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Ascopiave

Earnings Release Mar 14, 2018

4357_10-k_2018-03-14_af41f3c5-b264-4bca-b83f-a7c7006c3faa.pdf

Earnings Release

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Informazione
Regolamentata n.
0887-2-2018
Data/Ora Ricezione
14 Marzo 2018
16:49:56
MTA - Star
Societa' : ASCOPIAVE
Identificativo
Informazione
Regolamentata
: 100198
Nome utilizzatore : ASCOPIAVEN01 - Rossetto
Tipologia : 3.1; 1.1
Data/Ora Ricezione : 14 Marzo 2018 16:49:56
Data/Ora Inizio
Diffusione presunta
: 14 Marzo 2018 16:49:57
Oggetto : results for the year 2017. The Board of Directors has approved the
Testo del comunicato

Vedi allegato.

PRESS RELEASE

ASCOPIAVE: The Board of Directors has approved the results for the year 2017.

Proposed dividend € 0.18 per share (€ 40.0 million)

Gross Operating Margin € 84.4 million, a decrease compared to 2016 (€ 95.3 million)

Operating Result € 59.9 million, a decrease compared to 2016 (€ 72.1 million)

The operating result in 2016 was influenced by the entry of non-recurring income, amounting to € 11.1 million, related to the recognition of the APR component for the renegotiation of long-term procurement agreements

Gross Operating Margin in 2016 net of APR: € 84.2 million

Operating Result in 2016 net of APR: € 61.0 million

Net Consolidated Profit € 49.3 million, a decrease compared to 2016 (€ 56.9 million)

Net Financial Position € 119.9 million, an increase compared to 31st December 2016 (€ 94.1 million)

Debt/Shareholders' Equity ratio of 0.27 and Debt/Ebitda ratio of 1.42, both among the bestperforming in the field

The Ascopiave S.p.A. Board of Directors, which had a meeting chaired by Mr Nicola Cecconato today, acknowledged and approved the draft separate financial statements and consolidated financial statements for 2017, prepared in compliance with the International Accounting Standards IAS/IFRS.

Ascopiave's Chairman, Nicola Cecconato, commented "Fiscal 2017 has registered excellent results for the Group despite a fluctuation in margins compared to the previous accounting period, mainly due to extraordinary income during 2016, a non-recurring event.

The results that were achieved, among the best in the field, reveal how the Ascopiave Group is capable of transforming planned strategic intentions into concrete realities. Moreover, the results highlight the quality and commitment of all resources involved in the development of business and in the enhancement of technical and organisational processes.

Stemming from the sturdy dedication of our human capital, the managerial quality and the proximity to the local community, entwined with the Group's economic-financial solidity, which are the hallmarks of our company, we are confidently endeavouring in the development of consolidation strategies over both internal and external lines, sustaining, with farsightedness, the generation of value for our shareholders, thus repaying the trust they have invested in our company.

It's in connection with this value generated by the Group that I again underline how the dividend proposed to the shareholders' meeting is amongst the top in the field".

The General Manager Roberto Gumirato added: "The Group confirms excellent results also in fiscal 2017, evidence of the solidity of the strategic vision implemented by the company's Board of Directors and management.

Gross operating margin (EBITDA), net of non-recurring income deriving from the APR mechanism, recorded for the 2016 accounting period, basically reflects the result of the previous year: the figures are affected by the downward spiral in the rates of gas sold, stemming from the drop in the graduality component and a rise in the cost of gas purchased. The negative effect is wholly offset thanks to the induction of Pasubio Group (now AP Reti Gas Vicenza) within the perimeter, and by the revenues coming from the successful management of energy efficiency certificates.

The strategic development of the gas distribution business, in addition to gas and power sales, through the implementation of commercial growth and procurement strategies, reorganization and upgrading of processes, and the teams dedicated to managing contracts and tenders, coupled with a prudent investment policy and our sturdy financial structure, enable the consolidation of the Group's high marginality and, at the same time, guarantee a solid base for its continuation over the long term.".

Consolidated results of the Ascopiave Group in 2017

Revenue from sales

The Ascopiave Group closed 2017 with consolidated revenues amounting to € 532.8 million, compared to € 497.7 million in 2016 (+7.1%). The increase in turnover is mainly due to the rise in revenue from contributions connected to energy efficiency targets (€ +22.4 million) and the extension of the scope of consolidation (€ 14.3 million).

Gross operating margin

Gross operating margin in 2017 amounted to € 84.4 million, marking a decrease compared to € 95.3 million in the previous year (-11.4%).

Trade margins on gas sale decreased by € 17.8 million compared to 2016. The decrease was mainly explained by the recognition, in 2016, of the non-recurring income due to the compensation allocated to the Group after adopting the mechanism for the promotion of the renegotiation of long-term procurement agreements envisaged by ARERA resolution 447/2013/R/gas (€ 11.1 million). Net of the effect described, the decrease recorded was equal to € 6.6 million and is explained by lower unit margins only partially offset by higher volumes of gas sold.

Trade margins on gas trading at the end of the year amounted to € 0.1 million.

Trade margins on electricity sale increased by € 1.0 million.

The tariff revenues from distribution and metering increased by € 8.3 million compared to 2016 (of which € 8.7 million explained by the extended scope of consolidation). The decrease recorded with the same consolidation scope is mainly attributable to the recognition, in 2016, of the non-recurring income due to the positive difference found – upon communicating the equalisation balance – between the provisional and final tariffs for the year 2015, to the tune of € 1.2 million.

The change in the item "residual costs and revenues" – with the same consolidation scope – positively contributed to the formation of the gross operating margin (€ +4.1 million). Among the most remarkable variations, there was an improvement in the margin on the activity related to the management of energy efficiency obligations amounting to € 3.6 million, higher contributions from CCSE for safety incentives totalling € 0.6 million and higher capitalisation of directly attributable charges for € 1.5 million. This improvement is partially offset by lower contingencies for € 0.6 million, higher advertising and marketing expenses amounting to € 1.1 million and higher staff costs for € 0.2 million. Subsequent to the extension of the consolidation area, net costs totalling € 6.6 million were recorded.

Operating Result

The operating profit in 2017 amounted to € 59.9 million, compared to € 72.1 million in the previous year (- 16.9%).

This result was determined, in addition to a worsening in gross operating margin, by a decrease in the provision for doubtful accounts (€ -1.0 million), offset by an increase in depreciation and amortisation (€ +2.4 million).

Net Profit

The consolidated net profit amounted to € 49.3 million, marking a decrease compared to € 56.9 million in 2016 (-13.5%).

The consolidation with the equity method of the jointly controlled companies and the associate company Sinergie Italiane S.r.l., under liquidation, generated income for € 7.4 million, compared to € 7.8 million in 2016. In 2017, the positive contribution of the associate company under liquidation to the consolidated profit and loss account amounted to € 0.6 million (€ 1.2 million in 2016).

Net financial expenses amounted to € 0.5 million, in line with the previous year.

Taxes recorded in the profit and loss account amounted to € 17.6 million, a decrease of € 4.8 million (- 21.4%), due to a decrease in IRES tax rates in force in 2017 (from 27.5% to 24%) and a lower taxable income.

The tax rate, calculated by normalising the pre-tax result of the companies consolidated with the equity method, decreased from 31.3% to 29.6%.

EBITDA of jointly controlled companies consolidated with the equity method

Jointly controlled companies consolidated with the equity method in 2017 achieved a consolidation pro-rata gross operating margin of € 13.4 million, an increase of € 0.4 million compared to the previous year.

Operating performance in 2017

The volumes of gas sold by the fully-consolidated companies in 2017 amounted to 803.8 million cubic metres, marking an increase of 0.4% compared to 2016.

The equity-method consolidated companies sold a total of 134.9 million cubic metres of gas pro-rata in total, marking an increase of 0.4% compared to 2016.

The volumes of electricity sold by the fully-consolidated companies in 2017 amounted to 383.4 GWh, thus recording an increase of 12.8% compared to 2016.

The companies consolidated with the equity method sold 57.1 GWh pro-rata in total, marking an increase of 7.7% compared to 2016.

With regard to gas distribution, the volumes of gas delivered through the networks managed by the fullyconsolidated companies amounted to 946.9 million cubic metres, thus showing an increase of 18.1% compared to the previous year (the merged company AP Reti Gas Vicenza S.p.A. - formerly Pasubio Group S.p.A. - distributed 105.0 million cubic metres of gas).

The pro-rata 73.5 million cubic metres distributed by Unigas Distribuzione S.r.l., consolidated with the equity method, must be added to these volumes.

Investments

Investments by the fully-consolidated companies in intangible and tangible fixed assets in 2017 amounted to € 23.6 million and mainly concerned the development, maintenance and upgrade of gas distribution networks and systems.

Specifically, investments in gas networks and systems amounted to € 22.5 million, of which € 4.8 million in connections, € 4.1 million in enlargements and enhancing of distribution networks and € 2.2 million in maintenance, mainly relating to reduction and pre-heating systems. Investments in metres and adjusters amounted to € 9.4 million. Subsequent to the extension of the consolidation area, investments totalling € 2.1 million were recorded.

Investments by the equity-method consolidated companies in intangible and tangible fixed assets amounted to € 1.6 million and they also relate mainly to methane networks and plants.

Indebtedness and Debt/Net Equity Ratio

The Group's net financial position as of 31st December 2017 amounted to € 119.9 million, an increase of € 25.7 million compared to 31st December 2016.

The negative financial flow was determined mainly by the following operations:

  • The cash flow generated financial resources totalling € 73.7 million;
  • Net investments in fixed assets caused the expenditure of € 23.0 million;
  • The management of net operating working capital and net fiscal working capital absorbed resources for € 23.2 million;
  • The distribution of dividends net of dividends collected from the companies consolidated with the equity method and other changes in shareholders' equity caused the expenditure of € 35.9 million;
  • The purchase of Pasubio Group, currently AP Reti Gas Vicenza S.p.A., determined investments amounting to € 16.3 million and an increase in the net financial position of € 1.1 million.

The debt/shareholders' equity ratio as of 31st December 2017 amounted to 0.27 (0.21 as of 31st December 2016) and the Debt/Ebitda ratio amounted to 1.42 (0.99 as of 31st December 2016). Both indicators are among the best-performing in the field.

Results of the Parent Company Ascopiave S.p.A.

The parent company Ascopiave S.p.A. achieved a net profit of € 43.7 million in 2017, an increase of € 9.9 million compared to 2016 (+29.4%). In 2017, the Company received higher dividends from the investee companies (€ +18.7 million), while the result achieved from operating activities increased by € 1.5 million. Net equity as at 31st December 2017 amounted to € 398.4 million, an increase of € 4.2 million compared to the previous year; net borrowing amounted to € 140.0 million, an increase of € 5.0 million.

Remuneration report, report on corporate governance and ownership structure and non-financial consolidated disclosure

The Board of Directors has examined and approved the Remuneration Report prepared pursuant to article 123-ter TUF (Unified Finance Law), in compliance with article 84-quater of the Issuers' Regulations and article 6 of the Code of Conduct.

The Board of Directors has also approved the Report on corporate governance and ownership structure, which will be submitted to Borsa Italiana S.p.A. (Italian Stock Exchange) and made available to the public in the "Corporate Governance" section on Ascopiave's website simultaneously with the publication of the 2017 Financial statements.

The Board of Directors has also approved the Non-financial consolidated disclosure, in compliance with the new Italian Legislative Decree 254/2016 on the publication of non-financial information and consistent with the principles of transparency and openness that have always characterised the company.

The Company will make available the above-mentioned documents to the public at the registered office and at the stock management company Borsa Italiana, will store them in the "eMarket SDIR-eMarket Storage" system provided by Spafid Connect S.p.A. and publish them on the website www.gruppoascopiave.it within the time prescribed by law.

Significant events during the period

First instance decision of the litigation on Ministerial Decree 22.05.2014 (Guidelines for the determination of the reimbursement value of natural gas distribution plants)

The Company, together with the other first instance appellants, on 16th January 2017 filed an appeal before the Council of State.

The merit hearing is scheduled for 20th September 2018.

The Aeb-Gelsia Group and Ascopiave sign a letter of intent for the development of a future business combination

On 31st January 2017, as part of the possible business combination envisaged in the letter of intent signed between the Aeb-Gelsia Group and Ascopiave on 12th July 2016, the Parties agreed to extend the terms of the period of exclusivity in negotiations until 30th April 2017.

Ascopiave purchased 100% of Pasubio Group S.p.A. share capital

On 3rd April 2017, Ascopiave S.p.A. acquired 100% of Pasubio Group S.p.A. share capital. The transaction was conducted after the award of the tender issued by the Town of Schio, also representing the other Municipalities that owned stakes in Pasubio Group S.p.A., for the sale of the entire share capital of the company.

Pasubio Group S.p.A. is the holding company of a group operating in the distribution of natural gas in 22 Towns in the provinces of Vicenza and Padua, with a client base of nearly 88,000 users.

On the basis of estimates drawn by Ascopiave regarding the aggregate figures pertinent to the Group, the 2015 consolidated revenues of Pasubio Group S.p.A. amounted to € 12.6 million (€ 12.7 million in 2014), Ebitda was € 4.7 million (€ 4.4 million in 2014), net operating margin stood at € 2.7 million (€ 2.1 million in 2014) and net profit was € 1.5 million (€ 0.7 million in 2014).

The Group's shareholder's equity, as at 31st December 2015, amounted to € 21.1 million, presenting a net financial indebtedness (adjusted to factor in accounts payable relating to concession fees owed to the respective issuing Municipalities and falling under pre-2015 fiscal periods) to the tune of € 6.9 million.

The concessions managed by the Group were mostly awarded (20 out of 22) on the basis of tenders pursuant to Legislative Decree no. 164/2000 (the so-called Letta Decree); they will expire between 2018 and 2024 (over 70% of clients fall under those concessions expiring in December 2024).

The economic conditions offered by Ascopiave S.p.A. for the purchase of the entire share capital had the following main features:

  • 1) the purchase of the shares of Pasubio Group at an equity value of € 16.3 million;
  • 2) a commitment by Pasubio Distribuzione S.r.l., a subsidiary of Pasubio Group S.p.A., to disburse to the Municipalities which are currently shareholders of Pasubio Group S.p.A. and licensors of the distribution service a one-off supplementary fee amounting to € 5.1 million;
  • 3) a commitment by Pasubio Distribuzione S.r.l. to disburse to the said Municipalities, commencing 2017, the annual concession fees as originally envisaged i.e. prior to the amendments in force between the parties;
  • 4) a commitment by Pasubio Distribuzione S.r.l. to make an advance payment to the said Municipalities corresponding to the annual concession fees relating to the years 2017 and 2018.

Focusing on 2016 figures, Ascopiave estimates that the higher annual fees that will be paid due to the commitment stated in point 3) above will lead to higher costs and a consequent drop in operating results over the next years, to the tune of approximately € 1.6 million per year.

Furthermore, Ascopiave's bid provides guarantees about the retainment of current employment levels, an improvement in the company's staffing and the reinforcement of headcount in local offices.

With the transaction, Ascopiave paid the shareholders which sold the company's entire share capital 90% of the price agreed for the sale of the shares, amounting to € 14.7 million, whereas the balance (10%) was paid subsequent to the determination of the price adjustment envisaged in the agreement and based on the change in the net financial position from 31st December 2015 to the share transfer date. In compliance with the agreements, Pasubio Distribuzione S.r.l. paid the municipalities which sold their stakes a portion of the oneoff amount to which they were entitled, equal to € 5.1 million.

Ascopiave S.p.A. settled the payments by cash and financed the transaction through bank loans.

On 27th July 2017, Ascopiave S.p.A. paid the balance of the price relating to the acquisition of the stake in Pasubio Group, amounting to € 1.6 million, subsequent to the determination of the price adjustment envisaged in the agreement.

Shareholders' Meeting held on 28th April 2017

The Shareholders' Meeting of Ascopiave S.p.A. convened in ordinary and extraordinary session on 28th April 2017, chaired by Mr Fulvio Zugno.

The Shareholders' Meeting of Ascopiave S.p.A., convened in extraordinary session, examined and approved the following amendments to articles 14, 15 and 18 of the Articles of Association:

  • increase in the number of Directors from five to six;
  • increase in the number of Directors taken from the list which obtains the highest number of votes from four to five;
  • introduction of the casting vote of the Chairman in the event of a tie;
  • different numbering of paragraphs in art. 15.

The ordinary Shareholders' Meeting approved the financial statements and acknowledged the Group's consolidated financial statements as of 31st December 2016 and resolved to distribute a dividend of € 0.18 per share. The dividend was paid on 10th May 2017 with ex-dividend date on 8th May 2017 (record date on 9th May 2017).

The Meeting also appointed the new corporate bodies for the 2017 – 2019 period.

From the list for the appointment of the Directors, submitted by the majority shareholder Asco Holding S.p.A., which obtained the highest number of votes, Dimitri Coin, Nicola Cecconato, Enrico Quarello, Greta Pietrobon and Antonella Lillo were elected.

From the list submitted jointly by AMBER CAPITAL ITALIA SGR S.P.A., AMBER CAPITAL UK LLP and ASM Rovigo S.p.A., which received the second-highest number of votes, Giorgio Martorelli, the first candidate of that list, was elected director.

The Meeting also appointed Nicola Cecconato as the Chairman of the Board of Directors.

The Board of Auditors appointed by the Meeting was elected based on the lists of candidates submitted by the Shareholders. Pursuant to art. 22.5 of the Articles of Association, from the list submitted by the majority shareholder, Asco Holding S.p.A., which obtained the highest number of votes, Luca Biancolin and Roberta Marcolin were elected acting auditors and Achille Venturato was elected alternate auditor.

From the list submitted jointly by AMBER CAPITAL ITALIA SGR S.P.A., AMBER CAPITAL UK LLP and ASM Rovigo S.p.A., which received the second-highest number of votes, Antonio Schiro was elected acting auditor and Chairman of the Board of Auditors and Pierluigi De Biasi was elected alternate auditor.

Furthermore, the Shareholders' Meeting approved the Remuneration Policy, corresponding to Section I of the Remuneration Report compiled in accordance with art. 123/3 of Italian Legislative Decree 58/1998, and approved a new purchase and sale plan of treasury shares whose duration is 18 months, after revoking the previous authorisation of 28th April 2016.

Process for the development of a future business combination between the Aeb-Gelsia Group and Ascopiave

As part of the possible business combination envisaged in the letter of intent signed between the Aeb-Gelsia Group and Ascopiave on 12th July 2016, on 28th April 2017 the Parties agreed to extend the terms of the period of exclusivity in negotiations until 30th September 2017.

Commencing 28th April 2017, Pasubio Group S.p.A. became AP Reti Gas Vicenza S.p.A.

On 28th April 2017, in compliance with ARERA's unbundling regulations, Pasubio Group S.p.A., a company of the Ascopiave Group operating in the gas distribution sector, upon resolution of Pasubio Group S.p.A. Shareholders' Meeting, changed its name to AP Reti Gas Vicenza S.p.A.

Appointment of Nicola Cecconato as the Managing Director. Establishment of the Internal Committees.

The Board of Directors convened on 9th May 2017 entrusted the Chairman, Mr Nicola Cecconato, with the role of Managing Director, granting him powers of attorney to implement the strategies of the Company and the Ascopiave Group, with immediate effect.

The Board of Directors instituted an internal Risk and Control Committee and appointed its members:

  • Enrico Quarello (Chairman), independent director
  • Greta Pietrobon, independent director
  • Giorgio Martorelli, independent director

The Board of Directors instituted an internal Remuneration Committee and appointed its members:

  • Dimitri Coin (Chairman), independent director
  • Enrico Quarello, independent director
  • Antonella Lillo, non-executive director

Furthermore, on the basis of the information received from the persons concerned and the facts known, the Board finally ascertained, pursuant to art. 144-novies, paragraph 1-bis, of the Issuers' Regulations, as well as in accordance with Application Guideline 3.C.4 of the Code of Conduct for Listed Companies, that the Directors Dimitri Coin, Greta Pietrobon, Enrico Quarello and Giorgio Martorelli are in possession of the independence requirements under art. 148, paragraph 3, of the Unified Finance Law and art. 3 of the Code of Conduct for Listed Companies and that therefore the composition of the Board of Directors complies with the provisions of art. 147-ter of the Unified Finance Law and art. IA.2.10.6 of the Instructions for Borsa Italiana Regulations regarding STAR issuers.

On the same day, the Board of Auditors ascertained that its members fulfil the independence requirements set forth in art. 148, paragraph 3, of the Unified Finance Law on the basis of the information received from the persons concerned. The composition of the Board of Auditors therefore complies with the provisions of article 148 of the Unified Finance Law.

New Board of Directors of Ascotrade S.p.A.

Ascopiave S.p.A. Board of Directors, which had a meeting chaired by Nicola Cecconato on 16th June 2017, resolved to convene the Ordinary Shareholders' Meeting of the subsidiary Ascotrade S.p.A. to decide on the revocation of the current Board of Directors appointed on 20th April 2017 and the appointment of a new governing body. As far as Ascopiave S.p.A. is concerned, Stefano Busolin (Chairman and Managing Director), Giovanni Zoppas (Director), Quirinio Biscaro (Director) and Stefano Varnerin (Director) were appointed.

Amendment of annual schedule of corporate events, pursuant to article 2.6.2, Regulations on the Markets Organised and Managed by Borsa Italiana S.p.A.

Ascopiave S.p.A. announced on 20th June 2017 that the Board of Directors was to meet on 31st July 2017 for the approval of the Interim report, and not on 1st August 2017 as initially scheduled. The Presentation to Analysts, initially planned for 2nd August 2017, was held on 1st August 2017.

Merger by acquisition of Pasubio Distribuzione Gas S.r.l. Unipersonale and Pasubio Rete Gas S.r.l. Unipersonale into AP Reti Gas Vicenza S.p.A.

On 26th July 2017, the merger by acquisition of Pasubio Distribuzione Gas S.r.l. Unipersonale and Pasubio Rete Gas S.r.l. Unipersonale into AP Reti Gas Vicenza S.p.A. was signed. The deed was entered in the Register of Companies on 31st July 2017.

For accounting and tax purposes, the transactions performed by the merged companies were posted to the merging company's financial statements commencing 1st January 2017; for legal purposes, i.e. vis-à-vis third parties, the merger took effect commencing 1st September 2017.

Long-term loan taken out with Banca Nazionale del Lavoro (BNL)

On 2nd August 2017, the Parent Company signed with BNL a 12-year long-term fixed-rate loan, amounting to € 30,000 thousand, repayable every six months through constant instalments for the capital portion.

Meeting for the appointment of the new Board of Directors of Ascotrade S.p.A.

The ordinary Shareholders' Meeting of the subsidiary Ascotrade S.p.A., convened on 7th August 2017, revoked the current Board of Directors appointed on 20th April 2017.

The new Board of Directors of Ascotrade S.p.A., as far as Ascopiave S.p.A. is concerned, is composed of Mr Stefano Busolin (Chairman and Managing Director), Mr Giovanni Zoppas (Director), Mr Quirino Biscaro (Director) and Mr Stefano Varnerin (Director).

The minority shareholder, Bim Gestione Servizi Pubblici S.p.A., has also appointed Mr Giuseppe Vignato as the fifth component of the new Board of Directors of Ascotrade S.p.A..

Participation in the tender for awarding the concession for the management of the gas distribution service in the territorial area of Belluno

The bid for the tender awarding the natural gas distribution service in the Belluno Territorial Area was submitted on 1st September.

Final Judgment of the Appeal against resolution ARG/GAS 367/2014

With deed dated 18th January 2016 Ascopiave had filed an appeal before the Council of State, against ARERA, for the cancellation of Judgement no. 2221 dated 19th October 2015, by which the Regional Administrative Court of Lombardy – Milan had rejected the appeal for the cancellation of Resolution ARG/gas 367/2014. This Resolution envisages different methods for recognising the value of the V.I.R.- R.A.B. delta for incumbent (no reimbursement) and non-incumbent (full reimbursement).

By Judgement no. 4198/2017, published on 5th September 2017, the Council of State rejected the appeal, thus confirming the previous Judgement of the Regional Administrative Court and, as a consequence, the effectiveness of the contested Resolution, according to which for each municipal installation, the local net invested capital (RAB), recognised to the winner of the territorial tender, will be equal to:

  • − The reimbursement value of the above-mentioned installation, when the new operator differs from the outgoing operator;
  • − The amount currently recognised by virtue of the current municipal concession, if the new operator coincides with the outgoing operator.

The asymmetric regulatory solution shall only apply for the duration of the first territorial concession.

The Ascopiave Group and the Aeb/Gelsia Group interrupt the business combination process

On 25th September 2017, the Ascopiave Group and the Aeb Group agreed to consensually interrupt the process aimed at combining their businesses of gas and electricity sale and distribution in Lombardy.

After conducting intense and challenging comparative activities marked by transparency and cooperation, the Parties observed that, at present, the conditions for the completion of the operation are not met, also in the light of the new regulatory scenarios governing unlisted companies having a public shareholder.

The two Groups recognise the affinity of their guiding principles, as well as the similarities in terms of history, business model and market approach, characterised, for both, by a strong link with their local territory and excellence in the services they provide; the parties therefore intend to maintain relations with a view to fostering dialogue and discussion on future challenges that the energy market will pose. The Groups do not exclude, in the event of optimum conditions, the development of new partnership and cooperation initiatives in the future.

Significant events subsequent to the end of the period

On 25th January 2018, the Parent company Ascopiave S.p.A. took out a 12-year unsecured syndicated loan to the amount of € 10,000 thousand with Cassa Centrale Banca and Banca di Credito Cooperativo delle Prealpi, to which a 1.83% fixed rate is applied. The loan does not envisage the verification of financial covenants.

By Resolution 72/2018/R/GAS dated 8th February 2018, the ARERA approved the reform of the gas settlement regulatory framework, which will take effect commencing 1st January 2020. By this measure, the Authority simplified the procedures for determining the items attributable to the settlement entity, which will be required to supply the REMI with the quantities determined according to the actual measurements for the redelivery points of the distribution network based on monthly measurements or daily details of the expected consumptions, and on the basis of the application of the expected withdrawal profile with climate correction

for the withdrawal points measured less frequently than once a month. The Authority also entrusted the settlement manager with the task of supplying the difference between the quantities withdrawn at the REMIs and the sum of the expected consumptions attributable to the settlement entities for the REMIs served and assigned the SII (Integrated Information System) the responsibility of making available to the settlement manager the withdrawal data of the PDR (Redelivery Points for end customers).

Outlook for 2018

As far as the gas distribution activities are concerned, in 2018 the Group will continue its normal operations and service management and perform preparatory activities for the invitations to tender. The Group will also participate in the tenders invited, if any, for the award of the Minimum Territorial Areas in which it is interested. Most Towns currently managed by the Group belong to Minimum Territorial Areas for which the maximum deadline to issue the call for tenders has expired. If the tender authorities issue calls for tenders in 2018, in the light of the time required to submit bids, and evaluate and select them, it is reasonable to assume that possible transfers of management to potential new operators may be executed only after the end of 2018. Thus, the activity perimeter of the Group will likely not change compared to today, if we exclude the combination of Pasubio Group S.p.A. (which changed its name to AP Reti Gas Vicenza S.p.A. on 28th April 2017) and the possibility of winning the tender for the assignment of the natural gas distribution service in the Minimum Territorial Area of Belluno, provided that the winner is selected by the end of 2018.

As regards the economic results, the tariff adjustment for the year 2018 is completely defined and should ensure revenues substantially in line with those of 2017.

As concerns the energy efficiency obligations, the significant volatility experienced by the prices of the energy efficiency certificates makes it difficult to forecast their impact on profit and loss over the entire financial year; therefore, the positive margin achieved in 2017 (€ 3,6 million) may not be repeated in 2018.

As far as gas sale is concerned, assuming normal weather conditions, trade margins are expected to decrease compared to 2017, due to the competitive pressure in the retail market and the tariff measures issued by ARERA (change in the gradualness component).

As regards electricity sales, the fiscal year 2018 could confirm 2017 results.

However, these results could be influenced, in addition to the possible tariff provisions by the ARERA – currently unforeseeable – also by the evolution of the more general competitive context, as well as by the Group's procurement strategy.

The actual results of 2018 could differ compared to those announced depending on various factors amongst which: the evolution of supply and demand and gas and electricity prices, the actual operational performance, the general macroeconomic conditions, the impact of regulations in the energy and environmental fields, success in the development and application of new technologies, the changes in stakeholder expectations and other changes in business conditions.

Dividend proposal

Ascopiave S.p.A.'s Board of Directors, considering the results of the period and the solidity of the capital, has decided to propose the distribution of a dividend of € 0.18 per share, for a total of € 40.0 million, based on the outstanding shares at the end of the 2017 financial year.

Ascopiave S.p.A. announces that, if approved, the dividend will be paid on 9th May 2018, with ex-dividend date on 7th May 2018 (record date on 8th May 2018).

The Board of Directors will not propose to allocate any amount to the legal reserve as it is already equal to one fifth of the share capital.

Requests submitted to the Shareholders' Meeting to revoke the current authorisation – issued on 28th April 2017 – to purchase treasury shares and to authorise a new plan for the purchase and sale of treasury shares

The Board of Directors has approved a resolution concerning: (i) the request submitted to the Shareholders' Meeting to cancel the existing authorisation issued on 28th April 2017 to purchase treasury shares and to authorise a new plan for the purchase and sale of treasury shares; (ii) the approval of the explanatory report prepared by the Directors in accordance with article 73 of the Regulation adopted by Consob resolution dated 14th May 1999, no. 11971 (the "Issuers Regulation"); (iii) the implementation of the plan to purchase and sell treasury shares subject to the aforementioned authorisation request and to confer the necessary powers to the Chairman of the Board of Directors.

The Shareholders' Meeting will be asked to authorise the Board of Directors to conduct the purchase and sale, in one or more instalments, on a revolving basis, of a maximum number of ordinary shares which to date amount to 46,882,315 shares with a nominal value of 1.00 € each, so that the Company shall not at any

time hold a stake of more than 20% of the share capital of the Company, subject to the terms and conditions determined by the Shareholders' Meeting, and the applicable laws and regulations.

The new plan is designed to enable the Company to acquire its own shares to be used, in line with the strategic guidelines of the Company, for the execution of investment transactions consistent with the strategies of the Company, even through the exchange, swap, transfer, assignment or other act of disposal of treasury shares. The proposed plan will pursue the following objectives: intervene in accordance with the provisions in force, directly or through authorised intermediaries, to stabilise the price and regularise the trend of trading and prices, in the face of phenomena caused by excessive volatility or limited liquidity concerning exchanges; offer shareholders a tool to monetise their investment; acquire treasury shares to be used for any share incentive plans.

The authorisation proposal submitted to the Shareholders' Meeting envisages that purchases may be made in accordance with the procedures permitted by current regulations, including the procedures established by accepted market practices and those set out in EU Regulation No. 596/2014, with the exception of the public purchase and exchange offer, and that Ascopiave may sell the shares purchased for trading purposes.

The proposal to the Shareholders' Meeting envisages that the unit price for the purchase of the shares is determined each time for each individual transaction, it being understood that it shall not be 10% higher or lower than the reference stock price recorded on the trading day prior to each individual transaction.

With regard to the price for the disposal of treasury shares purchased (which will also be applicable to the shares already held by the Company), according to the Board's proposal it cannot be less than 10% of the reference stock price recorded on the trading day prior to each sale.

This limitation shall not apply to certain cases such as, among others, the sale of shares upon the implementation of incentive plans, or in the event of transactions involving the exchange or sale of blocks of shares including through exchange or contribution or, finally, to capital transactions involving the allocation or sale of treasury shares. In such cases, different criteria can be used, which may be confirmed by estimates and reports produced by independent third parties in the event of an exchange or extraordinary transactions involving the Company's capital, in line with the goals set and in accordance with current regulations.

Pursuant to article 2357, first paragraph of the Civil Code, treasury shares may be purchased within the limits of distributable profits and reserves from the last approved financial statements.

The authorisation to purchase treasury shares is required for a maximum duration of 18 months starting from the date on which the Shareholders' Meeting has granted the authorisation.

The Shareholders' Meeting also authorises to sell the shares acquired in accordance with current regulations.

At the date of this release, the Company holds 12,100,873 shares with a nominal value of € 12,100,873 (5.162% of share capital).

No associate of the Company owns shares in Ascopiave S.p.A..

The purchase of own shares is not used to reduce the Company's share capital.

The Board of Directors has also resolved to begin to implement the plan for the purchase and sale of treasury shares immediately after its approval by the Shareholders' Meeting, giving the Chairman of the Board of Directors all necessary powers.

Long-term share-based incentive plan (LTI 2018-2020)

The Board of Directors resolved to submit a new long-term share-based incentive plan for the three-year period 2018-2020 (the "Plan") to the Shareholders' Meeting for approval, pursuant to Article 114-bis, Unified Finance Law. The Plan, compiled according to the guidelines set forth in Ascopiave Group's remuneration policy and in compliance with Borsa Italiana's Code of Conduct, is aimed at incentivising and retaining the employees of the Ascopiave Group who hold key positions in the company's organisation and are therefore more directly responsible for the company's results.

Subsequent to the approval by the Shareholders' Meeting, the beneficiaries of the Plan will be identified by the Board of Directors among: (i) the Chairman, the Chief Executive Officer and the executive directors of Ascopiave S.p.A. or its subsidiaries; (ii) the managers of the Ascopiave Group with strategic responsibilities; and (iii) other managers and employees of the Ascopiave Group with managerial functions.

In accordance with the Plan, each beneficiary is entitled to receive, at the end of a three-year vesting period, a bonus consisting of 75% cash and 25% Ascopiave shares. The equivalent cash value of the bonus is variable and depends on the achievement of the economic performance targets set for the Ascopiave Group (determined on the basis of cumulative EBITDA and cumulative Net Income for the years 2018, 2019 and 2020, as stated in the three-year plan approved by Ascopiave's Board of Directors).

The beneficiaries, according to the Plan, are also required to keep the Ascopiave shares received as a bonus for a period equal to 2 years from the assignment. Finally, only those employees who maintain the employment relationship or the administration relationship with the Ascopiave Group are entitled to receive the bonus, as better specified in the information document prepared pursuant to art. 84-bis of the Issuers'

Regulation, which will be made available to the public at the Company's registered office and on the website www.gruppoascopiave.it within the deadline established by the law.

Shareholder's Meeting

The Board of Directors has furthermore decided to convene the ordinary Shareholders' Meeting on first call on 26th April 2018 at the registered office in Pieve di Soligo (Treviso), Via Verizzo no. 1030 at 3:00 p.m. and on second call on 27th April 2018, same place and time.

The ordinary Shareholders' Meeting shall be asked to:

  • approve the financial statements for the period ended on 31st December 2017, together with the related documentation;
  • decide on remuneration policies under the terms of article 123-ter of legislative decree 58/1998;
  • with reference to the Information Document prepared in compliance with art. 84-bis of Consob Issuers' Regulation – "2015-2017 long-term share-based incentive plan", remove partially the lock-up restriction on the stock-based bonus, for an amount sufficient to pay the withholding taxes and contributions due by the beneficiary;
  • approve a new long-term share-based incentive plan (LTI 2018-2020);
  • approve a new purchase and sale plan of treasury shares under the terms of articles 2357 and 2357-ter of the Civil Code, to replace and revoke the previous authorisation of 28th April 2017.

The reports illustrating the minutes of meetings and the draft financial statements as at 31st December 2017, along with their annexes, including the new Non-financial consolidated disclosure, shall be made available to the public at the registered office and at the stock management company Borsa Italiana S.p.A., stored in the "eMarket SDIR-eMarket Storage" system provided by Spafid Connect S.p.A. and published on the website www.gruppoascopiave.it within the time prescribed by law.

Statement by the manager in charge

The manager in charge of preparing the company accounting documents, Mr Cristiano Belliato, hereby states, under the terms of paragraph 2, article 154 bis, Unified Finance Law, that the accounting information note contained in this press release corresponds to the documentation results, accounting books and records.

Annexes

The Consolidated profit and loss account, balance sheet and financial statements of the Ascopiave Group are hereby included together with similar documents of Ascopiave S.p.A..

We would like to point out that these documents and the relevant notes have been submitted to the Board of Auditors and to the Auditing Firm for the required assessments.

The Ascopiave Group operates in the natural gas sector, mainly in the segments of distribution and sale to end users. Thanks to its broad customer base and the quantity of gas sold, Ascopiave is currently one of the main operators in the industry at a national level.

The Group owns concessions and direct assignments for the management of distribution activities in 230 Towns, supplying the service to a market segment of 1.5 million inhabitants, through a distribution network which spreads over 10,000 kilometres. The sale of natural gas is performed through different companies, some under joint control. Overall, in 2017, the companies of

the Group sold over 1 billion cubic metres of gas to end users.

Ascopiave has been listed under the Star segment of Borsa Italiana since 12th December 2006.

Contact: Community Group Ascopiave
Giuliano Pasini Tel. + 39 0438 / 980098
Auro Palomba Roberto Zava - Media Relator
Tel. +39 0422 / 416111 Mob. +39 335 / 1852403
Mob. +39 335 / 6085019 Giacomo Bignucolo – Investor Relator
Mob. +39 335 / 1311193

Pieve di Soligo, 14th March 2018

Ascopiave Group

Consolidated financial statements

as of 31st December 2017

Consolidated statement of financial position

(Thousands of Euro) 31.12.2017 31.12.2016
ASSETS
Non-current assets
Goodwill
(1) 80,758 80,758
Other intangible assets (2) 346,934 316,905
Tangible assets (3) 32,334 32,364
Shareholdings (4) 68,878 68,738
Other non-current assets (5) 13,015 13,566
Non-current assets from derivative financial instruments (6) 485
Advance tax receivables (7) 11,479 9,758
Non-current assets 553,397 522,574
Current assets
Inventories (8) 4,072 4,311
Trade receivables (9) 156,884 148,079
Other current assets (10) 57,865 47,207
Tax receivables (11) 2,645 1,007
Cash and cash equivalents (12) 15,555 8,822
Current assets from derivative financial instruments
Current assets
(13) 1,510
238,532
1,304
210,730
ASSETS 791,929 733,304
Net equity and liabilities
Total Net equity
Share capital 234,412 234,412
Own shares (17,521) (17,521)
Reserves 228,620 221,164
Net equity of the Group 445,511 438,055
Net equity of Others 4,989 6,154
Total Net equity (14) 450,500 444,209
Non-current liabilities
Provisions for risks and charges (15) 5,913 6,992
Severance indemnity (16) 4,836 4,077
Medium- and long-term bank loans (17) 54,360 34,541
Other non-current liabilities (18) 22,930 20,267
Non-current financial liabilities (19) 277 357
Deferred tax payables (20) 15,733 16,814
Non-current liabilities 104,048 83,050
Current liabilities
Payables due to banks and financing institutions (21) 80,304 64,397
Trade payables (22) 117,653 103,052
Tax payables (23) 625 1,231
Other current liabilities (24) 38,312 33,691
Current financial liabilities (25) 480 3,645
Current liabilities from derivative financial instruments (26) 7 29
Current liabilities 237,382 206,045
Liabilities 341,430 289,095
Net equity and liabilities 791,929 733,304

Consolidated income statement

(Thousands of Euro) FY 2017 FY 2016
Revenues (27) 532,792 497,689
Total operating costs 450,268 405,325
Purchase costs for raw material (gas) (28) 252,492 231,029
Purchase costs for other raw materials (29) 18,085 18,887
Costs for services (30) 113,457 107,503
Costs for personnel (31) 24,855 24,233
Other management costs (32) 42,109 24,269
Other income (33) 731 596
Amortization and depreciation (34) 22,585 20,227
Operating result 59,939 72,137
Financial income (35) 287 247
Financial charges (35) 755 791
Evaluation of subsidiary companies with the net equity
method
(35) 7,398 7,750
Earnings before tax 66,869 79,343
Taxes for the period (36) 17,617 22,401
Net result for the period 49,252 56,942
Group's Net Result 47,135 53,635
Third parties Net Result 2,117 3,307
Other components of Consolidated statement of comprehensive income
1. Components that can be reclassified to the income statement (356) 1,786
2. Components that can not be reclassified to the income
statement
Actuarial (losses)/gains from remeasurement on defined-benefit
obligations
63 (10)
Total comprehensive income 48,959 58,718
Group's overall net result 46,887 55,215
Third parties' overall net result 2,072 3,503
Base income per share 0.212 0.241
Diluted net income per share 0.212 0.241

* Earnings per share are calculated by dividing the net income for the period attributable to the Company's shareholders by the weighted average number of shares net of own shares. For the purposes of the calculation of the basic earnings per share, we specify that the numerator is the economic result for the period less the share attributable to third parties. There are no preference dividends, conversions of preferred shares or similar effects that would adjust the results attributable to the holders of ordinary shares in the Company. Diluted profits for shares result as equal to those for shares in that ordinary shares that could have a dilutive effect do not exist and no shares or warrants exist that could have the same effect.

Consolidated statement of changes in shareholders' equity

(thousands of Euro) Share
capital
Legal
reserve
Own
shares
Reserves
IAS 19
actuarial
differences
Other
reserves
Net result for
the period
Group's net
equity
Net result and
net equity of
others
Total net
equity
Balance as of 1st January 2017 234,412 46,882 (17,521) (108) 120,757 53,635 438,055 6,155 444,209
Result for the period 47,135 47,135 2,117 49,252
Other operations (310) (310) (46) (356)
IAS 19 TFR actualization for the period 63 63 0 63
Total result of overall income
statement
63 (310) 47,135 46,887 2,072 48,959
Allocation of 2016 result 53,635 (53,635) (0) (0)
Dividends distributed to Ascopiave S.p.A.
shareholders'
(40,016) (40,016) (40,016)
Dividends distributed to third parties shareholders (0) (3,237) (3,237)
Long-term incentive plans (0) 584 584 584
Balance as of 31st December 2017 234,412 46,882 (17,521) (46) 134,649 47,135 445,511 4,989 450,500
(thousands of Euro) Share
capital
Legal
reserve
Own
shares
Reserves
IAS 19
actuarial
differences
Other
reserves
Net
result
for the
period
Group's
net
equity
Net
result
and net
equity
of
others
Total
net
equity
Balance as of 1st January 2016 234,412 46,882 (17,521) (99) 108,578 43,014 415,264 4,873 420,137
Result for the period 53,635 53,635 3,307 56,942
Other operations 1,589 1,589 197 1,786
IAS 19 TFR actualization for the
period
(9) (9) (1) (10)
Total result of overall income (9) 1,589 53,635 55,214 3,503 58,718
statement
Allocation of 2015 result
43,014 (43,014) (0) (0)
Dividends distributed to Ascopiave S.p.A. shareholders' (33,347) (33,347) (33,347)
Dividends distributed to third parties
shareholders
(0) (2,222) (2,222)
Long-term incentive plans (0) 923 923 923
Balance as of 31st December 2016 234,412 46,882 (17,521) (108) 120,757 53,635 438,055 6,155 444,209

Consolidated financial statement

(thousands of Euro) FY 2017 FY 2016
Net income of the Group 47,135 53,635
Cash flows generated (used) by operating activities
Adjustments to reconcile net income to net cash
Third-parties operating result 2,117 3,307
Amortization 22,585 20,227
Bad debt provisions 1,885 2,891
Variations in severance indemnity (15) 214
Current assets / liabilities on financial instruments and forward purchasee and sales 271 (2,012)
Net variation of other funds (735) 789
Evaluation of subsidiaries with the net equity method (7,398) (7,750)
Impairment losses / (gains) on shareholdings (373) 0
Interests paid (414) (579)
Taxes paid (29,097) (20,420)
Interest expense for the year 618 678
Taxes for the year 17,617 22,401
Variations in assets and liabilities
Inventories 411 (734)
Accounts payable (3,333) 20,947
Other current assets (4,309) (689)
Trade payables (4,317) (19,770)
Other current liabilities 5,679 (9,763)
Other non-current assets 561 2,361
Other non-current liabilities 1,662 2,728
Total adjustments and variations 3,414 14,827
Cash flows generated (used) by operating activities 50,549 68,461
Cash flows generated (used) by investments
Investments in intangible assets (22,458) (19,674)
Realisable value of intangible assets 609 1,574
Investments in tangible assets (1,129) (1,164)
Realisable value of tangible assets 2 2
Disposals / (Acquisition) of investments and advances (9,655) 0
Other net equity operations 648 914
Cash flows generated/(used) by investments (31,983) (18,348)
Cash flows generated (used) by financial activities
Net changes in debts due to other financers (80) (64)
Net changes in short-term bank borrowings (7,754) (71,256)
Net variation in current financial assets and liabilities (3,165) 2,863
Ignitions loans and mortgages 345,000 151,000
Redemptions loans and mortgages (309,287) (122,500)
Dividends distributed to Ascopiave S.p.A. shareholders' (40,016) (33,347)
Dividends distributed to other shareholders (3,237) (2,222)
Dividends distribuited from subsidiary companies 6,706 5,934
Cash flows generated (used) by financial activities (11,833) (69,593)
Variations in cash 6,733 (19,479)
Cash and cash equivalents at the beginning of the period 8,822 28,301
Cash and cash equivalents at the end of the period 15,555 8,822

Ascopiave S.p.A.

Prospects of the financial statements

as of 31st December 2017

Statement of financial position

(Thousands of Euro) 31.12.2017 31.12.2016
ASSETS
Non-current assets
Other intangible assets (1) 123,377 248,388
Tangible assets (2) 28,188,929 29,296,954
Shareholdings (3) 498,077,734 481,777,734
Other non-current assets (4) 4,466,108 4,461,934
Advance tax receivables (5) 2,038,604 1,858,435
Non-current assets 532,894,752 517,643,445
Current assets
Trade receivables (6) 6,419,796 7,411,698
Other current assets (7) 5,737,453 9,067,385
Current financial assets (8) 21,071,183 2,533,893
Tax receivables (9) 664,277 756,578
Cash and cash equivalents (10) 9,330,156 4,511,059
Current assets 43,222,864 24,280,614
ASSETS 576,117,616 541,924,059
NET EQUITIY AND LIABILITIES
Total Net equity
Share capital 234,411,575 234,411,575
Own shares (17,521,332) (17,521,332)
Reserves 137,929,114 143,656,208
Result for the period 43,617,754 33,699,756
Total Net equity (11) 398,437,111 394,246,207
Non-current liabilities
Provisions for risks and charges (12) 926,072 643,021
Severance indemnity (13) 257,274 252,802
Medium- and long-term bank loans (14) 54,359,925 34,541,407
Other non-current liabilities (15) 46,279 44,279
Deferred tax payables (16) 21,206 22,000
Non-current liabilities 55,610,755 35,503,511
Current liabilities
Payables due to banks and financing institutions (17) 80,181,482 64,287,088
Trade payables (18) 2,774,088 1,779,494
Other current liabilities (19) 3,284,763 2,951,665
Current financial liabilities (20) 35,829,417 43,156,094
Current liabilities 122,069,750 112,174,342
Liabilities 177,680,505 147,677,852
Net equity and liabilities 576,117,616 541,924,059

Income statement

( Euro) FY 2017 FY 2016
Revenues (21) 61,732,301 56,371,726
Distribution of dividends from controlled companies 12,087,934 25,448,891
Other revenues 49,644,366 30,922,835
Total operating costs 16,608,697 31,495,004
Purchase costs for other raw materials (22) 779 22,105
Costs for services (23) 8,467,039 9,215,579
Costs for personnel (24) 7,445,488 7,646,739
Other management costs (25) 773,194 14,666,468
Other income (26) 77,804 55,887
Amortization and depreciation (27) 1,755,830 1,778,538
Operating result 43,367,774 23,098,184
Financial income (28) 237,239 100,231
Financial charges (28) 751,641 832,885
Earnings before tax 42,853,372 22,365,531
Taxes for the period (29) 764,382 4,550,339
Result for the period 43,617,754 26,915,870
Net result from transer/disposal of assets 6,783,886
Net result for the period 43,617,754 33,699,756
Statement of comprehensive income
Components that can not be reclassified to the income statement
Actuarial (losses) / gains from remesurement on defined-benefit 4,875 16,494
obligation
Total comprehensive income 43,622,629 33,716,250

Statement of changes in shareholders' equity

(Euro) Share capital Legal
reserve
Own shares Other
reserves
Reserves IAS 19
actuarial
differences
Result for the
period
Total net
equity
Balance as of 1st January 2017 234,411,575 46,882,315 (17,521,332) 96,818,935 (45,043) 33,699,756 394,246,207
Result for the period 43,617,754 43,617,754
IAS 19 TFR actualization for the period 4,875 4,875
Total result of overall income statement (0) 4,875 43,611,551 43,622,629
Allocation of 2016 result 33,699,756 (33,699,756) (0)
Dividends paid to shareholders (40,015,926) (40,015,926)
Long-term incentive plans 584,202 584,202
Balance as of 31st December 2017 234,411,575 46,882,315 (17,521,332) 91,086,967 (40,168) 43,611,551 398,437,111
(Euro) Share capital Legal
reserve
Own shares Reserves IAS
19 actuarial
differences
Other reserves Result for the
period
Total net
equity
Balance as of 1st January 2016 234,411,575 46,882,315 (17,521,332) (61,537) 95,695,586 33,547,021 392,953,628
Result for the period 33,699,756 33,699,756
IAS 19 TFR actualization for the period 16,494 16,494
Total result of overall income statement 16,494 (0) 33,699,756 33,716,250
Allocation of 2015 result 33,547,021 (33,547,021) (0)
Dividends paid to shareholders (33,346,605) (33,346,605)
Long-term incentive plans 922,934 922,934
Balance as of 31st December 2016 234,411,575 46,882,315 (17,521,332) (45,043) 96,818,935 33,699,756 394,246,207

Consolidated financial statement

31.12.2017 31.12.2016
Net income of the year 43,617,754 33,699,756
Cash flows generated (used) by operating activities
Adjustments to reconcile net income to net cash 3,914,018 270,791
Amortization and depreciation 1,755,830 1,778,538
Variations in severance indemnity 9,346 (9,061)
Net variation of other funds 283,051 575,584
Interests paid (404,078) (847,735)
Interest expense for the year 748,137 832,885
Taxes paid 2,286,113 (6,609,759)
Taxes for the year (764,382) 4,550,339
Variations in assets and liabilities 3,692,899 9,177,178
Inventories 0 31,273
Accounts payable 991,902 (63,727)
Other current assets 3,329,933 (4,681,458)
Trade payables 994,594 (4,313,242)
Other current liabilities (1,621,355) (2,153,233)
Other non-current assets (4,174) (404,198)
Other non-current liabilities 2,000 6,800
Cash flows generated from Assets and Liabilities held for sale 0 20,754,964
Total adjustments and variations 7,606,916 9,447,970
Cash flows generated (used) by operating activities 51,224,670 43,147,726
Cash flows generated (used) by investments
Investments in intangible assets (2,520) 0
Realisable value of intangible assets 0 10,032
Investments in tangible assets (520,274) (80,967)
Realisable value of tangible assets 0 1,884
Disposal/(acquisitions) in investments and avances (16,300,000) (200,000)
Cash flows used from Assets and Liabilities held for sale 0 (20,754,964)
Other net equity operations 584,202 0
Cash flows generated/(used) by investments (16,238,592) (21,024,015)
Cash flows generated (used) by financial activities
Net changes in short-term bank borrowings 15,894,394 (42,622,249)
Net variation in current financial assets and liabilities (25,863,967) 48,966,591
Net changes in medium and long-term loans 19,818,518 0
Dividends paid to shareholders (40,015,926) (33,346,605)
Cash flows generated (used) by financial activities (30,166,982) (27,002,263)
Variations in cash (4,819,097) (4,878,552)
Cash and cash equivalents at the beginning of the year 4,511,059 9,389,611
Cash and cash equivalents at the end of the year 9,330,156 4,511,059

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