Interim / Quarterly Report • May 31, 2022
Interim / Quarterly Report
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Paris, 31 May 2022
Under the framework of agreements concerning the New Financing concluded on 19 June 2021, two conciliatory protocols were signed, on 4 November 2021 between Adagio, its associates and seven banking institutions, and on 10 November 2021, between Pierre et Vacances SA, seven banking institutions, Euro PP holders and certain Ornane bond holders.
Approval hearings were held at the Paris Court of Commerce on 15 November 2021 with the rulings given respectively on 14 November 2021 for Pierre et Vacances SA, and 30 November 2021 for Adagio. As such, (i) the New Group PGE (state-backed) loan of €34.5 million was made available to Pierre et Vacances SA on 1 December 2021, and (ii) statebacked loans amounting to €23 million were made available to Adagio on 7 December 2021.
In accordance with the terms of the New Financing concluded on 19 June 2021 between Pierre et Vacances SA and some of the Group's creditors, the second tranche of the New Financing, of a principal amount of €125 million (including the New Group PGE) was made available to Center Parcs Europe N.V. And Pierre et Vacances SA (concerning the New Group PGE on 1 December 2021.
In accordance with the New Financing documentation, the drawing of the second tranche was accompanied by a second rank pledge concerning Center Parcs Holding Belgium shares owned by Center Parcs Europe N.V.
Under the framework of the equity strengthening process, the Group concluded firm agreements on 10 March 2022 with Alcentra, Fidera and Atream, as well as the banking creditors, Euro PP holders and the group of Ornane bond holders.
These firm agreements meet the objective to preserve the entire Group and to reach a balanced financial structure by reducing the Group's debt and securing the liquidity required to enable it to deploy its Reinvention 2025 strategic plan.
The Restructuring Transactions plan for:
The Restructuring Transactions, which must be completed by 16 September 2022 (barring a specific extension), are set out in the press releases published on 10 March 2022, on 22 April 2022 and on 25 May 2022, available on the Group's website: www.groupepvcp.com.
1 Figures based on operational reporting
As announced in the press release of 10 November 2021, the Group sent a new alternative proposal for the lease contract amendment to its individual owners, offering payment of an amount equivalent to 11 months of rent over the 16-month period affected by the health crisis (between March 2020 and June 2021), or almost 70% of contractual rents.
In return, owners signing the new amendment agreed to forego (i) payment of any compensation envisaged by the state, and (ii) holiday vouchers worth €2700 including tax, as included in the amendment proposed in September 2021.
For those who signed the original proposal of September 2021 but did not accept the new proposal, all of the original effects relative to the lessor remain valid.
The Group also aims to manage the claims filed by individual lessors who did not sign the amendment proposal by opposing various legal reasonings, or depending on the case, by requesting periods of grace.
On 22 March 2022, the Group obtained an amount of €24.2 million from the French state in so-called "closure" aid, aimed at compensating for uncovered fixed costs for companies whose business suffered especially harshly due to the Covid-19 pandemic and which respected the conditions stipulated. The Group is set to pass a percentage of this aid onto certain individual lessors in accordance with the amendments concluded with these lessors under the framework of the conciliation procedure opened in 2021.
On 22 March 2022, the Paris Court of Commerce opened a conciliation procedure for a four-month period and designated SCP Abitbol & Rousselet as the conciliator in particular for the implementation subsequent to the agreement of 10 March 2022 as part of an accelerated safeguard procedure.
The financial items commented on hereafter stem from operational reporting, which is more representative of the performances and economic reality of the contribution from each of the Group's businesses, i.e. excluding the impact of IFRS16 application for all financial statements and excluding the impact of IFRS11 for income statement items.
The Group's results are also presented according to the following operational segments, as defined under IFRS 82 , i.e.:
Note that the Group's operational reporting is set out in Note 3 - Information by operating segment in the appendix to the half-year consolidated financial statements. A reconciliation table with the primary financial statements is presented hereafter.
2 See pages 181-182 of the Universal Registration Document, filed with the AMF on 17 March 2022 and available on the Group's website: www.groupepvcp.com
| H1 20/2021 | H1 2018/19 | ||||
|---|---|---|---|---|---|
| H1 21/2022 | proforma | proforma | Change | ||
| operational | operational | Change | operational | vs. | |
| (€m) | reporting | reporting* | vs. 2020/21 | reporting* | 2018/19 |
| Center Parcs | 422.8 | 161.8 | 161% | ||
| o/w accommodation revenue | 280.2 | 76.2 | 268% | 228.8 | 22.4% |
| Pierre & Vacances | 165.6 | 48.6 | 240% | ||
| o/w accommodation revenue | 116.9 | 29.0 | 304% | 121.0 | -3.4% |
| Adagio | 67.1 | 25.5 | 163% | ||
| o/w accommodation revenue | 59.9 | 21.4 | 180% | 75.2 | -20.4% |
| Major Projects & Seniorales | 58.7 | 59.3 | -1% | ||
| Holding | 1.2 | 2.0 | -41% | ||
| Group revenue | 715.4 | 297.2 | 141% | ||
| Accommodation revenue | 457.0 | 126.5 | 261% | 425.1 | 7.5% |
| Supplementary income | 131.0 | 38.5 | 240% | ||
| Other revenue | 127.4 | 132.2 | -4% |
* Accommodation revenue expressed in gross terms including marketing fees
After an excellent summer season and revenue up +113% in the first quarter of 2021/2022 (vs. Q1 2020/2021), growth momentum continued during the second quarter of the year (+177% relative to the year-earlier period). In all, the Group's first half revenue totalled €715.4 million, up 141% relative to 2020/2021.
Compared with the first half of 2018/2019 (the reference period not affected by the pandemic), the Group recorded accommodation revenue 7.5% higher than the pre-crisis level, with:
First half supplementary income jumped by 240% to €131.0 million relative to the year-earlier period, and by 10.6% relative to the same period in 2018/2019. It was driven in particular by outstanding performances at maeva.com (with revenue doubling relative to the first half of 2018/2019) and higher revenue from on-site activities at Center Parcs domains.
3 Belgium, Netherlands and Germany
The Group recorded €127.4 million in revenue from its other activities stemming mainly from:
The Group's earnings are structurally loss-making in the first half of the year due to the seasonal nature of its businesses. On 31 March 2021, earnings were also harshly affected by the health crisis.
| H1 2022 | H1 2021 | H1 2019 | |
|---|---|---|---|
| Operational | Operational | Operational | |
| € millions | reporting | reporting | reporting |
| Revenue | 715.4 | 297.2 | 738.1 |
| Adjusted EBITDA | -8.8 | -286.1 | -82.4 |
| Center Parcs | -2.8 | -176.6 | |
| Pierre & Vacances | 1.5 | -77.2 | |
| Adagio | -2.9 | -25.3 | |
| Major Projects & Seniorales | -4.3 | -8.0 | |
| Holding companies | -0.3 | 1.1 | |
| Current operating result | -35.3 | -307.2 | -111.6 |
| Financial items | -22.5 | -13.1 | |
| Other non-operating income and expense | -19.6 | -11.2 | |
| Equity associates | -1.1 | -0.9 | |
| Taxes | -13.8 | -9.6 | |
| Net result for the year | -92.4 | -342.0 | -121.1 |
| Group share | -92.6 | -342.2 | |
| Non-controlling interests | +0.2 | +0.2 |
Adjusted EBITDA stood at -€8.8 million, a substantial improvement on the loss recorded in H1 2020/2021 (-€286.1 million) when the health crisis was still prevailing, and higher than the H1 2019 EBITDA.
The Group benefited from a dynamic recovery in business, with revenue up €418 million relative to the year-earlier period.
Apart from the impact of this rise in revenue, the H1 2022 adjusted EBITDA included:
The so-called 'closure" aid provided in France, for an amount of €24 million as well as the subsidies granted by the German Federal government, recorded as earnings over the half-year period for an amount of €21 million. Note that the first half of 2020/2021 included compensation related to the decline in revenue (primarily for shorttime working measures in France) of around €30 million.
The impact of the agreements concluded with the Group's lessors for a net amount of €11 million (vs. €20 million during the first half of 2020/2021), including primarily:
Net financial expenses totalled €22,5 million, up €9.4 million relative to the first half of 2020/2021, primarily related to interest expenses for the New Financing signed on 10 May 2021, for €9.5 million (o/w €5.3 million in provisions for interest expenses with no impact of cash).
Other non-operating income and expense totalled -€19.6 million, mainly including:
Tax expenses totalled €13.8 million, primarily following a reversal of deferred tax assets in France (-€12.2 million) and related to the updating of revenue projections under the framework of the revised Reinvention business plan.
The net loss stood at €92.4 million, substantially smaller than the net loss seen in H1 2020/2021 when the health crisis was still prevailing (-€342 million) and in improvement of 24% relative to the H1 2019 net loss.
| € millions | 31/03/2022 | 30/09/2021 | Change |
|---|---|---|---|
| Goodwill | 138.2 | 138.2 | - |
| Net fixed assets | 370.2 | 356.8 | +13.4 |
| Lease assets | 77.7 | 80.5 | -2.8 |
| TOTAL USES | 586.1 | 575.5 | +10.6 |
| Equity | -514.7 | - 423.9 | -90.8 |
| Provisions for risks and charges | 107.0 | 92.3 | +14.7 |
| Net financial debt | 747.5 | 529.8 | + 217.7 |
| Debt related to lease asset obligations | 90.0 | 91.7 | -1.7 |
| WCR and others | 156.3 | 285.7 | -129.4 |
| TOTAL RESOURCES | 586.1 | 575.5 | +10.6 |
| € millions | 31/03/2022 | 30/09/2021 | Change | 31/03/2021 |
|---|---|---|---|---|
| Bank/bond debt | 881.4 | 750.8 | 130.6 | 532.4 |
| Cash (net of overdrafts/drawn revolving credit lines) | -133.9 | -221.0 | 87.1 | 112.3 |
| Available cash | -364.5 | -446.7 | 82.2 | -149.6 |
| Credit lines and overdrafts drawn | 230.6 | 225.7 | 4.9 | 261.9 |
| Net financial debt | 747.5 | 529.8 | 217.7 | 644.7 |
Net financial debt on 31 March 2022 (€747.5 million) corresponded primarily to:
On 23 May 2022, Center Parcs opened the doors to its first domain in the south-west of France and the seventh in the country: Landes de Gascogne. A domain with 400 cottages with an original concept and designed to raise awareness and educate families in understanding and respecting nature. Located around 100km from Bordeaux, it offers an open experience focused on the riches of the Lot-et-Garonne department and the New Aquitaine region. The domain is already enjoying a huge successful with an occupancy rate of almost 90% for the summer season so far.
In view of tourism reservations to date for the third quarter 2021/2022 and compared to Q3 of 2018/2019 (pre-Covid), the Group is currently expecting:
Business growth continues in the 4th quarter, with performances expected to be higher than Q4 2019.
Under the framework of the Group's restructuring agreement signed on 10 March 2022, Alcentra, Fidera and Atream have confirmed they share the strategic directions of the ReInvention 2025 plan.
The Group has updated the financial targets of this plan to include a shift in its timeframe prompted by the current health and international context, as well as the following main factors:
This update to the strategic directions has been approved with investors, bearing in mind that the Group's business plan carries an ambitious transformation project and is thus by nature the object of continuous work.
The Group also plans to finance €381 million in capex over 2022-2025, in addition to almost €290 million in investments financed by the owners of Center Parcs domains over this same period.
7
4 The full financing of the strategic plan remains conditioned on delivering the restructuring operations mentioned in the press release of 10 March 2022 (Restructuring Transactions). The targets mentioned prevail above all other target previously announced by the Group and presume that financing of property development over the duration of the plan is undertaken by the real-estate company due to be created by Atream.
5 To reflect the operating reality of the Group's activities and the transparency of their performance, the Group's financial communication, in line with operational reporting as followed by management, proportionally consolidates joint-ventures and does not include application of the standard IFRS 16.
6 Adjusted EBITDA = current operating profit stemming from operational reporting (consolidated operating income before other non-current operating income and expense, excluding the impact of IFRS 11 and IFRS 16 accounting rules) adjusted for provisions and et depreciation and amortisations of fixed operating assets.
Operating cash flows after capex and before non-recurring items and flows related to financing activities.
Holders of the Group's Ornane bonds (redeemable in cash or new/existing shares), excluding Steerco (i.e. already committed on 10 March 2022), were offered a period to accept the 10 March agreement running from 28 March 2022 to 28 April 2022, after which a total of 84.32% of holders had pledged to back the Restructuring Transactions with subscription commitments received for €9,630,464.25 (or €12,840,619 shares) out of the €21 million allocated to them.
The Company has crossed significant milestones and addressed the suspensive conditions required to complete the transactions planned for by the agreement of 10 March 2022 (Restructuring Transactions):
The purely indicative date of 16 September 2022 announced in the press release of 10 March remains the target date for the completion of the Restructuring Transactions. Any minor deviations from this indicative timetable have been agreed by all parties concerned.
Finally, it is recalled that the Agreement provides for the implementation of the following Restructuring Transactions9:
8 This report, the conclusion of which is presented in the form of a fairness opinion, is available to the public on the Company's website (www.groupepvcp.com) under Finance/Publications/Presentations).
9 For more details on the Restructuring Transactions, please refer to the press release dated 10 March 2022 available on the Company's website (www.groupepvcp.com) under Finance/Press Releases.
The terms and conditions for the allocation of all these warrants are described in the press release of 25 May 2022, available on the group's website www.groupepvcp.com.
As stated above, the Group's financial communication is in line with its operational reporting, representative of the operational reality of the Group's businesses, i.e.:
The reconciliation table with the primary financial statements are therefore set out below:
| H1 2022 | ||||
|---|---|---|---|---|
| operational | IFRS 11 | H1 2022 | ||
| (€ millions) | reporting | adjustments Impact of IFRS 16 | IFRS | |
| Revenue | 715.4 | - 35.7 | - 43.0 | 636.7 |
| o/w revenue from tourism activities | 588.0 | -27.6 | - | 560.4 |
| External purchases and services | - 565.1 | +32.7 | + 219.2(1) | - 313.2 |
| o/w provision reversals used | 4.8 | -0.9 | - | 3.8 |
| Personnel costs | - 190.2 | +7.0 | - | - 183.3 |
| o/w amortization on pension commitments | -0.2 | -0.2 | ||
| Other operating income and expense | 36.6 | -2.4 | +0.1 | 34.3 |
| o/w provision reversals used | 0.9 | -0.1 | 0.8 | |
| Amortization net of unused reversals | - 32.0 | +2.8 | - 92.0 | - 121.2 |
| CURRENT OPERATING PROFIT (LOSS) | - 35.3 | +4.3 | +84.2 | 53.2 |
| ADJUSTED EBITDA | -8.8 | +2.6 | +176.3 | 170.1 |
| Other operating income and expense | - 19.6 | +12.6 | - | - 7.0 |
| Financial items | - 22.5 | +0.3 | - 108.0 | - 130.2 |
| Equity associates | - 1.1 | - 17.4 | - 0.8 | - 19.3 |
| Income tax | - 13.8 | +0.1 | +2.0 | - 11.7 |
| NET PROFIT (LOSS) FOR THE YEAR | - 92.4 | - | - 22.6 | - 114.9 |
(1) o/w
Cost of sales: +€42.8 million
Owner rents: +€171.4 million. In the Group's internal financial reporting, rental expense is recognised as an operating expense. Rental savings obtained in the form of credit notes or write-offs, are recognised as a deduction from operating expenses at the time when the rental debt is removed legally. The amount of €171..4 million therefore includes a saving of €11 million over the period, through the application of agreements concluded with lessors.
| H1 2021 | ||||
|---|---|---|---|---|
| operational | IFRS 11 | H1 2021 | ||
| (€ millions) | reporting | adjustments Impact of IFRS 16 | IFRS | |
| Revenue | 297.2 | - 12.5 | - 40.2 | 244.5 |
| o/w revenue from tourism activities | 165.0 | -7.0 | - | 158.0 |
| External purchases and services | - 449.7 | +23.1 | +195.1(1) | - 231.5 |
| o/w provision reversals used | 5.8 | -1.1 | - | 4.7 |
| Personnel costs | - 121.5 | +4.3 | - | - 117.3 |
| o/w amortization on pension commitments | -0.3 | -0.3 | ||
| Other operating income and expense | -6.5 | -0.6 | +0.1 | -6.8 |
| o/w provision reversals used | 0.2 | - | 0.2 | |
| Amortization net of unused reversals | - 26.7 | +2.0 | - 122.3 | - 147.0 |
| CURRENT OPERATING PROFIT (LOSS) | - 307.2 | +16.3 | +32.7 | - 258.1 |
| ADJUSTED EBITDA | -286.1 | +15.4 | +155.0 | -115.7 |
| Other operating income and expense | - 11.2 | - | - | - 11.2 |
| Financial items | - 13.1 | +1.3 | - 81.7 | - 93.5 |
| Equity associates | - 0.9 | - 17.6 | - 1.7 | - 20.2 |
| Income tax | - 9.6 | - 0.1 | - | - 9.7 |
| NET PROFIT (LOSS) FOR THE YEAR | - 342.0 | - | - 50.7 | - 392.7 |
(1) Of which:
Cost of sales: +€40.0m
Rents: +€155.1m. Rental savings obtained in the form of credit notes or write-offs, are recognised as a deduction from operating expenses at the time when the rental debt is removed legally. The amount of €155m therefore includes €18m in rental write-offs for the periods of administrative closures during which the Group considers, on the basis of the defence of non-performance legal foundation or that of the measures set out in Article 1722 of the Civil Code, that the rental debt has been extinguished.
| 31 March 2022 | |||
|---|---|---|---|
| operational | 31 March 2022 | ||
| (€ millions) | reporting | Impact of IFRS 16 | IFRS |
| Goodwill | 138.2 | - | 138.2 |
| Net fixed assets | 370.2 | - | 370.2 |
| Lease/right of use assets | 77.7 | +1,959.0 | 2036.7 |
| USES | 586.1 | +1,959.0 | 2,545.1 |
| Equity | - 514.7 | - 585.1 | - 1,099.7 |
| Provisions for risks and charges | 107.0 | +16.2 | 123.3 |
| Net financial debt | 747.5 | - | 747.5 |
| Debt related to financial leases/rental obligations | 90.0 | +2,569.1 | 2,659.1 |
| WCR and others | 156.3 | -41.2 | 115.0 |
| RESOURCES | 586.1 | +1,959.0 | 2,545.1 |
| 30 September 2021 | 30 September 2021 |
||
|---|---|---|---|
| (€ millions) | operational reporting |
Impact of IFRS 16 | IFRS |
| Goodwill | 138.2 | - | 138.2 |
| Net fixed assets | 356.8 | - | 356.8 |
| Lease/right of use assets | 80.5 | +2,010.1 | 2,090.6 |
| USES | 575.5 | +2,010.1 | 2,585.6 |
| Equity | - 423.9 | - 562.5 | - 986.4 |
| Provisions for risks and charges | 92.3 | +15.4 | 107.6 |
| Net financial debt | 529.8 | - | 529.8 |
| Debt related to financial leases/rental obligations | 91.7 | +2,626.2 | 2,717.8 |
| WCR and others | 285.7 | - 69.0 | 216.7 |
| RESOURCES | 575.5 | +2,010.1 | 2,585.6 |
| (€ millions) | H1 2022 operational reporting |
Impact of IFRS 16 |
H1 2022 IFRS |
|---|---|---|---|
| Cash flow after financial interest and taxes | - 32.1 | +68.2 | +36.1 |
| Change in working capital requirement | - 147.0 | +27.9 | - 119.1 |
| Flows from operations | - 179.1 | +96.0 | - 83.0 |
| Net investments related to operations | - 20.1 | - | - 20.1 |
| Net financial investments | - 12.1 | - | - 12.1 |
| Flows allocated to investments | - 32.2 | - | - 32.2 |
| OPERATING CASH FLOWS | - 211.3 | +96.0 | - 115.2 |
| FLOWS ALLOCATED TO FINANCING | +124.3 | - 96.0 | +28.3 |
| CHANGE IN CASH | -87.0 | - | -87.0 |
| (€ millions) | H1 2021 operational reporting |
Impact of IFRS 16 |
Reclassifications* | H1 2021 IFRS |
|---|---|---|---|---|
| Cash flows after financial interest and taxes | - 293.9 | +73.2 | - 220.7 | |
| Change in working capital requirement | -4.8* | +32.5 | -0.4 | +27.3 |
| Flows from operations | - 298.7 | +105.7 | -0.4 | - 193.4 |
| Net investments related to operations | - 11.4 | - | - 11.4 | |
| Net financial investments | +3.1 | - | +3.1 | |
| Acquisition of subsidiaries | + 0.9 | - | + 0.4 | + 1.3 |
| Flows allocated to investments | -7.4* | - | +0.4 | - 7.0 |
| OPERATING CASH FLOWS | - 306.1 | +105.7 | - | - 200.4 |
| FLOWS ALLOCATED TO FINANCING | - 4.4 | - 105.7 | - | - 110.1 |
| CHANGE IN CASH | - 310.5 | - | - | - 310.5 |
*Reclassification of earnings moved up from equity associates (+€0.4 million in H12020/2021) from flows allocated to investments to flows from operations (change in WCR).
IFRS11 adjustments: for its operating reporting, the Group continues to integrate joint operations under the proportional integration method, considering that this presentation is a better reflection of its performance. In contrast, joint ventures are consolidated under equity associates in the consolidated IFRS accounts.
Impact of IFRS16: The application of IFRS16 as of 1 October 2019 leads to the cancellation, in the financial statements, of a share of revenue and the capital gain for disposals undertaken under the framework of property operations with third-parties (given the Group's right-of-use rights). See above for the impact on H1 revenue.
For further information: Investor Relations and Strategic Operations Press Relations Emeline Lauté Valérie Lauthier +33 (0) 1 58 21 54 76 +33 (0) 1 58 21 54 61 [email protected] [email protected]
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