes in equity, the condensed consolidated cash flow statement and the notes to the condensed consolidated interim results, as required under the Dutch Financial Supervision Act (Wft).
This press release contains information that qualifies as inside information within the meaning of Article 7 paragraph 1 of the EU Market Abuse Regulation.
Lochem, 9 August 2023
Pieter Wolleswinkel, CEO Roeland Tjebbes, CFO Rob Kiers, COO
The Executive Board will expand on the ForFarmers 2023 first-half results today from 08.30-09.30 CET. The conference call (in Dutch) can be followed via live audio webcast by logging onto www.forfarmersgroup.eu. The slides used during the call can be downloaded from the corporate website. The audio webcast will remain available on the website afterwards.
The Executive Board will expand on the ForFarmers 2023 first-half results today from 10.00-11.00 CET. The conference call (in English) can be followed via live audio webcast by logging onto the corporate website www.forfarmersgroup.eu. The slides used during the call can be downloaded from the corporate website. The audio webcast will remain available on the website afterwards.
Caroline Vogelzang, Director Investor Relations T: +31 6 10 94 91 61 E: [email protected]
ForFarmers N.V. is an international organisation that provides complete innovative feed solutions to the livestock farming industry. With its 'For the Future of Farming' mission ForFarmers underpins its commitment both to the continuity of farming and to further increasing the sustainability of the agricultural sector. ForFarmers is a prominent player in Europe with annual sales of approximately 9 million tonnes of animal feed and is active in the Netherlands, Belgium, Germany, Poland and the United Kingdom. ForFarmers has around 2,500 employees and in 2022 generated revenue of approximately €3.3 billion. ForFarmers N.V. is listed on Euronext Amsterdam.
ForFarmers N.V. P.O. Box 91 7240 AB Lochem The Netherlands T: +31 (0)573 28 88 00 F: +31 (0)573 28 88 99 [email protected], www.forfarmersgroup.eu
The 2023 interim report (including the condensed consolidated interim financial results) is available on the ForFarmers website (www.forfarmersgroup.eu) as of 10 August 2023.
The numbers in this press release are derived from the unaudited ForFarmers 2023 interim financial statements, which were prepared in accordance with the International Financial Reporting Standards (IFRS) as adopted by the EU.
General note: the percentages presented have been calculated based on amounts in millions of euros rounded to the nearest decimal.
Given that its shares are freely traded on Euronext Amsterdam ForFarmers operates under the supervision of the Dutch Authority for the Financial Markets (AFM) and acts in accordance with the rules applicable to securitiesissuing companies.
3 November 2023 Q3 2023 trading update 22 February 2024 Publication of 2023 annual results and annual report 11 April 2024 Annual General Meeting of Shareholders 2 May 2024 Q1 2024 trading update 8 August 2024 2024 Half-year results
This press release contains forward-looking statements, for example relating to ForFarmers' legal obligations in terms of capital and liquidity positions in certain specified scenarios. In addition forward-looking statements may, without limitation, contain phrases such as "intends to", "expects", "takes into account", "is aimed at", ''plans to", "estimates" and/or words of a similar meaning. These statements pertain to or may affect matters in the future, such as ForFarmers' future financial results, business plans and current strategies. Forward-looking statements are subject to a number of risks and uncertainties which may lead to material differences between the actual results and performance and the expected future results or performance as implicitly or explicitly contained in the forward-looking statements. Factors that may result in,
or contribute to, deviations from current expectations include, but are not limited to developments in legislation, technology, taxation, jurisprudence and regulations, share price fluctuations, legal proceedings, investigations by regulatory bodies, the competitive landscape and general economic conditions. These and other factors, risks and uncertainties that may affect any forward-looking statements or the actual results of ForFarmers are discussed in the most recently published annual report. The forward-looking statements in this press release relate solely to statements as of the date of this document and ForFarmers accepts no obligation or responsibility whatsoever to update the forward-looking statements contained in this release, regardless of whether these pertain to new information, future events or otherwise, unless ForFarmers is legally obliged to do so.
| in millions of euro (before result appropriation) | note | 2023 | 2022 |
|---|---|---|---|
| Assets | |||
| Property, plant and equipment | 14 | 299.6 | 311.8 |
| Intangible assets and goodwill | 15 | 92.8 | 105.2 |
| Investment property | 0.6 | 0.6 | |
| Trade and other receivables | 18 | 2.5 | 3.4 |
| Equity-accounted investees | 16 | 33.0 | 32.0 |
| Deferred tax assets | 5.3 | 2.5 | |
| Employee benefits | - | 5.8 | |
| Non-current assets | 433.8 | 461.3 | |
| Inventories | 17 | 110.6 | 152.1 |
| Biological assets | 11.4 | 6.1 | |
| Trade and other receivables | 18 | 281.6 | 330.7 |
| Current tax assets | 1.9 | 1.5 | |
| Cash and cash equivalents | 46.9 | 68.4 | |
| Assets held for sale | 19 | 26.0 | 0.3 |
| Current assets | 478.4 | 559.1 | |
| Total assets | 912.2 | 1,020.4 | |
| Equity | |||
| Share capital | 0.9 | 0.9 | |
| Share premium | 143.6 | 143.6 | |
| Treasury share reserve | 0.0 | 0.0 | |
| Translation reserve | -5.7 | -10.5 | |
| Hedging reserve | -1.2 | -1.2 | |
| Other reserves and retained earnings | 175.4 | 184.3 | |
| Unappropriated result | -14.4 | 18.0 | |
| Equity attributable to shareholders of the Company | 20 | 298.6 | 335.1 |
| Non-controlling interests | 10.3 | 9.1 | |
| Total equity | 308.9 | 344.2 | |
| Liabilities | |||
| Loans and borrowings | 144.5 | 118.0 | |
| Employee benefits | 22 | 18.0 | 16.7 |
| Provisions | 2.8 | 2.5 | |
| Trade and other payables | 23 | 30.7 | 24.2 |
| Deferred tax liabilities | 11.7 | 14.2 | |
| Non-current liabilities | 207.7 | 175.6 | |
| Bank overdrafts | 24 | 13.7 | 42.1 |
| Loans and borrowings | 7.0 | 6.7 | |
| Provisions | 1.1 | 1.7 | |
| Trade and other payables | 23 | 373.2 | 449.9 |
| Current tax liabilities | 0.6 | 0.2 | |
| Current liabilities | 395.6 | 500.6 | |
| Total liabilities | 603.3 | 676.2 | |
| Total equity and liabilities | 912.2 | 1,020.4 |
30 June
31 December
For the six months ended 30 June
| in millions of euro | note | 2023 | 2022 |
|---|---|---|---|
| Revenue | 1,606.5 | 1,597.3 | |
| Cost of raw materials and consumables | -1,371.7 | -1,340.0 | |
| Gross profit | 234.8 | 257.3 | |
| Other operating income | 9 | 0.5 | 0.2 |
| Operating income | 235.3 | 257.5 | |
| Employee benefit expenses | 22 | -89.9 | -85.2 |
| Depreciation, amortisation and impairment | 14.15 | -26.4 | -23.2 |
| Net (reversal of) impairment loss on trade receivables | 0.4 | -2.4 | |
| Other operating expenses | -125.4 | -127.6 | |
| Operating expenses | 10 | -241.3 | -238.4 |
| Operating profit | -6.0 | 19.1 | |
| Net finance result | 6.11 | -8.7 | -4.4 |
| Share of profit of equity-accounted investees, net of tax | 16 | 2.5 | 1.9 |
| Profit (loss) before tax | -12.2 | 16.6 | |
| Income tax expense | 13 | -0.6 | -5.6 |
| Profit (loss) for the period | -12.8 | 11.0 | |
| Profit (loss) attributable to: | |||
| Shareholders of the Company | -14.4 | 11.1 | |
| Non-controlling interests | 1.6 | -0.1 | |
| Profit (loss) for the period | -12.8 | 11.0 | |
| Earnings per share in euro1 | |||
| Basic earnings per share | -0.16 | 0.12 | |
| Diluted earnings per share | -0.16 | 0.12 |
1 Earnings per share attributable to the shareholders of the Company.
| For the six months ended 30 June | |||
|---|---|---|---|
| in millions of euro | note | 2023 | 2022 |
| Profit (loss) for the period | -12.8 | 11.1 | |
| Other comprehensive income | |||
| Items that will never be reclassified to profit or loss | |||
| Remeasurement of defined benefit liabilities | 21 | -10.7 | 18.1 |
| Equity-accounted investees - share of other comprehensive income | 16 | - | - |
| Related tax | 2.6 | -4.2 | |
| -8.1 | 13.9 | ||
| Items that are or may be reclassified to profit or loss | |||
| Foreign operations - foreign currency translation differences | 4.8 | -2.7 | |
| Cash flow hedges - effective portion of changes in fair value | 0.0 | 2.3 | |
| Cash flow hedges - reclassified to statement of profit or loss / statement of financial position | - | - | |
| Related tax | - | -0.2 | |
| 4.8 | -0.6 | ||
| Other comprehensive income, net of tax | -3.3 | 13.3 | |
| Total comprehensive income | -16.1 | 24.4 | |
| Total comprehensive income attributable to: | |||
| Shareholders of the Company | -17.7 | 24.4 | |
| Non-controlling interests | 1.6 | - | |
| Total comprehensive income | -16.1 | 24.4 |
| Non | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| in millions of euro | note | Share Capital |
Share premium |
Treasury share reserve |
Translation reserve |
Hedging reserve |
reserves and retained earnings |
Unap propriated result |
Subtotal1 | controlling interest |
Total |
| Balance as at 1 January 2023 | 0.9 | 143.6 | -0.0 | -10.5 | -1.2 | 202.3 | - | 335.1 | 9.1 | 344.2 | |
| Addition from unappropriated result |
- | - | - | - | - | - | - | - | - | - | |
| Total comprehensive income | |||||||||||
| Result | - | - | - | - | - | - | -14.4 | -14.4 | 1.6 | -12.8 | |
| Other comprehensive income | - | - | - | 4.8 | - | -8.1 | - | -3.3 | - | -3.3 | |
| Total comprehensive income | - | - | - | 4.8 | - | -8.1 | -14.4 | -17.7 | 1.6 | -16.1 | |
| Transactions with shareholders of the Company, recognised directly in equity |
|||||||||||
| Contributions and distributions | |||||||||||
| Dividends | 20 | - | - | - | - | - | -17.9 | - | -17.9 | -0.4 | -18.3 |
| Purchase of own shares | 20 | - | - | - | - | - | -0.9 | - | -0.9 | - | -0.9 |
| Equity-settled share-based payments |
- | - | - | - | - | -0.0 | - | -0.0 | - | -0.0 | |
| Total transactions with shareholders of the Company |
- | - | - | - | - | -18.8 | - | -18.8 | -0.4 | -19.2 | |
| Balance as at 30 June 2023 | 0.9 | 143.6 | -0.0 | -5.7 | -1.2 | 175.4 | -14.4 | 298.6 | 10.3 | 308.9 |
1 Sub-total equity refers to equity attributable to the Company's shareholders.
| Other | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| in millions of euro | note | Share Capital |
Share premium |
Treasury share reserve |
Translation reserve |
Hedging reserve |
reserves and retained earnings |
Unap propriated result |
Subtotal1 | Non controlling interest |
Total |
| Balance as at 1 January 2022 | 0.9 | 143.6 | -0.0 | -5.2 | -0.5 | 209.7 | 12.0 | 360.5 | 5.7 | 366.2 | |
| Addition from unappropriated result |
- | - | - | - | - | 12.0 | -12.0 | - | - | - | |
| Total comprehensive income | |||||||||||
| Result | - | - | - | - | - | - | 11.1 | 11.1 | - | 11.1 | |
| Other comprehensive income | - | - | - | -2.3 | 1.7 | 13.9 | - | 13.3 | - | 13.3 | |
| Total comprehensive income | - | - | - | -2.3 | 1.7 | 13.9 | 11.1 | 24.4 | - | 24.4 | |
| Transactions with shareholders of the Company, recognised directly in equity |
|||||||||||
| Contributions and distributions | |||||||||||
| Dividends | - | - | - | - | - | -25.9 | - | -25.9 | -0.4 | -26.3 | |
| Purchase of own shares | - | - | - | - | - | -15.4 | - | -15.4 | - | -15.4 | |
| Equity-settled share-based payments |
- | - | - | - | - | -0.0 | - | -0.0 | - | -0.0 | |
| Total transactions with shareholders of the Company |
- | - | - | - | - | -41.3 | - | -41.3 | -0.4 | -41.7 | |
| Balance as at 30 June 2022 | 0.9 | 143.6 | -0.0 | -7.5 | 1.2 | 194.3 | 11.1 | 343.6 | 5.3 | 348.9 |
1 Sub-total equity refers to equity attributable to the Company's shareholders.
For the six months ended 30 June
| Cash flows from operating activities -12.8 Profit (loss) for the year 11.0 14 16.9 17.9 15 4.8 5.3 - 15 4.7 -1.5 0.8 -0.4 2.4 11 8.7 4.4 -2.5 -1.9 -0.3 -0.2 - - 0.3 0.2 0.4 0.5 0.4 0.5 0.6 5.6 19.3 46.5 -27.2 39.2 -77.9 49.3 -75.6 58.4 -4.8 -6.1 -6.3 27.4 -2.9 -1.2 -3.6 -1.3 -8.8 Net cash from operating activities 20.9 0.3 0.3 2.1 2.1 1.7 0.7 - - -5.5 -2.0 6 -13.3 -13.1 -1.1 -1.3 -15.8 -13.3 Net cash used in investing activities - -15.5 - 0.2 -0.9 -0.4 -4.5 -4.4 30.0 44.7 -5.0 -33.0 -0.1 -0.1 - - -17.3 -25.1 20 -33.6 2.2 -55.7 7.3 26.3 33.8 -0.4 1.2 -20.7 Cash and cash equivalents as at 30 June1 33.2 |
in millions of euro | note | 2023 | 2022 |
|---|---|---|---|---|
| Adjustments for: | ||||
| Depreciation | ||||
| Amortisation | ||||
| Net (reversal of) impairment loss | ||||
| Change in fair value of biological assets (unrealised) | ||||
| Net (reversal of) impairment loss on trade receivables | ||||
| Net finance result | ||||
| Share of profit of equity-accounted investees, net of tax | ||||
| Gain on sale of property, plant and equipment / investment property | ||||
| Gain on sale of assets held for sale | ||||
| Equity-settled share-based payment expenses | ||||
| Expenses related to post-employment defined benefit plans | ||||
| Expenses related to long term incentive plans | ||||
| Income tax expense | ||||
| Changes in: | ||||
| Inventories & biological assets | ||||
| Trade and other receivables | ||||
| Trade and other payables | ||||
| Provisions and employee benefits | ||||
| Cash generated from operating activities | ||||
| Interest paid | ||||
| Income taxes paid | ||||
| Cash flows from investing activities | ||||
| Interest received | ||||
| Dividends received from equity-accounted investees | ||||
| Proceeds from sale of property, plant and equipment / investment property | ||||
| Proceeds from sale of assets held for sale | ||||
| Acquisition of subsidiaries, net of cash acquired | ||||
| Acquisition of property, plant and equipment | ||||
| Acquisition of intangible assets | ||||
| Cash flows from financing activities | ||||
| Purchase of own shares | ||||
| Proceeds from sale of treasury shares relating to employee participation plan | ||||
| Purchase of treasury shares relating to employee participation plan | ||||
| Lease payments | ||||
| Proceeds from borrowings | ||||
| Repayment of borrowings | ||||
| Transaction costs related to borrowings | ||||
| Payments of settlement of derivatives | ||||
| Dividend paid | ||||
| Net cash used in financing activities | ||||
| Net increase/decrease in cash and cash equivalents | ||||
| Cash and cash equivalents at 1 January | ||||
| Effect of movements in exchange rates on cash held | ||||
1 Net of bank overdrafts.
ForFarmers N.V. (thereafter 'the Company') is a public limited company domiciled in the Netherlands. The Company's registered office is at Kwinkweerd 12, 7241 CW Lochem. The condensed consolidated interim financial statements ('interim financial statements') for the six months ended 30 June 2023 comprise ForFarmers N.V. and its subsidiaries (jointly the 'Group' or 'ForFarmers') and the Group's interest in its joint venture and equity accounted investees.
ForFarmers N.V. is an international organisation that offers nutritional solutions for both conventional and organic livestock farms.
ForFarmers is registered in the Chamber of Commerce under number 081.59.661.
The interim financial statements were authorised for issuance by the Executive Board and Supervisory Board on 9 August 2023.
The interim financial statements in this report have not been audited.
These interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting, and should be read in conjunction with the Group's last annual consolidated financial statements as at and for the year ended 31 December 2022 ('last annual financial statements'), which were prepared in accordance with International Financial Reporting Standards as adopted by the European Union (EU-IFRS, hereafter stated as IFRS) and section 2:362 sub 9 of the Netherlands Civil Code.
The interim financial statements do not include all of the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to understand the changes in the Group's financial position and performance since the last annual financial statements. The accounting policies applied in these interim financial statements are the same as those applied in the last annual financial statements.
A number of changes to existing standards are effective from 1 January 2023. However, they do not have a material impact on the Group's financial statements.
A number of new standards and amendments to standards is effective for annual periods beginning after 1 January 2023 and earlier application is permitted. These amendments do not have a material effect on the Group. Furthermore, the Group has not early adopted any of the forthcoming standards.
The interim financial statements were prepared in accordance with the going concern principle.
ForFarmers has a strong balance sheet and solid financial position with sufficient cash and headroom in its credit facilities.
When necessary, prior year amounts have been adjusted to conform to the current year presentation.
These interim financial statements are presented in euro, which is the Company's functional currency. All amounts have been rounded to the nearest million, unless otherwise indicated. The subsidiaries' functional currencies are the euro, Pound sterling, and Polish zloty. Most of the subsidiaries' transactions, and resulting balance occur in their local and functional currency.
The following exchange rates have been applied:
| Rate: | €1.00 | €1.00 |
|---|---|---|
| Rate as at 31 December 2021 | £ 0,8403 | zł 4,5969 |
| Rate as at 30 June 2022 | £ 0,8582 | zł 4,6904 |
| Rate as at 31 December 2022 | £ 0,8869 | zł 4,6808 |
| Rate as at 30 June 2023 | £ 0,8583 | zł 4,4388 |
| Average rate | €1.00 | €1.00 |
| H1 2022 | £ 0,8424 | zł 4,6354 |
| H1 2023 | £ 0,8764 | zł 4,6244 |
In preparing these interim financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.
The significant judgements made by management in applying the Group's accounting policies and the key sources of uncertainties with respect to estimates were the same as those applied to the last annual financial statements.
A number of the Group's accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.
The Group has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values. The valuation team reports directly to the CFO and regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which the valuations should be classified. Significant valuation issues are reported to the Group's Audit Committee.
When measuring the fair value of an asset or a liability, the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.
The different levels are defined as follows.
• Level 1: quoted prices (unadjusted) in active market to identical assets or liabilities. A market is regarded as active if transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.
The Group recognises possible transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred. If the inputs used to measure the fair value of an asset or a liability can be categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
The Group has the following three strategic clusters, which are its reportable segments:
Each country is a separate operating segment, but it can be aggregated into reportable segments depending on similarity of economic, market and competition characteristics, given that the nature of the products and services, the nature of the production processes, the type of customer, and the methods used to distribute the products, and the nature of the regulatory environment, is similar.
The Group's products include, amongst other things, compound feed and blends, young animal feed and specialities, raw materials and co-products, seeds and fertilisers. Core activities are production and delivery of feed, logistics and providing Total Feed solutions based on nutritional expertise.
The Group's Executive Board reviews internal management reports of each reportable segment on a monthly basis, and its members are considered as the chief operating decision-making body.
Information related to each reportable segment is set out on the next page.
The column Group / eliminations represents and includes amounts as a result of Group activities and eliminations in the context of the consolidation. There are various levels of integration between the segments. This integration includes, amongst others, transfers of inventories and
shared distribution services. Inter-segment pricing is determined on an arm's length basis.
The Group is not reliant on individual major customers.
The reconciliation between the reportable segments' operating results and the Group's profit before tax is as follows:
| in millions of euro | note | 2023 | 2022 |
|---|---|---|---|
| Segment operating profit | -6.0 | 19.1 | |
| Net finance result | 11 | -8.7 | -4.4 |
| Share of profit of equity-accounted investees, net of tax | 2.5 | 1.9 | |
| Profit before tax | -12.2 | 16.6 |
| For the six months ended 30 June 2023 | The Netherlands / | Germany / | United | Group / | |
|---|---|---|---|---|---|
| in millions of euro | Belgium | Poland | Kingdom | eliminations Consolidated | |
| Compound feed revenues | 628.7 | 375.1 | 298.9 | - | 1,302.7 |
| Other revenue | 173.6 | 34.8 | 95.4 | - | 303.8 |
| External revenues | 802.3 | 409.9 | 394.3 | - | 1,606.5 |
| Inter-segment revenues | 24.1 | 0.9 | - | -25.0 | - |
| Revenue | 826.4 | 410.8 | 394.3 | -25.0 | 1,606.5 |
| Gross profit | 121.1 | 51.7 | 61.7 | 0.3 | 234.8 |
| Other operating income | 0.1 | 0.3 | 0.1 | - | 0.5 |
| Operating expenses | -124.2 | -44.1 | -66.3 | -6.7 | -241.3 |
| Operating profit | -3.0 | 7.9 | -4.5 | -6.4 | -6.0 |
| Depreciation, amortisation and impairment | 12.3 | 4.5 | 7.4 | 2.2 | 26.4 |
| EBITDA | 9.3 | 12.4 | 2.9 | -4.2 | 20.4 |
| Property, plant and equipment | 127.9 | 72.2 | 93.9 | 5.6 | 299.6 |
| Intangible assets and goodwill | 68.5 | 13.3 | 5.8 | 5.2 | 92.8 |
| Equity-accounted investees | - | 31.8 | 1.2 | - | 33.0 |
| Other non-current assets | 0.5 | 9.6 | 2.5 | -4.2 | 8.4 |
| Non-current assets | 196.9 | 126.9 | 103.4 | 6.6 | 433.8 |
| Current assets | 294.0 | 198.8 | 127.2 | -141.6 | 478.4 |
| Total assets | 490.9 | 325.7 | 230.6 | -135.0 | 912.2 |
| Equity | -222.2 | -64.7 | -92.9 | 70.9 | -308.9 |
| Liabilities | -268.7 | -261.0 | -137.7 | 64.1 | -603.3 |
| Total equity and liabilities | -490.9 | -325.7 | -230.6 | 135.0 | -912.2 |
| Working capital | -26.4 | 49.4 | 13.8 | -6.2 | 30.6 |
| Capital expenditure1 | 6.5 | 3.5 | 1.8 | 1.4 | 13.2 |
1 Additions to intangible assets and property, plant and equipment.
| The Netherlands / Germany / United Group / in millions of euro Belgium Poland Kingdom eliminations Consolidated - Compound feed 680.3 363.2 294.2 - Other revenue 141.6 34.1 83.9 - External revenues 821.9 397.3 378.1 - -24.8 Inter-segment revenues 24.6 0.2 -24.8 Revenue 846.5 397.5 378.1 Gross profit 144.6 48.6 63.8 0.3 - - Other operating income 0.1 0.1 -122.8 -42.0 -65.4 -8.2 Operating expenses -1.5 -7.9 Operating profit 21.9 6.6 Depreciation, amortisation and impairment 7.8 4.4 8.7 2.3 -5.6 EBITDA 29.7 11.0 7.2 On 31 December 2022 Property, plant and equipment 141.0 70.6 94.8 5.4 Intangible assets and goodwill 78.8 13.6 6.9 5.9 - - Equity-accounted investees 30.8 1.2 -4.0 Other non-current assets 0.7 9.5 6.1 Non-current assets 220.5 124.5 109.0 7.3 -119.7 Current assets 311.7 216.1 151.0 -112.4 Total assets 532.2 340.6 260.0 -224.3 -64.3 -102.7 Equity 47.1 -307.9 -276.3 -157.3 Liabilities 65.3 -532.2 -340.6 -260.0 Total equity and liabilities 112.4 -18.1 -7.2 Working capital 54.6 9.5 For the six months ended 30 June 2022 Capital expenditure1 6.5 3.5 1.8 1.3 |
For the six months ended 30 June 2022 | |||
|---|---|---|---|---|
| 1,337.7 | ||||
| 259.6 | ||||
| 1,597.3 | ||||
| - | ||||
| 1,597.3 | ||||
| 257.3 | ||||
| 0.2 | ||||
| -238.4 | ||||
| 19.1 | ||||
| 23.2 | ||||
| 42.3 | ||||
| 311.8 | ||||
| 105.2 | ||||
| 32.0 | ||||
| 12.3 | ||||
| 461.3 | ||||
| 559.1 | ||||
| 1,020.4 | ||||
| -344.2 | ||||
| -676.2 | ||||
| -1,020.4 | ||||
| 38.8 | ||||
| 13.1 |
1 Additions to intangible assets and property, plant and equipment.
There is no significant seasonal pattern when comparing the first half of the year to the second half of the year.
No acquisitions were closed in the six months ended 30 June 2023.
On 14 February 2023 the second and last contingent consideration has been paid, amounting €5.5 million. As at 30 June 2023 no contingent consideration remains.
As at 30 June 2023 the put option liability amounts to €30.0 million (31 December 2022: €23.2 million). The increase of this liability relates to the discounting effect of €1.6 million and remeasurement effect due to updated assumptions of €3.7 million (both have been recognised in the income statement as a non-operational finance result, refer to Note 12) and a foreign currency translation impact (€1.5 million included in other comprehensive income).
ForFarmers has announced the sale of the compound feed activities of ForFarmers Belgium to Arvesta in the first half-year of 2023. The current context, in which the agricultural sector is being put under pressure to produce even more sustainably, is leading to more consolidation and cooperation in the chain. Accordingly, ForFarmers and Arvesta entered into discussions about ForFarmers Belgium and closer cooperation in the chain.
By means of the acquisition of ForFarmers Belgium, Arvesta takes over both the approximately 80 employees who produce and sell approximately 420,000 tons of feed and the production site in Izegem in West Flanders. The mill and site in Ingelmunster are also included in the transaction. The sale of co-products, the activities in Belgium of the organic feed producer Reudink and the horse feed producer Pavo are not included in this transaction.
The transaction is subject to approval of the Belgian competition authority. It is expected that the transaction will be finalized in quarter three 2023.
As a result of this intended transaction, in accordance with IFRS 5, the related non-current assets of ForFarmers Belgium are classified as Assets held for Sale and measured against the lower of its carrying amount and fair value less costs to sell. Consequently, an impairment of goodwill amounting to €4.7 million has been recognized in the first half of 2023.
There were no other divestments in the six months ended 30 June 2023 (30 June 2022: ditto).
Gross profit declined by €22.5 compared to the six months ended 30 June 2022. Excluding the foreign currency effect (€2.4 million negative) and net acquisition/divestment effect (€0.7 million positive) gross profit declined by €20.8 million as a result of lower sales volumes and margin pressure, due to among others very volatile raw material and fertilizer prices.
There is almost no other operating income in the six months ended 30 June 2023 (30 June 2022: ditto).
The increase in total operating expenses of €2.9 million contains a foreign currency effect (€2.5 million negative) and a net acquisition/divestment effect (€0.6 million positive). Without these effects, operating expenses increase by €4.8 million mainly due to higher employee benefit expenses as a result of salary indexation and due to impairment of goodwill Belgium (refer to Note 15). At the same time, in the six months ended 30 June 2023 a gain of €0.4 million is recognized on impairments of trade receivables, being a partial reversal of a provision recognized in 2022 (30 June 2022: €2.4 million loss).
The net finance result amounts to €8.7 million negative (30 June 2022: €4.4 million negative) and includes among others €5.3 million (30 June 2022: €1.3 million) interest and remeasurement effect (loss) on the put-option liability related to an acquisition. The net finance result also declined due to the higher net debt position as well as rising interest rates in the EU and the United Kingdom.
The Executive Board has defined 'underlying metrics' as performance measures. These metrics exclude the impact of incidental items from the IFRS values. The Executive Board believes these underlying metrics provide a better insight into ForFarmers' business development and performance, as they exclude the impact of significant incidental items, which are considered to be non-recurring, and are not directly related to the operational performance of ForFarmers. The underlying metrics are reported at the level of operating expenses, EBITDA, EBIT and profit attributable to Shareholders of the Company.
Four types of adjustments are distinguished: i) Impairments of tangible and intangible fixed assets; ii) Business combinations and Disposal of assets and interests and divestment related items, including amortisation of acquired intangible assets, the discounted/fair value changes on earn-out arrangements and options, and dividends relating to plans and options, and dividends relating to minority interests in anticipated acquisitions; iii) Restructuring; and iv) Other, consisting of other one-off non-operating effects.
The Group's definition of underlying metrics may not be comparable with similarly titled performance measures and disclosures by other companies.
| in millions of euro | IFRS | Impairments | Business Combinations and Divestments |
Restruc turing |
Other | Total APM items |
Underlying excluding APM items |
|---|---|---|---|---|---|---|---|
| EBITDA1 | 20.4 | -0.1 | -5.8 | -0.2 | -6.1 | 26.5 | |
| EBIT | -6.0 | -4.7 | -3.9 | -5.8 | -0.2 | -14.6 | 8.6 |
| Net finance result | -5.2 | - | -5.2 | ||||
| Tax effect | - | 0.9 | 0.1 | - | 1.0 | ||
| Profit attributable to Shareholders of the Company |
-14.4 | -4.7 | -8.2 | -5.7 | -0.2 | -18.8 | 4.4 |
| Earnings per share in euro2 | -0.16 | -0.05 | -0.09 | -0.07 | - | -0.21 | 0.05 |
| in millions of euro | IFRS | Impairments | Business Combinations and Divest ments |
Restruc turing |
Other | Total APM items |
Underlying excluding APM items |
|---|---|---|---|---|---|---|---|
| EBITDA1 | 42.3 | -0.1 | -0.7 | - | -0.8 | 43.1 | |
| EBIT | 19.1 | - | -4.3 | -0.7 | - | -5.0 | 24.1 |
| Net finance result | -2.1 | - | -2.1 | ||||
| Tax effect | - | 0.9 | 0.2 | - | 1.1 | ||
| Profit attributable to Shareholders of the Company |
11.1 | - | -5.5 | -0.5 | - | -6.0 | 17.1 |
| Earnings per share in euro2 | 0.12 | - | -0.06 | -0.01 | - | -0.07 | 0.19 |
1 EBITDA is operating profit before depreciation, amortization and impairments.
2 Earnings per share attributable to Shareholders of the Company.
The Alternative Performance Measures (APM) items before tax in the six months ended 30 June 2023 comprise:
The Alternative Performance Measures (APM) items before tax in the six months ended 30 June 2022 comprise:
Taking the APM items into account, the underlying effective tax rate for the first six months ended 30 June 2023 would be 30.7% (30 June 2022: 30.8%). In the underlying effective tax rate calculation, the adjustments per country are calculated against the annual weighted average corporate income tax rate per country, as expected for the full financial year.
Income tax expense is recognised based on the Executive Board's best estimate of the weighted-average annual income tax rate per country expected for the full financial year multiplied by the pre-tax income (excluding the share of the result participation accounted for based on the equity method, after taxes) of the interim reporting period.
The Group's consolidated effective tax rate for the six months ended 30 June 2023 is -3.9% (six months ended 30 June 2022: 38.0%). The lower (and negative) tax rate compared to 2022 is mainly due to non-deductible costs in a loss-situation.
As of 30 June 2023 a net current tax asset has been recognised amounting to €1.3 million (31 December 2022: net tax asset of €1.3 million).
Property, plant and equipment includes owned assets as well as right-of-use assets.
| in millions of euro | 30 June 2023 |
31 December 2022 |
|---|---|---|
| Assets | ||
| Property, plant and equipment, owned | 271.2 | 283.2 |
| Right-of-use asset | 28.4 | 28.6 |
| Property, plant and equipment | 299.6 | 311.8 |
Movements on property, plant and equipment (owned assets) during the six months ended 30 June 2023 are specified as follows:
| in thousands of euro | note | Total |
|---|---|---|
| Cost | ||
| Balance as at 1 January 2023 | 623.6 | |
| Additions | 12.2 | |
| Reclassification to assets held for sale | 19 | -28.5 |
| Disposals | -7.6 | |
| Effect of movements in exchange rates | 6.9 | |
| Balance as at 30 June 2023 | 606.6 |
| Balance as at 30 June 2023 | -335.4 | |
|---|---|---|
| Effect of movements in exchange rates | -3.3 | |
| Disposals | 6.2 | |
| Reclassification to assets held for sale | 19 | 15.1 |
| Depreciation | -13.0 | |
| Balance as at 1 January 2023 | -340.4 |
| At 1 January 2023 | 283.2 |
|---|---|
| At 30 June 2023 | 271.2 |
Capital expenditures amount to €12.2 million (2022: €11.8 million), mainly comprising expenditures to maintain and enhance the performance and efficiency of the production facilities.
The reclassification to assets held for sales relates to the planned sale of the compound feed assets Belgium (refer to note 7 and 18).
Movements on right-of-use assets during the six months ended 30 June 2023 are specified as follows:
| in millions of euro | note | Total |
|---|---|---|
| Cost | ||
| Balance as at 1 January 2023 | 45.4 | |
| New lease contracts | 4.2 | |
| Lease contracts ended | -2.9 | |
| Reclassification to assets held for sale | 19 | -3.5 |
| Remeasurement | 0.7 | |
| Effect of movements in exchange rates | 1.2 | |
| Balance as at 30 June 2023 | 45.1 |
| Balance as at 1 January 2023 | -16.8 | |
|---|---|---|
| Depreciation | -3.8 | |
| Lease contracts ended | 2.9 | |
| Reclassification to assets held for sale | 19 | 1.8 |
| Effect of movements in exchange rates | -0.8 | |
| Balance as at 30 June 2023 | -16.7 | |
The reclassification to assets held for sales relates to the planned sale of the compound feed assets Belgium (refer to note 7 and 18).
The new and ended lease contracts mainly relate to lease cars in the Netherlands and the United Kingdom.
Movements on intangible assets and goodwill during the six
months ended 30 June 2023 are specified as follows:
| Intangible | ||||
|---|---|---|---|---|
| in millions of euro | Note | Goodwill | assets | Total |
| Cost | ||||
| Balance as at 1 January 2023 | 119.0 | 116.3 | 235.3 | |
| Additions | - | 0.9 | 0.9 | |
| Reclassification to assets held for sale | 19 | -1.2 | -5.7 | -6.9 |
| (Reversal of) impairment losses on intangible assets | -4.7 | - | -4.7 | |
| Effect of movements in exchange rates | 2.7 | 2.1 | 4.8 | |
| Balance as at 30 June 2023 | 115.8 | 113.6 | 229.4 | |
| Accumulated amortisation and impairment losses | ||||
| Balance as at 1 January 2023 | -57.6 | -72.5 | -130.1 | |
| Amortisation | - | -4.8 | -4.8 | |
| Reclassification to assets held for sale | 19 | - | 2.4 | 2.4 |
| Effect of movements in exchange rates | -2.7 | -1.4 | -4.1 | |
| Balance as at 30 June 2023 | -60.3 | -76.3 | -136.6 | |
| Carrying amounts | ||||
| At 1 January 2023 | 61.4 | 43.8 | 105.2 | |
| At 30 June 2023 | 55.5 | 37.3 | 92.8 |
The additions mainly relate to acquired software to support business and processes.
For each cash generating unit, an annual goodwill impairment test is executed in the third quarter. Moreover, with respect to the publication of the interim report and the annual financial statements an assessment is made whether there is a trigger for goodwill impairment. This comprises, among others, assessments of most recent market developments, financial results and management projections.
In the first half year of 2023 ForFarmers announced the divestment of its compound feed activities in Belgium to Arvesta. The planned sale has resulted in a goodwill impairment of €4.7 million as a result of valuation against the lowest of the carrying amount and fair value less costs of disposal.
For the remainder, for the six months ended 30 June 2023 no triggers for goodwill impairment were identified in the key assumptions, as applied in the annual impairment test.
The amounts under equity-accounted investeeds (€ 33.0 million per 30 juni 2023, respectively € 32.0 million per 31 December 2022) mainly relate to HaBeMa Futtermittel Produktions- und Umschlagsgesellschaft GmbH & Co. KG (HaBeMa), a joint venture in which the Group participates. HaBeMa is one of the Group's suppliers and is principally engaged in trading of raw materials, storage and transshipment, production and delivery of compound feeds in Hamburg, Germany.
HaBeMa is structured as a separate legal entity and the Group has a residual interest in the net assets of the entity. Accordingly and consistent with the last annual financial statements, the Group has classified its interest in HaBeMa as a joint venture. The Group does not have any commitments or contingent liabilities relating to HaBeMa, except for the purchase commitments of goods as part of the normal course of business.
At 30 June 2023 total inventory decreased by €41.5 million to €110.6 million. The decrease is mainly due to declining raw material prices.
For the six months ended 30 June 2023 no material inventory write-downs were recognised in the statement of profit or loss (six months ended 30 June 2022: ditto).
As of 30 June 2023, the total amount of trade and other receivables has decreased by €50.0 million to €284.1 million. Of this amount, €281.6 million is short-term (as of 31 December 2022: €330.7 million) and €2.5 million is long-term (as of 31 December 2022: €3.4 million). This decline is mainly caused by a decrease in trade debtors by €43.1 million, which is a result of lower volumes. Additionally, €6.0 million is reclassified to Assets held for sale related to the intended sale of the compound feed activities Belgium.
As a result of the announced but not yet closed divestment of the compound feed activities in Belgium (refer to note 7), all related non-current assets are presented as Assets held for Sale as per 30 June 2023. This includes mainly buildings, plant and machinery (previously property, plant and equipment), goodwill, customer relations (previously intangible assets) and current receivables (previously trade and other receivables).
The carrying value of these assets amounts to €25.7 million as per 30 June 2023. This includes an impairment of €4.7 million on goodwill following measurement at fair value minus divestment costs. This impairment is recognized through profit and loss in the first half-year of 2023.
At 30 June 2023 the issued share capital comprised 89,283.817 ordinary shares and 1 priority share (31 December 2022: 95,218,821 ordinary shares and 1 priority share), each with a nominal value of €0.01.
At the Annual General Meeting of 13 April 2023 the dividend over 2022 was approved at € 0.20 per ordinary share. The total dividend amounts to €18.3 million (including dividend tax to be paid to the tax authorities), including €0.4 million dividend to the minority shareholder of ForFarmers Thesing Mischfutter GmbH & Co. KG.
In accordance with the dividend policy the payable dividend is offset (if applicable) against outstanding Group trade receivables and receivables from the Coöperatie FromFarmers U.A. This results in an actual payment of dividend (including dividend tax to be paid to the tax authorities) in 2023 of €17.3 million (including €0.4 million dividend to the minority shareholder of ForFarmers Thesing Mischfutter GmbH & Co. KG). The treasury shares are not entitled to dividend.
On 27 June 2023 ForFarmers announced the cancellation of almost 6 million shares on that day. These shares were bought under the share-buyback programme of at maximum €50 million as announced in 2021. This programme has been prudently terminated in the year 2022.
ForFarmers announced a share-buyback programme in 2023 for the purpose of ForFarmers fulfilling its obligations under the (depositary receipts for) share-related incentive schemes and obligations from employee participation plans 2022. It pertains to a maximum of 625,000 shares, for a maximum amount of €3,125,000.
In the first six months of 2023 ForFarmers repurchased a total of 348,228 shares for an amount of €0.9 million. All of these shares are repurchased for (senior) employee participations plans.
On 14 April 2022 an amendment to the remuneration policy was proposed to the General Meeting of Shareholders, including the payment mechanism for the long-term variable remuneration in the form of (rights to) shares or depositary receipts. This plan has been put in action for the members of the Executive Team. The long-term variable remuneration consists of a conditional grant of (depositary receipts for) ForFarmers shares (Performance Stock Units, PSUs ForFarmers respectively) with the aim of aligning the longer-term interests of the board with the longer-term interests of shareholders. The amount of the long-term variable remuneration depends on the extent to which the objectives have been achieved over a period of three years.
The price of the depositary receipts of the Company, at which they are repurchased for the participants, was determined as the average Euronext closing price in the 5 trading days during the period 18 April 2023 up to and including 24 April 2023 and amounted to €2.91 per share.
For 2023, the Executive Board decided not to offer a new participation plan (employees and senior management).
Consistent with the last annual financial statements, separate employee benefit plans are applicable in the various countries where the Group operates.
| in millions of euro | Note | 30 June 2023 | 31 December 2022 |
|---|---|---|---|
| Liability for defined benefit obligations | 12.9 | 12.2 | |
| Asset for defined benefit obligations | - | -5.8 | |
| Net asset / liability for defined benefit obligations | 12.9 | 6.4 | |
| Liability for other long-term service plans | 5.1 | 4.5 | |
| Total | 18.0 | 10.9 |
The following table shows a reconciliation from the opening balance to the closing balance for the net defined benefit obligation and its components.
| Total net defined | |
|---|---|
| in millions of euro | benefit obligation |
| Balance at 1 January 2023 | 6.4 |
| Included in profit or loss | |
| Current service cost | 0.4 |
| Interest cost (income) | -0.2 |
| 0.2 | |
| Included in Other Comprehensive Income | |
| Remeasurement loss (gain) | 10.7 |
| Effect of movements in exchange rates | -0.3 |
| 10.4 | |
| Other | |
| Employer contributions (to plan assets) | -4.1 |
| -4.1 | |
| Balance as at 30 June 2023 | 12.9 |
The remeasurement loss of €10.7 million is mainly a result of updated actuarial assumptions and changed inflation expectations in the United Kingdom for the six months ended 30 June 2023.
As of 30 June 2023, the trade and other payables amount to €403,9 million, which represents a decrease of €70.2 million compared to 31 December 2022 (€474.1 million). The decline is primarily attributable to a decrease in trade payables by €71.6 million and a reduction in the contingent consideration for acquisitions by €5.5 million (refer to note 6). On the other hand, there is an increase in the put option liability by €6.8 million due to revaluation, currency effects and interest effect (refer to note 6).
The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
| Carrying amount | Fair value | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| in millions of euro | note | Mandatory at FVTPL - others1 |
Fair value - hedging instruments |
Amortized costs |
Total | Level 1 | Level 2 | Level 3 | Total |
| Financial assets measured at fair value |
|||||||||
| Commodity future contracts used for hedging (derivatives) |
- | 0.2 | - | 0.2 | - | 0.2 | - | 0.2 | |
| Interest rate swap (derivative) | - | 0.4 | - | 0.4 | - | 0.4 | - | 0.4 | |
| - | 0.6 | - | 0.6 | - | 0.6 | - | 0.6 | ||
| Financial assets not measured at fair value |
|||||||||
| Equity securities (other investments) | - | - | - | - | - | - | - | - | |
| Trade and other receivables2 | - | - | 283.5 | 283.5 | - | - | - | - | |
| Cash and cash equivalents | - | - | 46.9 | 46.9 | - | - | - | - | |
| - | - | 330.4 | 330.4 | - | - | - | - | ||
| Financial liabilities measured at fair value |
|||||||||
| Contingent consideration | -0.8 | - | - | -0.8 | - | - | -0.8 | -0.8 | |
| Put option liability | 6 | -30.0 | - | - | -30.0 | - | - | -30.0 | -30.0 |
| Forward exchange contracts used for hedging (derivatives) |
- | - | - | - | - | - | - | - | |
| Commodity future contracts used for hedging (derivatives) |
-0.4 | - | - | -0.4 | - | -0.4 | - | -0.4 | |
| Interest rate swap (derivative) | - | - | - | - | - | - | - | - | |
| Fuel swaps used for hedging (derivatives) |
- | -1.3 | - | -1.3 | - | -1.3 | - | -1.3 | |
| -31.2 | -1.3 | - | -32.5 | - | -1.7 | -30.8 | -32.5 | ||
| Financial liabilities not measured at fair value |
|||||||||
| Bank overdrafts | - | - | -13.7 | -13.7 | - | - | - | - | |
| Loans and borrowings | - | - | -120.1 | -120.1 | - | - | - | - | |
| Lease liabilities | - | - | -31.4 | -31.4 | - | - | - | - | |
| Trade and other payables3 | - | - | -371.4 | -371.4 | - | - | - | - | |
| - | - | -536.6 | -536.6 | - | - | - | - |
1 Fair value through profit and loss.
2 Excluding derivatives and other investments.
3 Excluding contingent considerations and the put option liability.
The following table show the valuation technique used in measuring Level 2 fair values, as well as the significant unobservable inputs used.
| Type | Valuation technique |
|---|---|
| Forward exchange contracts | The fair value is determined using quoted forward exchange rates at the reporting date and present value calculations based on high credit quality yield curves in the respective currencies. |
| Interest rate swaps and fuel swaps, future commodity contracts |
The Group enters into derivative financial instruments with financial institutions with investment grade credit ratings and leading trading platforms. Derivative financial instruments are valued using valuation techniques, which employs the use of market observable inputs. The most frequently applied valuation techniques include swap models and futures models, using present value calculations. |
| Contingent consideration and put option liability |
The valuation model considers the present value of expected payment, discounted using a risk-adjusted discount rate. The expected payment is determined by considering the possible scenarios of forecast sales volume / EBITDA developments, the receipt of the gross trade receivables, the anticipated net debt position, the amount to be paid under each scenario and the probability of each scenario. Significant unobservable inputs consists: |
| • Forecast annual sales volume / EBITDA growth rate. • Forecast receipts gross trade receivables. • Forecast net debt position. • Risk-adjusted discount rate. |
|
| The estimated fair value would increase (decrease) if: • the annual sales volume / EBITDA growth rate were higher (lower). • the receipts of the gross trade receivables vary positive (negative) from the standard payment terms. • the actual net debt postion varies positive (negative) from anticipated position. • the risk-adjusted discount rate were lower (higher). |
| Type | Valuation technique |
|---|---|
| Equity securities (non-current) | For investments in equity instruments that do not have a quoted market price in an active market for an identical instrument (i.e. a Level 1 input) disclosures of fair value are not required. |
| Loans and receivables (non-current) | Discounted cash flows. |
| Cash, trade and other receivables and other financial liabilities (current) |
Given the short term of these instruments, the carrying value is close to the market value. |
| Other financial liabilities (non-current) | Discounted cash flows. The fair value of the long-term debts is equal to the carrying value as floating market-based interest rates are applicable consistent with the financing agreement. |
The net debt position increased to €86.9 million (31 December 2022: €68.6 million net debt).
During the six months ended 30 June 2023 the cash flow from operating activities was €20.9 million positive and was mainly influenced by the decreasing working capital as a result of decreasing raw material prices. The net debt increased due to dividend payment, the share buy-back programme and the capital expenditures in fixed assets.
The Group uses derivatives to hedge the risks associated with fuel and raw material prices. As part of these cash flow hedges, maturities relate to realisation dates of hedged items and therefore cash flow hedge accounting is applied. The Group applies fair value hedge accounting as well, for example to hedge the risk of price fluctuations of contracted future purchases.
The purchase commitments for raw materials decreased compared to 31 December 2022 by €173.9 million to €488.1 million.
The purchase commitments for energy decreased compared to 31 December 2022 by €17.1 million to €38.2 million due to lower energy prices.
The other commitments and contingencies, as disclosed in the last annual financial statements, did not change materially during the six months ended 30 June 2023.
During the six months ended 30 June 2023 there were no material changes in respect of the nature and size of the related parties compared to the last annual financial statements.
On 24 July 2023, ForFarmers/Tasomix came to an agreement with Piast Pasze Sp. z.o.o. ('Piast') to merge their feed activities. The volume of ForFarmers/Tasomix in Poland will consequently increase by 410,000 tonnes. In addition, ForFarmers/Tasomix will strengthen its position in the broiler sector in particular.
One of the strategic objectives of ForFarmers/Tasomix is to expand in the attractive Polish agricultural market. The acquisition of Piast is entirely in line with this objective.
The history of Piast dates back to the 1970s with its original location in Lewkowiec (Central Poland) that mainly focused on broiler and turkey farmers in the free market. Over time, Piast expanded its portfolio of products for pigs and cattle and acquired additional production locations in Plonsk, Golancz and Olesno. There are 220 employees involved in management, sales, and production.
Due to the location of the mills of Piast versus those of ForFarmers/Tasomix, it is possible to create dedicated mills to be able to produce more efficiently. The larger geographical footprint provides opportunities to enlarge the customer base. In addition, Piast owns two unique poultry feed technologies, which are cost efficient, can well be applied at ForFarmers/Tasomix and also fit with the sustainability strategy.
ForFarmers will consolidate Piast fully in the financial results. The transaction is pending the approval of the Polish competition authority. Closing of the transaction is expected to take place in the fourth quarter of 2023.
Lochem, 9 August 2023
Pieter Wolleswinkel, CEO Roeland Tjebbes, CFO Rob Kiers, COO
Jan van Nieuwenhuizen, Chairman Erwin Wunnekink, Vice-Chair Marijke Folkers – In 't Hout Roger Gerritzen Vincent Hulshof Annemieke den Otter
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