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Amplifon Interim / Quarterly Report 2019

Nov 5, 2019

4030_ir_2019-11-05_1b57da2e-74be-4c84-ac53-c4785b1105ca.pdf

Interim / Quarterly Report

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Interim Financial Report as at 30 September 2019

PREFACE 4
INTERIM MANAGEMENT REPORT AS AT 30 SEPTEMBER 2019 5
CHANGES IN ACCOUNTING POLICIES 6
PERIOD HIGHLIGHTS 7
MAIN ECONOMIC AND FINANCIAL FIGURES 8
INDICATORS 10
SHAREHOLDER INFORMATION 12
RECLASSIFIED CONSOLIDATED INCOME STATEMENT 14
RECLASSIFIED CONSOLIDATED BALANCE SHEET 19
CONDENSED RECLASSIFIED CONSOLIDATED CASH FLOW STATEMENT 21
INCOME STATEMENT REVIEW 22
BALANCE SHEET REVIEW 43
ACQUISITION OF COMPANIES AND BUSINESSES 53
OUTLOOK 53
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 SEPTEMBER 2019 54
CONSOLIDATED STATEMENT OF FINANCIAL POSITION 55
CONSOLIDATED INCOME STATEMENT 57
STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME 58
STATEMENT OF CHANGES IN CONSOLIDATED EQUITY (*)
59
CONSOLIDATED CASH FLOW STATEMENT 61
SUPPLEMENTARY INFORMATION TO STATEMENT OF CONSOLIDATED CASH FLOWS 62
NOTES 63
1. General Information
63
2. Changes in the accounting policies64
3. Restatement of 2018 Balance Sheet data figures according to the temporary allocation of
the GAES acquisition price
66
4. Acquisitions and goodwill
68
5. Intangible assets
69
6. Tangible fixed assets70
7. Right-of-use assets71
8. Share capital71
9. Net financial position72
10. Financial liabilities74
11. Lease liabilities78
12. Revenues from sales and services
78
13. Taxes
78
14. Non-recurring significant events79
15. Earnings (loss) per share79
16. Transactions with parent companies and related parties80
17. Contingent liabilities81
18. Financial risk management81
19. Translation of foreign companies' financial statements
82
20. Segment reporting
83
21. Accounting policies88
22. Subsequent events91
ANNEXES 92
Consolidation scope92
Declaration of the Executive Responsible for Corporate Accounting Information pursuant to Article

PREFACE

This Interim Financial Report for the period has been prepared in accordance with the requirements of the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) adopted by the European Union and must be read together with the financial statements of the Group at 31 December 2018 that includes additional information on the risks and uncertainties that could impact the Group's operative results or its financial position.

INTERIM MANAGEMENT REPORT

AS AT 30 SEPTEMBER 2019

CHANGES IN ACCOUNTING POLICIES

New accounting standards

The Group has adopted IFRS 16 "Leases" effective 1 January 2019 which resulted in changes to the accounting policies and adjustments to the amounts recognized in the financial statements.

Based on IFRS 16, the right-of-use assets which fall under the scope of the standard must be recognized as an asset and the related payable must be recognized as a lease liability.

The comparative figures were not restated and the figures for this reporting period are also shown without applying IFRS 16. The comparative figures refer to the first nine months of 2019 before the application of IFRS 16, unless stated otherwise.

PERIOD HIGHLIGHTS

In the first nine months of 2019 Amplifon confirmed the excellent trend in revenue growth and the improvement in profitability even after the integration of GAES. The outstanding performance is attributable to above market organic growth, robust operating leverage and the extraordinary contribution of acquisitions, attributable to both the bolt-on acquisitions made mainly in France and Germany and the consolidation of GAES, which reported higher than expected results and double-digit organic growth.

The first nine months of the year closed with:

  • turnover of €1,224,741 thousand, an increase of +27.2% compared to the same period of the prior year (+26.1% at constant exchange rates) with double-digit growth achieved thanks also to the contribution of GAES;
  • a gross operating margin (EBITDA) of €244,238 thousand, calculated based on the new accounting standard (IFRS 16). If the new accounting standard had not been applied, recurring EBITDA would have reached €176,093 thousand, 29.3% higher than in the first nine months of 2018 and the EBITDA margin would have reached 15.9% (+0.3 p.p. against the comparison period);
  • Group net profit of €61,663 thousand, based on the new accounting standard. If the new IFRS 16 had not been applied, recurring net profit would have come to €79,559 thousand, (an increase of 28.3% against the first nine months of the previous year).

Net financial debt amounted to €856,751 thousand at 30 September 2019 (compared to €840,856 thousand at 31 December 2018), after absorbing net investments in acquisitions of €53,008 thousand, as well as a dividend payment of €30,939 thousand.

Ordinary operations confirmed the excellent level of cash flow generation with free cash flow reaching €68,627 thousand (versus €50,801 thousand in the comparison period) after absorbing net capital expenditure of €60,634 thousand (€43,562 thousand in the first nine months of 2018) and non-recurring cash-outs of €9,500 thousand.

MAIN ECONOMIC AND FINANCIAL FIGURES

(€ thousands) First nine months 2019 First nine months 2018
Recurring Non
recurring
Total % on
recurring
Recurring Non
recurring
Total % on
recurring
Change %
on
recurring
Economic figures:
Revenues from sales and
services
1,224,741 - 1,224,741 100.0% 962,771 - 962,771 100.0% 27.2%
Gross operating profit (loss)
(EBITDA)
262,610 (18,372) 244,238 21.4% 150,565 (6,004) 144,561 15.6% 74.4%
Operating profit (loss)
before the depreciation and
amortization of PPA related
assets (EBITA)
152,416 (18,736) 133,680 12.4% 114,294 (6,004) 108,290 11.9% 33.4%
Operating profit (loss)
(EBIT)
124,709 (18,736) 105,973 10.2% 98,810 (6,004) 92,806 10.3% 26.2%
Profit (loss) before tax 104,993 (18,736) 86,257 8.6% 86,763 (6,071) 80,692 9.0% 21.0%
Group net profit (loss) 75,682 (14,019) 61,663 6.2% 62,015 (4,377) 57,638 6.4% 22.0%
(€ thousands) First nine months 2019
w/o IFRS 16 (*)
First nine months 2018
Recurring Non
recurring
Total % on
recurring
Recurring Non
recurring
Total % on
recurring
Change %
on
recurring
Economic figures:
Revenues from sales and
services
1,224,741 - 1,224,741 100.0% 962,771 - 962,771 100.0% 27.2%
Gross operating profit (loss)
(EBITDA)
194,643 (18,550) 176,093 15.9% 150,565 (6,004) 144,561 15.6% 29.3%
Operating profit (loss)
before the depreciation and
amortization of PPA related
assets (EBITA)
148,852 (18,748) 130,104 12.2% 114,294 (6,004) 108,290 11.9% 30.2%
Operating profit (loss)
(EBIT)
121,144 (18,748) 102,396 9.9% 98,810 (6,004) 92,806 10.3% 22.6%
Profit (loss) before tax 109,911 (18,748) 91,163 9.0% 86,763 (6,071) 80,692 9.0% 26.7%
Group net profit (loss) 79,559 (14,029) 65,530 6.5% 62,015 (4,377) 57,638 6.4% 28.3%
(€ thousands) 30/09/2019 31/12/2018 (**) Change 30/09/2019
w/o
IFRS 16 (*)
Financial figures:
Non-current assets 2,267,353 1,778,266 489,087 1,838,521
Net invested capital 1,926,976 1,436,803 490,173 1,498,726
Group net equity 635,486 594,919 40,567 639,407
Total net equity 636,737 595,947 40,790 640,667
Net financial indebtedness 856,751 840,856 15,895 858,059
Lease liabilities 433,488 - 433,488 -
Total lease liabilities and net financial
indebtedness
1,290,239 840,856 449,383 858,059

(*) For the sake of comparison, 2019 unaudited figures are shown without the application of IFRS 16.

(**) 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price.

(€ thousands) First nine months 2019 First nine months 2018
Free cash flow 68,627 50,801
Cash flow generated from (absorbed by) business combinations (53,008) (72,688)
(Purchase) sale of other investments and securities 3 397
Cash flow provided by (used in) financing activities (31,025) (30,812)
Net cash flow from the period (15,403) (52,302)
Effect of discontinued operations on the net financial position - 22
Effect of exchange rate fluctuations on the net financial position (492) (71)
Net cash flow from the period with changes for exchange rate fluctuations
and discontinued operations
(15,895) (52,351)
  • EBITDA is the operating result before charging amortization, depreciation and impairment of both tangible and intangible fixed assets.
  • EBITA is the operating result before amortization and impairment of customer lists, trademarks, non-competition agreements and other fixed assets arising from business combinations.
  • EBIT is the operating result before financial income and charges and taxes.
  • Free cash flow represents the cash flow of operating and investing activities before the cash flows used in acquisitions and payment of dividends and the cash flows from or used in other financing activities.

INDICATORS

30/09/2019 31/12/2018 (*) 30/09/2018
Net financial indebtedness (€ thousands) 856,751 840,856 348,616
Net Equity (€ thousands) 636,737 595,947 560,927
Group Net Equity (€ thousands) 635,486 594,919 560,719
Net financial indebtedness/Net Equity 1.35 (**) 1.41 (***) 0.62
Net financial indebtedness/Group Net Equity 1.35 (**) 1.41 (***) 0.62
Net financial indebtedness/EBITDA 2.20 (**) 3.11 (***) 1.52 (****)
EBITDA/Net financial expenses 31.22 (**) 20.41 (***) 14.86 (****)
Earnings per share (EPS) (€) 0.27839 0.45706 0.26264
Diluted EPS (€) 0.27309 0.44801 0.25733
EPS (€) adjusted for non-recurring transactions and amortization/depreciation
related to purchase price allocations to tangible and intangible assets
0.43241 0.52578 0.33252
Group Net Equity per share (€) 2.853 2.696 2.541
Period-end price (€) 22.500 14.050 19.140
Highest price in period (€) 24.260 20.700 20.700
Lowest price in period (€) 13.610 12.590 12.590
Share price/net equity per share 7.887 5.211 7.532
Market capitalization (€ millions) 5,012.10 3,180.27 4,332.22
Number of shares outstanding 222,760,040 220,637,875 220,661,807

(*) 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price.

(**) Indicators re-defined together with the banks and the financial investors after the adoption of IFRS 9, 15 and 16.

(***) Indicators calculated in compliance with the previous definitions included in the syndicated loan for the GAES acquisition, before the adoption of IFRS 9, 15 and 16.

(****) Indicators determined in compliance with the definitions as at 30 September 2018 before the adoption of IFRS 16.

  • Net financial indebtedness/net equity is the ratio of net financial indebtedness to total net equity.
  • Net financial indebtedness/Group net equity is the ratio of the net financial indebtedness to the Group's net equity.
  • Net financial indebtedness/EBITDA is the ratio of net financial indebtedness to EBITDA for the last four quarters (determined with reference to recurring operations only, based on pro forma figures in case of significant changes to the structure of the Group).
  • EBITDA/net financial expenses ratio is the ratio of EBITDA for the last four quarters (determined with reference to recurring operations only, based on restated figures in case of significant changes to the structure of the Group) to net interest payable and receivable of the same last four quarters.
  • Earnings per share (EPS) (€) is the net profit for the period attributable to the parent's ordinary shareholders divided by the weighted average number of shares outstanding during the period, considering purchases and sales of treasury shares as cancellations or issues of shares, respectively.
  • Diluted earnings per share (EPS) (€) is the net profit for the period attributable to the parent's ordinary shareholders divided by the weighted average number of shares outstanding during the period adjusted for the dilution effect of potential shares. In the

calculation of outstanding shares, purchases and sales of treasury shares are considered as cancellations and issues of shares, respectively.

  • Earnings per share (EPS) adjusted for non-recurring transactions and amortization/depreciation related to purchase price allocations to tangible and intangible assets (€) is the profit for the year from recurring operations attributable to the parent's ordinary shareholders divided by the weighted average number of outstanding shares in the period adjusted to reflect the amortization of purchase price allocations. When calculating the number of outstanding shares, the purchases and sales of treasury shares are considered cancellations and share issues, respectively.
  • Net Equity per share (€) is the ratio of Group equity to the number of outstanding shares.
  • Period-end price (€) is the closing price on the last stock exchange trading day of the period.
  • Highest price (€) and lowest price (€) are the highest and lowest prices from 1 January to the end of the period.
  • Share price/Net equity per share is the ratio of the share closing price on the last stock exchange trading day of the period to net equity per share.
  • Market capitalization is the closing price on the last stock exchange trading day of the period multiplied by the number of outstanding shares.
  • The number of shares outstanding is the number of shares issued less treasury shares.

SHAREHOLDER INFORMATION

Main Shareholders

The main Shareholders of Amplifon S.p.A. as at 30 September 2019 are:

AMPLITER S.r.l. Treasury shares Market

Shareholder No. of ordinary
shares
% held % of the total
share capital in
voting rights
Ampliter S.r.l. 101,715,003 44.9% 61.9%
Treasury shares 3,628,580 1.6% 1.1%
Market 121,045,037 53.5% 37.0%
Total 226,388,620 (*) 100.0% 100.0%

(*) Number of shares related to the share capital registered with the Company registrar on 30 September 2019.

Pursuant to article 2497 of the Italian Civil Code, Amplifon S.p.A. is not subject to management and coordination either by its direct parent Ampliter S.r.l. or other indirect parents.

The shares of the parent Amplifon S.p.A. have been listed on the screen based Mercato Telematico Azionario (MTA) since 27 June 2001 and since 10 September 2008 in the STAR segment. Amplifon is also included in the FTSE Italy Mid Cap index since 27 December 2018.

The chart shows the performance of the Amplifon share price and its trading volumes from 2 January 2019 to 11 October 2019.

As at 30 September 2019 market capitalization was € 5,012.10 million.

Dealings in Amplifon shares in the screen-based stock market Mercato Telematico Azionario during the period 2 January 2019 – 30 September 2019, showed:

  • average daily value: € 14,073,462.01;
  • average daily volume: 735,635 shares;
  • total volume traded of 139,770,744 shares, or 62.7% of the total number of shares comprising the share capital, net of treasury shares.

RECLASSIFIED CONSOLIDATED INCOME STATEMENT

(€ thousands) First nine months 2019 First nine months 2018
Recurring Non
recurring (*)
Total % on
recurring
Recurring Non
recurring (*)
Total % on
recurring
Change %
on
recurring
Revenues from sales and
services
1,224,741 - 1,224,741 100.0% 962,771 - 962,771 100.0% 27.2%
Operating costs (963,216) (18,372) (981,588) -78.6% (814,850) (262) (815,112) -84.6% -18.2%
Other costs and revenues 1,085 - 1,085 0.1% 2,644 (5,742) (3,098) 0.3% -59.0%
Gross operating profit
(EBITDA)
262,610 (18,372) 244,238 21.4% 150,565 (6,004) 144,561 15.6% 74.4%
Depreciation and write
downs of non-current assets
(45,424) (198) (45,622) -3.7% (36,271) - (36,271) -3.8% -25.2%
Right-of-use depreciation (64,770) (166) (64,936) -5.3% - - - 0.0% -
Operating result before the
amortization and
impairment of PPA related
assets (EBITA)
152,416 (18,736) 133,680 12.4% 114,294 (6,004) 108,290 11.9% 33.4%
PPA related depreciation and
impairment
(27,707) - (27,707) -2.3% (15,484) - (15,484) -1.6% -78.9%
Operating profit (EBIT) 124,709 (18,736) 105,973 10.2% 98,810 (6,004) 92,806 10.3% 26.2%
Income, expenses,
revaluation and adjustments
of financial assets
220 - 220 0.0% 253 - 253 0.0% -13.0%
Net financial expenses (19,699) - (19,699) -1.6% (11,689) (67) (11,756) -1.2% -68.5%
Exchange differences and
non-hedge accounting
instruments
(237) - (237) 0.0% (611) - (611) -0.1% 61.2%
Profit (loss) before tax 104,993 (18,736) 86,257 8.6% 86,763 (6,071) 80,692 9.0% 21.0%
Tax (29,281) 4,717 (24,564) -2.4% (24,838) 1,694 (23,144) -2.6% -17.9%
Net profit (loss) 75,712 (14,019) 61,693 6.2% 61,925 (4,377) 57,548 6.4% 22.3%
Profit (loss) of minority
interests
30 - 30 0.0% (90) - (90) 0.0% 133.3%
Net profit (loss) attributable
to the Group
75,682 (14,019) 61,663 6.2% 62,015 (4,377) 57,638 6.4% 22.0%

(*) See table at page 18 for details of non-recurring transactions.

(€ thousands) First nine months 2019 w/o IFRS 16 (*) First nine months 2018
Recurring Non
recurring (**)
Total % on
recurring
Recurring Non
recurring (**)
Total % on
recurring
Change %
on
recurring
Revenues from sales and
services
1,224,741 - 1,224,741 100.0% 962,771 - 962,771 100.0% 27.2%
Operating costs (1,031,170) (18,550) (1,049,720) -84.2% (814,850) (262) (815,112) -84.6% -26.5%
Other costs and revenues 1,072 - 1,072 0.1% 2,644 (5,742) (3,098) 0.3% -59.5%
Gross operating profit
(EBITDA)
194,643 (18,550) 176,093 15.9% 150,565 (6,004) 144,561 15.6% 29.3%
Depreciation and write
downs of non-current assets
(45,791) (198) (45,989) -3.7% (36,271) - (36,271) -3.8% -26.2%
Operating result before the
amortization and
impairment of PPA related
assets (EBITA)
148,852 (18,748) 130,104 12.2% 114,294 (6,004) 108,290 11.9% 30.2%
PPA related depreciation
and impairment
(27,708) - (27,708) -2.3% (15,484) - (15,484) -1.6% -78.9%
Operating profit (EBIT) 121,144 (18,748) 102,396 9.9% 98,810 (6,004) 92,806 10.3% 22.6%
Income, expenses,
revaluation and adjustments
of financial assets
220 - 220 0.0% 253 - 253 0.0% -13.0%
Net financial expenses (11,217) - (11,217) -0.9% (11,689) (67) (11,756) -1.2% 4.0%
Exchange differences and
non-hedge accounting
instruments
(236) - (236) 0.0% (611) - (611) -0.1% 61.4%
Profit (loss) before tax 109,911 (18,748) 91,163 9.0% 86,763 (6,071) 80,692 9.0% 26.7%
Tax (30,295) 4,719 (25,576) -2.5% (24,838) 1,694 (23,144) -2.6% -22.0%
Net profit (loss) 79,616 (14,029) 65,587 6.5% 61,925 (4,377) 57,548 6.4% 28.6%
Profit (loss) of minority
interests
57 - 57 0.0% (90) - (90) 0.0% 163.3%
Net profit (loss) attributable
to the Group
79,559 (14,029) 65,530 6.5% 62,015 (4,377) 57,638 6.4% 28.3%

(*) For the sake of comparison, 2019 data are shown without the application of IFRS 16.

(**) See table at page 18 for details of non-recurring transactions.

Interim Financial Report as at 30 September 2019 > Interim Management Report

(€ thousands) Third quarter 2019 Third quarter 2018
Recurring Non
recurring (*)
Total % on
recurring
Recurring Non
recurring (*)
Total % on
recurring
Change %
on
recurring
Revenues from sales and
services
392,705 - 392,705 100.0% 303,167 - 303,167 100.0% 29.5%
Operating costs (316,922) (12,567) (329,489) -80.7% (263,785) (262) (264,047) -87.0% -20.1%
Other costs and revenues 262 - 262 0.1% 1,234 (5,742) (4,508) 0.4% -78.8%
Gross operating profit
(EBITDA)
76,045 (12,567) 63,478 19.4% 40,616 (6,004) 34,612 13.4% 87.2%
Depreciation and write
downs of non-current assets
(15,595) (133) (15,728) -4.0% (12,579) - (12,579) -4.1% -24.0%
Right-of-use depreciation (21,995) (166) (22,161) -5.6% - - - 0.0% -
Operating result before the
amortization and
impairment of PPA related
assets (EBITA)
38,455 (12,866) 25,589 9.8% 28,037 (6,004) 22,033 9.2% 37.2%
PPA related depreciation and
impairment
(9,118) - (9,118) -2.3% (5,284) - (5,284) -1.7% -72.6%
Operating profit (EBIT) 29,337 (12,866) 16,471 7.5% 22,753 (6,004) 16,749 7.5% 28.9%
Income, expenses,
revaluation and adjustments
of financial assets
27 - 27 0.0% 95 - 95 0.0% -71.6%
Net financial expenses (6,579) - (6,579) -1.7% (2,188) (67) (2,255) -0.7% -200.7%
Exchange differences and
non-hedge accounting
instruments
(349) - (349) -0.1% (157) - (157) -0.1% -122.3%
Profit (loss) before tax 22,436 (12,866) 9,570 5.7% 20,503 (6,071) 14,432 6.8% 9.4%
Tax (6,081) 3,718 (2,363) -1.5% (5,565) 1,694 (3,871) -1.8% -9.3%
Net profit (loss) 16,355 (9,148) 7,207 4.2% 14,938 (4,377) 10,561 4.9% 9.5%
Profit (loss) of minority
interests
35 - 35 0.0% (38) - (38) 0.0% 192.1%
Net profit (loss) attributable
to the Group
16,320 (9,148) 7,172 4.2% 14,976 (4,377) 10,599 4.9% 9.0%

(*) See table at page 18 for details of non-recurring transactions.

(€ thousands) Third quarter 2019 w/o IFRS 16 (*) Third quarter 2018
Recurring Non
recurring (**)
Total % on
recurring
Recurring Non
recurring (**)
Total % on
recurring
Change %
on
recurring
Revenues from sales and
services
392,705 - 392,705 100.0% 303,167 - 303,167 100.0% 29.5%
Operating costs (339,501) (12,745) (352,246) -86.5% (263,785) (262) (264,047) -87.0% -28.7%
Other costs and revenues 243 - 243 0.1% 1,234 (5,742) (4,508) 0.4% -80.3%
Gross operating profit
(EBITDA)
53,447 (12,745) 40,702 13.6% 40,616 (6,004) 34,612 13.4% 31.6%
Depreciation and write
downs of non-current assets
(15,962) (133) (16,095) -4.1% (12,579) - (12,579) -4.1% -26.9%
Operating result before the
amortization and
impairment of PPA related
assets (EBITA)
37,485 (12,878) 24,607 9.5% 28,037 (6,004) 22,033 9.2% 33.7%
PPA related depreciation
and impairment
(9,119) - (9,119) -2.3% (5,284) - (5,284) -1.7% -72.6%
Operating profit (EBIT) 28,366 (12,878) 15,488 7.2% 22,753 (6,004) 16,749 7.5% 24.7%
Income, expenses,
revaluation and adjustments
of financial assets
27 - 27 0.0% 95 - 95 0.0% -71.6%
Net financial expenses (3,774) - (3,774) -1.0% (2,188) (67) (2,255) -0.7% -72.5%
Exchange differences and
non-hedge accounting
instruments
(348) - (348) -0.1% (157) - (157) -0.1% -121.7%
Profit (loss) before tax 24,271 (12,878) 11,393 6.2% 20,503 (6,071) 14,432 6.8% 18.4%
Tax (6,560) 3,720 (2,840) -1.7% (5,565) 1,694 (3,871) -1.8% -17.9%
Net profit (loss) 17,711 (9,158) 8,553 4.5% 14,938 (4,377) 10,561 4.9% 18.6%
Profit (loss) of minority
interests
43 - 43 0.0% (38) - (38) 0.0% 213.2%
Net profit (loss) attributable
to the Group
17,668 (9,158) 8,510 4.5% 14,976 (4,377) 10,599 4.9% 18.0%

(*) For the sake of comparison, 2019 data are shown without the application of IFRS 16.

(**) See table at page 18 for details of non-recurring transactions.

The details of the non-recurring transactions included in the previous tables are shown below:

First nine
months 2019
First nine
months 2019
First nine
months
(€ thousands) w/o IFRS 16 2018
GAES acquisition and integration costs (18,372) (18,550) (6,004)
Impact of the non-recurring items on EBITDA (18,372) (18,550) (6,004)
Depreciation and impairment of GAES intangible assets (364) (198) -
Impact of the non-recurring items on EBIT (18,736) (18,748) (6,004)
Financial expenses related to the financing of GAES acquisition - - (67)
Impact of the non-recurring items on profit before tax (18,736) (18,748) (6,071)
Impact of the above items on the tax burden for the period 4,717 4,719 1,694
Impact of the non-recurring items on net profit (14,019) (14,029) (4,377)
(€ thousands) Third quarter
2019
Third quarter
2019
w/o IFRS 16
Third quarter
2018
GAES acquisition and integration costs (12,567) (12,745) (6,004)
Impact of the non-recurring items on EBITDA (12,567) (12,745) (6,004)
Depreciation and impairment of GAES intangible assets (299) (133) -
Impact of the non-recurring items on EBIT (12,866) (12,878) (6,004)
Financial expenses related to the financing of GAES acquisition - - (67)
Impact of the non-recurring items on profit before tax (12,866) (12,878) (6,071)
Impact of the above items on the tax burden for the period 3,718 3,720 1,694
Impact of the non-recurring items on net profit (9,148) (9,158) (4,377)

RECLASSIFIED CONSOLIDATED BALANCE SHEET

The reclassified Consolidated Balance Sheet aggregates assets and liabilities according to operating functionality criteria, subdivided by convention into the following three key functions: investments, operations and finance.

(€ thousands) 30/09/2019 31/12/2018 (*) Change 30/09/2019
w/o
IFRS 16 (**)
Goodwill 1,205,795 1,161,598 44,197 1,205,795
Customer lists, non-compete agreements, trademarks and
location rights
274,210 279,406 (5,196) 274,210
Software charges, licenses, other int.ass., wip and advances 87,859 79,996 7,863 87,859
Tangible assets 195,469 188,968 6,501 196,205
Right-of-use assets 429,760 - 429,760 -
Fixed financial assets (1) 43,403 41,546 1,857 43,161
Other non-current financial assets (1) 30,857 26,752 4,105 31,291
Total fixed assets 2,267,353 1,778,266 489,087 1,838,521
Inventories 71,956 61,713 10,243 71,956
Trade receivables 181,569 169,454 12,115 181,569
Other receivables 88,242 77,292 10,950 90,521
Current assets (A) 341,767 308,459 33,308 344,046
Total assets 2,609,120 2,086,725 522,395 2,182,567
Trade payables (167,558) (173,100) 5,542 (168,046)
Other payables (2) (253,579) (244,986) (8,593) (253,659)
Provisions for risks (current portion) (17,101) (4,916) (12,185) (17,222)
Short term liabilities (B) (438,238) (423,002) (15,236) (438,927)
Working capital (A) – (B) (96,471) (114,543) 18,072 (94,881)
Derivative instruments (3) (12,394) (10,876) (1,518) (12,394)
Deferred tax assets 82,530 75,204 7,326 81,522
Deferred tax liabilities (100,211) (98,932) (1,279) (100,211)
Provisions for risks (non-current portion) (51,166) (49,619) (1,547) (51,166)
Employee benefits (non-current portion) (23,626) (20,290) (3,336) (23,626)
Loan fees (4) 1,853 3,795 (1,942) 1,853
Other long-term payables (140,892) (126,202) (14,690) (140,892)
NET INVESTED CAPITAL 1,926,976 1,436,803 490,173 1,498,726
Shareholders' equity 635,486 594,919 40,567 639,407
Third parties' equity 1,251 1,028 223 1,260
Net equity 636,737 595,947 40,790 640,667
Long-term net financial debt (4) 803,687 877,688 (74,001) 801,433
Short-term net financial debt (4) 53,064 (36,832) 89,896 56,626
Total net financial debt 856,751 840,856 15,895 858,059
Lease liabilities 433,488 - 433,488 -
Total lease liabilities & net financial debt 1,290,239 840,856 449,383 858,059
NET EQUITY, LEASE LIABILITIES AND NET FINANCIAL DEBT 1,926,976 1,436,803 490,173 1,498,726

(*) 2018 Balance Sheet has been revised for the provisional allocation of the GAES acquisition price.

(**) For the sake of comparison, 2019 data are shown without the application of IFRS 16.

Notes for reconciling the condensed balance sheet with the statutory balance sheet:

  • (1) "Financial fixed assets" and "Other non-current financial assets" include equity interests valued by using the net equity method, financial assets at fair value through profit and loss and other non-current assets;
  • (2) "Other payables" includes other liabilities, accrued liabilities and deferred income, current portion of liabilities for employees' benefits and tax liabilities;
  • (3) "Derivatives" includes cash flow hedging instruments not included in the item "Net medium and long-term financial indebtedness";
  • (4) The item "loan fees" is presented in the balance sheet as a direct reduction of the short-term and medium/longterm components of the items "financial payables" and "financial liabilities" for the short-term and long-term portions, respectively.

CONDENSED RECLASSIFIED CONSOLIDATED CASH FLOW STATEMENT

The condensed consolidated cash flow statement is a summarized version of the reclassified statement of cash flows set out in the following pages and its purpose is, starting from the EBIT, to detail the cash flows from or used in operating, investing and financing activities.

(€ thousands) First nine months 2019 First nine months 2018
EBIT 105,973 92,806
Amortization, depreciation and write-downs 138,265 51,755
Provisions, other non-monetary items and gain/losses from disposals 27,515 12,734
Net financial expenses (17,374) (11,687)
Taxes paid (29,833) (27,423)
Changes in net working capital (37,537) (25,154)
Cash flow provided by (used in) operating activities before repayment of lease
liabilities
187,009 93,031
Repayment of lease liabilities (59,647) -
Cash flow provided by (used in) operating activities (A) 127,362 93,031
Cash flow provided by (used in) operating investing activities (B) (58,735) (42,230)
Free Cash Flow (A) + (B) 68,627 50,801
Net cash flow provided by (used in) acquisitions (C) (53,008) (72,688)
(Purchase) sale of other investment and securities (D) 3 397
Cash flow provided by (used in) investing activities (B+C+D) (111,740) (114,521)
Cash flow provided by (used in) operating activities and investing activities 15,622 (21,490)
Dividends (30,939) (24,079)
Fees paid on medium/long-term financing - (146)
Treasury shares - (7,833)
Capital increases, third parties' contributions and dividends paid by subsidiaries to
third parties
(53) 26
Hedging instruments and other changes in non-current assets (33) 1,220
Net cash flow from the period (15,403) (52,302)
Net financial indebtedness as of period opening date (840,856) (296,265)
Effect of discontinued operation on financial position - 22
Effect of exchange rate fluctuations on financial position (492) (71)
Change in net financial position (15,403) (52,302)
Net financial indebtedness as of period closing date (856,751) (348,616)

The impact of non-recurring transactions on free cash flow in the period is shown in the following table.

(€ thousands) First nine months 2019 First nine months 2018
Free cash flow 68,627 50,801
Free cash flow generated by non-recurring transactions (see page 53 for details) (9,500) (206)
Free cash flow generated by recurring transactions 78,127 51,007

INCOME STATEMENT REVIEW

Consolidated income statement by segment and geographic area (*)

(€ thousands) First nine months 2019
EMEA Americas Asia Pacific Corporate Total
Revenues from sales and services 877,827 203,382 140,218 3,314 1,224,741
Operating costs (691,449) (159,105) (98,446) (32,588) (981,588)
Other costs and revenues 668 476 (118) 59 1,085
Gross operating profit (loss) (EBITDA) 187,046 44,753 41,654 (29,215) 244,238
Depreciation and write-downs of non-current
assets
(28,769) (4,039) (6,299) (6,515) (45,622)
Right-of-use depreciation (54,944) (2,795) (7,197) - (64,936)
Operating profit (loss) before the
depreciation and amortization of PPA related
assets (EBITA)
103,333 37,919 28,158 (35,730) 133,680
PPA related depreciation and amortization (22,334) (881) (4,366) (126) (27,707)
Operating profit (loss) (EBIT) 80,999 37,038 23,792 (35,856) 105,973
Income, expenses, revaluation and
adjustments of financial assets
220
Net financial expenses (19,699)
Exchange differences and non-hedge
accounting instruments
(237)
Profit (loss) before tax 86,257
Tax (24,564)
Net profit (loss) 61,693
Profit (loss) of minority interests 30
Net profit (loss) attributable to the Group 61,663
(€ thousands) First nine months 2019 – Only recurring operations
EMEA Americas Asia Pacific Corporate Total
Revenues from sales and services 877,827 203,382 140,218 3,314 1,224,741
Gross operating profit (loss) (EBITDA) 205,394 44,777 41,654 (29,215) 262,610
Operating profit (loss) before the depreciation
and amortization of PPA related assets (EBITA)
122,045 37,943 28,158 (35,730) 152,416
Operating profit (loss) (EBIT) 99,711 37,062 23,792 (35,856) 124,709
Profit (loss) before tax 104,993
Net profit (loss) attributable to the Group 75,682

(*) For the purposes of reporting on income statement figures by geographic area, please note that the Corporate structures are included in EMEA.

(€ thousands) First nine months 2018
EMEA Americas Asia Pacific Corporate Total
Revenues from sales and services 661,423 168,023 131,585 1,740 962,771
Operating costs (554,681) (135,914) (96,927) (27,590) (815,112)
Other costs and revenues 2,134 168 285 (5,685) (3,098)
Gross operating profit (loss) (EBITDA) 108,876 32,277 34,943 (31,535) 144,561
Depreciation and write-downs of non
current assets
(23,169) (3,340) (5,883) (3,879) (36,271)
Operating profit (loss) before the
depreciation and amortization of PPA
related assets (EBITA)
85,707 28,937 29,060 (35,414) 108,290
PPA related depreciation and amortization (10,676) (504) (4,208) (96) (15,484)
Operating profit (loss) (EBIT) 75,031 28,433 24,852 (35,510) 92,806
Income, expenses, revaluation and
adjustments of financial assets
253
Net financial expenses (11,756)
Exchange differences and non-hedge
accounting instruments
(611)
Profit (loss) before tax 80,692
Tax (23,144)
Net profit (loss) 57,548
Profit (loss) of minority interests (90)
Net profit (loss) attributable to the Group 57,638
(€ thousands) First nine months 2018 – Only recurring operations
EMEA Americas Asia Pacific Corporate Total
Revenues from sales and services 661,423 168,023 131,585 1,740 962,771
Gross operating profit (loss) (EBITDA) 108,876 32,277 34,943 (25,531) 150,565
Operating profit (loss) before the
depreciation and amortization of PPA
related assets (EBITA)
85,707 28,937 29,060 (29,410) 114,294
Operating profit (loss) (EBIT) 75,031 28,433 24,852 (29,506) 98,810
Profit (loss) before tax 86,763
Net profit (loss) attributable to the Group 62,015
(€ thousands) Third quarter 2019
EMEA Americas Asia Pacific Corporate Total
Revenues from sales and services 270,699 71,498 49,181 1,327 392,705
Operating costs (225,281) (55,971) (34,717) (13,520) (329,489)
Other costs and revenues 137 110 (79) 94 262
Gross operating profit (loss) (EBITDA) 45,555 15,637 14,385 (12,099) 63,478
Depreciation and write-downs of non-current
assets
(9,559) (1,418) (2,337) (2,414) (15,728)
Right-of-use depreciation (18,777) (903) (2,481) - (22,161)
Operating profit (loss) before the
depreciation and amortization of PPA related
assets (EBITA)
17,219 13,316 9,567 (14,513) 25,589
PPA related depreciation and amortization (7,389) (289) (1,440) - (9,118)
Operating profit (loss) (EBIT) 9,830 13,027 8,127 (14,513) 16,471
Income, expenses, revaluation and
adjustments of financial assets
27
Net financial expenses (6,579)
Exchange differences and non-hedge
accounting instruments
(349)
Profit (loss) before tax 9,570
Tax (2,363)
Net profit (loss) 7,207
Profit (loss) of minority interests 35
Net profit (loss) attributable to the Group 7,172
(€ thousands) Third quarter 2019 – Only recurring operations
EMEA Americas Asia Pacific Corporate Total
Revenues from sales and services 270,699 71,498 49,181 1,327 392,705
Gross operating profit (loss) (EBITDA) 58,122 15,637 14,385 (12,099) 76,045
Operating profit (loss) before the depreciation
and amortization of PPA related assets (EBITA)
30,085 13,316 9,567 (14,513) 38,455
Operating profit (loss) (EBIT) 22,696 13,027 8,127 (14,513) 29,337
Profit (loss) before tax 22,436
Net profit (loss) attributable to the Group 16,320

(*) For the purposes of reporting on income statement figures by geographic area, please note that the Corporate structures are included in EMEA.

(€ thousands) Third quarter 2018
EMEA Americas Asia Pacific Corporate Total
Revenues from sales and services 198,462 58,684 45,467 554 303,167
Operating costs (172,783) (47,433) (34,085) (9,746) (264,047)
Other costs and revenues 1,211 181 (76) (5,824) (4,508)
Gross operating profit (loss) (EBITDA) 26,890 11,432 11,306 (15,016) 34,612
Depreciation and write-downs of non
current assets
(7,936) (1,141) (2,141) (1,361) (12,579)
Operating profit (loss) before the
depreciation and amortization of PPA
related assets (EBITA)
18,954 10,291 9,165 (16,377) 22,033
PPA related depreciation and amortization (3,659) (175) (1,386) (64) (5,284)
Operating profit (loss) (EBIT) 15,295 10,116 7,779 (16,441) 16,749
Income, expenses, revaluation and
adjustments of financial assets
95
Net financial expenses (2,255)
Exchange differences and non-hedge
accounting instruments
(157)
Profit (loss) before tax 14,432
Tax (3,871)
Net profit (loss) 10,561
Profit (loss) of minority interests (38)
Net profit (loss) attributable to the Group 10,599
(€ thousands) Third quarter 2018 – Only recurring operations
EMEA Americas Asia Pacific Corporate Total
Revenues from sales and services 198,462 58,684 45,467 554 303,167
Gross operating profit (loss) (EBITDA) 26,890 11,432 11,306 (9,012) 40,616
Operating profit (loss) before the
depreciation and amortization of PPA
related assets (EBITA)
18,954 10,291 9,165 (10,373) 28,037
Operating profit (loss) (EBIT) 15,295 10,116 7,779 (10,437) 22,753
Profit (loss) before tax 20,503
Net profit (loss) attributable to the Group 14,976

Revenues from sales and services

(€ thousands) First nine months
2019
First nine months
2018
Change Change %
Revenues from sales and
services
1,224,741 962,771 261,970 27.2%
(€ thousands) Third quarter 2019 Third quarter 2018 Change Change %
Revenues from sales and
services
392,705 303,167 89,538 29.5%

Consolidated revenues from sales and services amounted to €1,224,741 thousand in the first nine months of 2019, an increase of €261,970 thousand (+27.2%) against the comparison period thanks to the solid performances reported in all the geographic areas in which the Group operates. This result reflects the significant contribution of acquisitions (particularly GAES, consolidated beginning 1 January 2019) of €191,375 thousand (+19.9%), net of the disposal of Direito de Ouvir Amplifon Brasil SA finalized at the beginning of second quarter 2018, and the above market organic growth which, including the contribution of the newly opened stores, amounted to €59,756 thousand (+6.2%). The foreign exchange differences had a positive impact of €10,839 thousand (+1.1%) driven primarily by the strengthening of the USD against the Euro.

In the third quarter alone, consolidated revenues from sales and services amounted to €392,705 thousand, an increase of €89,538 thousand (+29.5%) against the comparison period, driven by the significant contribution of acquisitions (particularly GAES) of €58,144 thousand (+19.2%) and strong organic growth which, including the contribution of the newly opened stores, accelerated against the first six months coming in at €28,023 thousand (+9.2%). The foreign exchange differences had a positive impact of €3,371 thousand (+1.0%)

(€ thousands) First nine
months
2019
% on Total First nine
months
2018
% on
Total
Change Change % Exchange diff. Change %
in local
currency
EMEA 877,827 71.7% 661,423 68.7% 216,404 32.7% 1,789 32.4%
Americas 203,382 16.6% 168,023 17.5% 35,359 21.0% 10,273 14.9%
Asia Pacific 140,218 11.4% 131,585 13.7% 8,633 6.6% (1,223) 7.5%
Corporate 3,314 0.3% 1,740 0.1% 1,574 90.5% - 90.5%
Total 1,224,741 100.0% 962,771 100.0% 261,970 27.2% 10,839 26.1%

The following table shows the breakdown of revenues from sales and services by segment.

Period (€ thousands) 2019 2018 Change Change %
I quarter 283,763 215,729 68,034 31.5%
II quarter 323,365 247,232 76,133 30.8%
I half 607,128 462,961 144,167 31.1%
III quarter 270,699 198,462 72,237 36.4%
First nine months 877,827 661,423 216,404 32.7%

Europe, Middle-East and Africa

Revenues from sales and services amounted to €877,827 thousand in the first nine months of 2019, an increase of €216,404 thousand (+32.7%) with respect to the comparison period explained for €48,025 thousand (+7.3%) by organic growth, including the contribution of the newly opened stores, and for €166,590 thousand (+25.1%) by acquisitions, including GAES consolidated as of 1 January 2019, while the foreign exchange differences had a positive impact of €1,789 thousand (+0.3%).

An outstanding performance was recorded in Italy, thanks to the Amplifon brand products and the successful new marketing campaign. In Spain both GAES and the Amplifon business reported excellent double-digit organic growth, above expectations. The excellent trend in revenues, driven by strong organic growth and acquisitions, continued in France and Germany. The successful launch continued of the Amplifon brand products which today are present in four core European markets: Italy, Germany, the Netherlands and France.

In the third quarter alone, consolidated revenues from sales and services amounted to €270,699 thousand, an increase of €72,237 thousand or +36.4% against the comparison period, driven by the significant contribution of acquisitions (particularly GAES) of €48,824 thousand (+24.6%) and organic growth which, including the contribution of the newly opened stores, accelerated during the third quarter posting an increase of €22,548 thousand (+11.4%). The foreign exchange differences had a positive impact of €865 thousand (+0.4%).

Americas

Period (€ thousands) 2019 2018 Change Change %
I quarter 63,102 51,800 11,302 21.8%
II quarter 68,782 57,539 11,243 19.5%
I half 131,884 109,339 22,545 20.6%
III quarter 71,498 58,684 12,814 21.8%
First nine months 203,382 168,023 35,359 21.0%

Revenues from sales and services amounted to €203,382 thousand in the first nine months of 2019, an increase of €35,359 thousand (+21.0%) against the comparison period explained for €4,930 thousand (+2.9%) by organic growth, including the contribution of the newly opened stores, and for €20,156 thousand (+12.0%) by acquisitions which was driven by the consolidation of GAES's Latin American companies as of 1 January 2019, net of the Direito de Ouvir Amplifon Brasil SA disposal made at the beginning of second quarter 2018. The foreign exchange differences had a positive impact of €10,273 thousand (+6.1%).

The Americas reported a strong increase in local currency of 14.9% thanks to solid organic growth, that accelerated in the third quarter, driven by Miracle-Ear and Amplifon Hearing Healthcare which more than offset the weak performance of Elite Hearing Network, and the good performance of GAES's Latin American companies, reported in M&A. The Amplifon Product Experience was also launched in the United States.

In the third quarter alone, consolidated revenues from sales and services amounted to €71,498 thousand, an increase of €12,814 thousand (+21.8%) against the comparison period explained for €2,372 thousand (+4.0%) by organic growth, including the contribution of the newly opened stores, and for €7,658 thousand (+13.0%) by acquisitions, particularly the consolidation of GAES's Latin American companies. The foreign exchange differences had a positive impact of €2,784 thousand (+4.7%).

Asia Pacific

Period (€ thousands) 2019 2018 Change Change %
I quarter 44,415 41,295 3,120 7.6%
II quarter 46,622 44,824 1,798 4.0%
I half 91,037 86,118 4,919 5.7%
III quarter 49,181 45,467 3,714 8.2%
First nine months 140,218 131,585 8,633 6.6%

Revenues from sales and services amounted to €140,218 thousand in the first nine months of 2019, an increase of €8,633 thousand (+6.6%) against the comparison period explained for €5,227 thousand (+4.0%) by organic growth, including the contribution of the newly opened stores, and for €4,629 thousand (+3.5%) by the Chinese acquisition (made in November 2018), while the foreign exchange differences had a negative impact of €1,223 thousand (-0.9%).

Revenues in local currency rose by +7.5% thanks to solid organic growth which outpaced the market and accelerated in the third quarter, despite what is still a very soft market. A good, above market performance was reported in Australia driven by organic growth, while revenue growth in New Zealand improved despite the regulatory changes that took place in 2013. The Amplifon Product Experience was also launched in Australia.

In the third quarter alone, consolidated revenues from sales and services amounted to €49,181 thousand, an increase of €3,714 thousand (+8.2%) against the comparison period explained for €2,330 thousand (+5.1%) by organic growth, including the contribution of the newly opened stores, and for €1,662 thousand (+3.7%) by the acquisition in China. The foreign exchange differences had a negative impact of €278 thousand (-0.6%).

Gross operating profit (EBITDA)

(€ thousands) First nine months 2019 First nine months 2018
Recurring Non
recurring
Total Recurring Non
recurring
Total
Gross operating profit (EBITDA) 262,610 (18,372) 244,238 150,565 (6,004) 144,561
(€ thousands) First nine months 2019 w/o IFRS 16 (*) First nine months 2018
Recurring Non
recurring
Total Recurring Non
recurring
Total
Gross operating profit (EBITDA) 194,643 (18,550) 176,093 150,565 (6,004) 144,561
(€ thousands) Third quarter 2019 Third quarter 2018
Recurring Non
recurring
Total Recurring Non
recurring
Total
Gross operating profit (EBITDA) 76,045 (12,567) 63,478 40,616 (6,004) 34,612
(€ thousands) Third quarter 2019 w/o IFRS 16 (*) Third quarter 2018
Recurring Non
recurring
Total Recurring Non
recurring
Total
Gross operating profit (EBITDA) 53,447 (12,745) 40,702 40,616 (6,004) 34,612

(*) For the sake of comparison, 2019 unaudited figures are shown without the application of IFRS 16.

Gross operating profit (EBITDA), determined based on the new IFRS 16, amounted to €244,238 thousand (with an EBITDA margin of 19.9%) in the first nine months of 2019.

If IFRS 16 had not been applied, EBITDA would have amounted to €176,093 thousand, an increase against the comparison period of €31,532 thousand (+21.8%) driven by the considerable acceleration in revenues and solid operating leverage, even after the consolidation of GAES and the continuous investments in marketing. The foreign exchange differences had a positive impact of €2,265 thousand.

The result posted in the period reflects non-recurring costs of €18,550 thousand relating to the integration of GAES. The comparison period was also impacted, for €6,004 thousand, by nonrecurring costs relating to the GAES acquisition.

Net of these non-recurring items and excluding IFRS 16 application, EBITDA would have been €44,078 thousand (+29.3%) with an EBITDA margin of 15.9% (+0.3 p.p. against the comparison period).

In the third quarter alone, gross operating profit (EBITDA), determined based on the new IFRS 16, amounted to €63,478 thousand (with an EBITDA margin of 16.2%).

Excluding the impact of IFRS 16 application, EBITDA would have amounted to €40,702 thousand, an increase against the comparison period of €6,090 thousand (+17.6%) explained also by the positive foreign exchange differences of €660 thousand.

The result posted in the period reflects non-recurring costs of €12,745 thousand relating to the integration of GAES. The comparison period was also impacted, for €6,004 thousand, by the nonrecurring costs described above.

Net of these non-recurring items and excluding IFRS 16 application, EBITDA would have been €12,831 thousand (+31.6%) higher with an EBITDA margin of 13.6% (+0.2 p.p. against the comparison period).

(€ thousands) First nine
months 2019
EBITDA Margin First nine
months 2018
EBITDA Margin Change Change %
EMEA 187,046 21.3% 108,876 16.5% 78,170 71.8%
Americas 44,753 22.0% 32,277 19.2% 12,476 38.7%
Asia Pacific 41,654 29.7% 34,943 26.6% 6,711 19.2%
Corporate (**) (29,215) -2.4% (31,535) -3.3% 2,320 7.4%
Total 244,238 19.9% 144,561 15.0% 99,677 69.0%

The following table shows a breakdown of EBITDA by segment.

(€ thousands) First nine
months 2019
w/o
IFRS 16 (*)
EBITDA Margin First nine
months 2018
EBITDA Margin Change Change %
EMEA 129,852 14.8% 108,876 16.5% 20,976 19.3%
Americas 41,534 20.4% 32,277 19.2% 9,257 28.7%
Asia Pacific 33,922 24.2% 34,943 26.6% (1,021) -2.9%
Corporate (**) (29,215) -2.4% (31,535) -3.3% 2,320 7.4%
Total 176,093 14.4% 144,561 15.0% 31,532 21.8%
(€ thousands) Third quarter
2019
EBITDA Margin Third quarter
2018
EBITDA Margin Change Change %
EMEA 45,555 16.8% 26,890 13.5% 18,665 69.4%
Americas 15,637 21.9% 11,432 19.5% 4,205 36.8%
Asia Pacific 14,385 29.2% 11,306 24.9% 3,079 27.2%
Corporate (**) (12,099) -3.1% (15,016) -5.0% 2,917 19.4%
Total 63,478 16.2% 34,612 11.4% 28,866 83.4%
(€ thousands) Third quarter
2019
w/o
IFRS 16 (*)
EBITDA Margin Third quarter
2018
EBITDA Margin Change Change %
EMEA 26,481 9.8% 26,890 13.5% (409) -1.5%
Americas 14,534 20.3% 11,432 19.5% 3,102 27.1%
Asia Pacific 11,786 24.0% 11,306 24.9% 480 4.2%
Corporate (**) (12,099) -3.1% (15,016) -5.0% 2,917 19.4%
Total 40,702 10.4% 34,612 11.4% 6,090 17.6%

(*) For the sake of comparison, 2019 unaudited figures are shown without the application of IFRS 16.

(**) Centralized costs are shown as a percentage of the Group's total sales.

The table below shows the breakdown of the EBITDA by segment with reference to the recurring operations.

(€ thousands) First nine
months 2019
EBITDA Margin First nine
months 2018
EBITDA Margin Change Change %
EMEA 205,394 23.4% 108,876 16.5% 96,518 88.6%
Americas 44,777 22.0% 32,277 19.2% 12,500 38.7%
Asia Pacific 41,654 29.7% 34,943 26.6% 6,711 19.2%
Corporate (**) (29,215) -2.4% (25,531) -2.7% (3,684) -14.4%
Total 262,610 21.4% 150,565 15.6% 112,045 74.4%
(€ thousands) First nine
months 2019
w/o
IFRS 16 (*)
EBITDA Margin First nine
months 2018
EBITDA Margin Change Change %
EMEA 148,377 16.9% 108,876 16.5% 39,501 36.3%
Americas 41,559 20.4% 32,277 19.2% 9,282 28.8%
Asia Pacific 33,922 24.2% 34,943 26.6% (1,021) -2.9%
Corporate (**) (29,215) -2.4% (25,531) -2.7% (3,684) -14.4%
Total 194,643 15.9% 150,565 15.6% 44,078 29.3%
Third quarter Third quarter EBITDA Margin Change Change %
(€ thousands) 2019 EBITDA Margin 2018
EMEA 58,122 21.5% 26,890 13.5% 31,232 116.2%
Americas 15,637 21.9% 11,432 19.5% 4,205 36.8%
Asia Pacific 14,385 29.2% 11,306 24.9% 3,079 27.2%
Corporate (**) (12,099) -3.1% (9,012) -3.0% (3,087) -34.2%
Total 76,045 19.4% 40,616 13.4% 35,429 87.2%
Third quarter
2019
w/o
EBITDA Margin Third quarter
2018
EBITDA Margin Change Change %
(€ thousands)
EMEA
IFRS 16 (*)
39,226
14.5% 26,890 13.5% 12,336 45.9%
Americas 14,534 20.3% 11,432 19.5% 3,102 27.1%
Asia Pacific 11,786 24.0% 11,306 24.9% 480 4.2%

(*) For the sake of comparison, 2019 unaudited figures are shown without the application of IFRS 16.

(**) Centralized costs are shown as a percentage of the Group's total sales.

Total 53,447 13.6% 40,616 13.4% 12,831 31.6%

Europe, Middle-East and Africa

Gross operating profit (EBITDA), determined based on the new IFRS 16, amounted to €187,046 thousand (with an EBITDA margin of 21.3%) in the first nine months of 2019.

If IFRS 16 had not been applied, EBITDA would have amounted to €129,852 thousand, an increase against the comparison period of €20,976 thousand (+19.3%), including the €445 thousand in foreign exchange gains. The EBITDA margin would have reached 14.8%, a decrease of 1.7 p.p. against the comparison period.

The result posted in the period was impacted by the €18,525 thousand in non-recurring costs relating to the integration of GAES.

Net of this item and excluding IFRS 16 application, EBITDA would have been €39,501 thousand higher (+36.3%) with an EBITDA margin of 16.9% (+0.4 p.p. against the comparison period).

The contribution of EMEA to the Group's profitability continues to be very significant, the region's result highlights the strong and continuous improvement made in the EBITDA margin despite the dilutive effect of the GAES consolidation.

In the third quarter alone, gross operating profit (EBITDA), determined based on the new IFRS 16, amounted to €45,555 thousand (with an EBITDA margin of 16.8%).

Excluding the impact of IFRS 16 application, EBITDA would have amounted to €26,481 thousand, a decrease against the comparison period of €409 thousand (-1.5%), including the positive foreign exchange differences of €185 thousand. The EBITDA margin would have reached 9.8%, a decrease of 3.7 p.p. against the comparison period.

The result posted in the period reflects non-recurring costs of €12,745 thousand relating to the integration of GAES.

Net of this item and excluding IFRS 16 application, EBITDA would have been €12,336 thousand higher (+45.9%) with an EBITDA margin of 14.5% (+1.0 p.p. against the comparison period).

Americas

Gross operating profit (EBITDA), determined based on the new IFRS 16, amounted to €44,753 thousand (with an EBITDA margin of 22.0%) in the first nine months of 2019.

If IFRS 16 had not been applied, EBITDA would have amounted to €41,534 thousand, an increase against the comparison period of €9,257 thousand (+28.7%), thanks also to positive foreign exchange differences of €2,326 thousand. The EBITDA margin would have reached 20.4%, an increase of 1.2 p.p. against the comparison period.

The result was impacted marginally (€25 thousand) by the non-recurring costs incurred relating to the integration of GAES.

The result for this area reflects strong operating efficiency which made it possible to absorb the dilutive effect of the consolidation of GAES's Latin American companies.

In the third quarter alone, gross operating profit (EBITDA), determined based on the new IFRS 16, amounted to €15,637 thousand (with an EBITDA margin of 21.9%).

Excluding the impact of IFRS 16 application, EBITDA would have amounted to €14,534 thousand, an increase against the comparison period of €3,102 thousand (+27.1%) including the positive foreign exchange differences of €611 thousand. The EBITDA margin would have reached 20.3%, an increase of 0.8 p.p. with respect to the comparison period.

Asia Pacific

Gross operating profit (EBITDA), determined based on the new IFRS 16, amounted to €41,654 thousand (with an EBITDA margin of 29.7%) in the first nine months of 2019.

If IFRS 16 had not been applied, EBITDA would have amounted to €33,922 thousand, a decrease against the comparison period of €1,021 thousand (-2.9%) attributable also to negative foreign exchange differences of €507 thousand. The EBITDA margin would have reached 24.2%, a decrease of 2.4 p.p. against the comparison period.

The result reflects the greater difficulty encountered in the absorption of fixed costs in Australia and New Zealand due to a softer market and consolidation of the Chinese joint venture.

In the third quarter alone, gross operating profit (EBITDA), determined based on the new IFRS 16, amounted to €14,385 thousand (with an EBITDA margin of 29.2%).

If IFRS 16 had not been applied, EBITDA would have amounted to €11,786 thousand, an increase against the comparison period of €480 thousand (+4.2%) despite the negative foreign exchange differences of €135 thousand. The EBITDA margin would have reached 24.0%, a decrease of 0.9 p.p. against the comparison period.

Corporate

The net cost of centralized Corporate functions (corporate bodies, general management, business development, procurement, treasury, legal affairs, human resources, IT systems, global marketing and internal audit) which do not qualify as operating segments under IFRS 8 amounted to €29,215 thousand in the first nine months of 2019 (2.4% of the revenues generated by the Group's sales and services), a decrease of €2,320 thousand with respect to the same period of the prior year.

The result posted in the comparison period was impacted by the €6,004 thousand in nonrecurring costs relating to the GAES acquisition. Net of this item the centralized corporate costs would have been €3,684 thousand higher, reaching 2.4% of the revenues generated by the Group's sales versus 2.7% in the comparison period.

In the third quarter alone, centralized corporate costs amounted to €12,099 thousand (3.1% of the revenues generated by Group's sales and services), a decrease of €2,917 thousand with respect to the comparison period.

The result posted in the comparison period reflects the non-recurring costs referred to above which amounted to €6,004 thousand. Net of this item the centralized corporate costs were €3,087 thousand higher or 3.1% of the revenues generated by the Group's sales versus 3.0% in the comparison period.

Operating profit (EBIT)

(€ thousands) First nine months 2019 First nine months 2018
Recurring Non
recurring
Total Non
recurring
Recurring Total
Operating profit (loss) (EBIT) 124,709 (18,736) 105,973 98,810 (6,004) 92,806
(€ thousands) First nine months 2019 w/o IFRS 16 (*) First nine months 2018
Recurring Non
recurring
Total Non
recurring
Recurring Total
Operating profit (loss) (EBIT) 121,144 (18,748) 102,396 98,810 (6,004) 92,806
(€ thousands) Third quarter 2019 Third quarter 2018
Recurring Non
recurring
Total Non
recurring
Recurring Total
Operating profit (loss) (EBIT) 29,337 (12,866) 16,471 22,753 (6,004) 16,749
(€ thousands) Third quarter 2019 w/o IFRS 16 (*) Third quarter 2018
Recurring Non
recurring
Total Non
recurring
Recurring Total
Operating profit (loss) (EBIT) 28,366 (12,878) 15,488 22,753 (6,004) 16,749

(*) For the sake of comparison, 2019 unaudited figures are shown without the application of IFRS 16.

Operating profit (EBIT), determined based on the new IFRS 16, came to €105,973 thousand (with an EBIT margin of 8.7%) in the first nine months of 2019.

If IFRS 16 had not been applied, EBIT would have reached €102,396 thousand, an increase against the comparison period of €9,590 thousand (+10.3%), linked also to the positive foreign exchange differences of €2,091 thousand. The EBIT margin would have come to 8.4%, a decrease of 1.2 p.p. against the comparison period.

The result posted in the period was impacted by €18,748 thousand in non-recurring costs relating to the integration of GAES, different than those described in the section on EBITDA, tied to the write-down of a few non-current assets. The comparison period was also impacted by the same non-recurring costs of €6,004 thousand described in the section on EBITDA.

Net of these items and excluding IFRS 16 application, EBIT would have been €22,334 thousand higher (+22.6%) with an EBIT margin of 9.9% (-0.4 p.p. against the comparison period).

With respect to the gross operating profit (EBITDA), EBIT was also influenced by higher depreciation and amortization as a result of the opening of new stores, investments in IT systems and, above all, the temporary allocation of the price paid for the GAES Group's tangible and intangible assets of €10,501 thousand.

In the third quarter alone operating profit (EBIT), determined based on the new IFRS 16, amounted to €16,471 thousand (with an EBIT margin of 4.2%).

Excluding the impact of IFRS 16 application, EBIT would have reached €15,488 thousand, a decrease against the comparison period of €1,261 thousand (-7.5%) despite the positive foreign exchange differences of €604 thousand. The EBIT margin would have come to 3.9%, a decrease of 1.6 p.p. with respect to the comparison period.

The result posted in the period was impacted by €12,878 thousand in non-recurring costs relating to the integration of GAES, different than those described in the section on EBITDA, tied to the write-down of a few non-current assets. The comparison period was also impacted by the same non-recurring costs of €6,004 thousand described in the section on EBITDA.

Net of these items and excluding IFRS 16 application, EBIT would have been €5,613 thousand higher (+24.7%) with an EBITDA margin of 7.2% (-0.3 p.p. against the comparison period).

The impact of the increased amortization and depreciation stemming from the temporary allocation to tangible and intangible assets of part of the price paid for the GAES Group acquisition came to €3,497 thousand.

(€ thousands) First nine
months 2019
EBIT Margin First nine
months 2018
EBIT Margin Change Change %
EMEA 80,999 9.2% 75,031 11.3% 5,968 8.0%
Americas 37,038 18.2% 28,433 16.9% 8,605 30.3%
Asia Pacific 23,792 17.0% 24,852 18.9% (1,060) -4.3%
Corporate (**) (35,856) -2.9% (35,510) -3.7% (346) -1.0%
Total 105,973 8.7% 92,806 9.6% 13,167 14.2%
(€ thousands) First nine
months 2019
w/o
IFRS 16 (*)
EBIT Margin First nine
months 2018
EBIT Margin Change Change %

The following table shows a breakdown of EBIT by segment.

First nine
months 2019
w/o
EBIT Margin First nine
months 2018
EBIT Margin Change Change %
(€ thousands) IFRS 16 (*)
EMEA 78,381 8.9% 75,031 11.3% 3,350 4.5%
Americas 36,614 18.0% 28,433 16.9% 8,181 28.8%
Asia Pacific 23,257 16.6% 24,852 18.9% (1,595) -6.4%
Corporate (**) (35,856) -2.9% (35,510) -3.7% (346) -1.0%
Total 102,396 8.4% 92,806 9.6% 9,590 10.3%

Interim Financial Report as at 30 September 2019 > Interim Management Report

(€ thousands) Third quarter
2019
EBIT Margin Third quarter
2018
EBIT Margin Change Change %
EMEA 9,830 3.6% 15,295 7.7% (5,465) -35.7%
Americas 13,027 18.2% 10,116 17.2% 2,911 28.8%
Asia Pacific 8,127 16.5% 7,779 17.1% 348 4.5%
Corporate (**) (14,513) -3.7% (16,441) -5.4% 1,928 11.7%
Total 16,471 4.2% 16,749 5.5% (278) -1.7%
(€ thousands) Third quarter
2019
w/o
IFRS 16 (*)
EBIT Margin Third quarter
2018
EBIT Margin Change Change %
EMEA 9,165 3.4% 15,295 7.7% (6,130) -40.1%
Americas 12,827 17.9% 10,116 17.2% 2,711 26.8%
Asia Pacific 8,010 16.3% 7,779 17.1% 231 3.0%
Corporate (**) (14,514) -3.7% (16,441) -5.4% 1,927 11.7%
Total 15,488 3.9% 16,749 5.5% (1,261) -7.5%

The following table shows the breakdown of EBIT by segment with reference to the recurring transactions:

(€ thousands) First nine
months 2019
EBIT Margin First nine
months 2018
EBIT Margin Change Change %
EMEA 99,711 11.4% 75,031 11.3% 24,680 32.9%
Americas 37,062 18.2% 28,433 16.9% 8,629 30.4%
Asia Pacific 23,792 17.0% 24,852 18.9% (1,060) -4.3%
Corporate (**) (35,856) -2.9% (29,506) -3.1% (6,350) -21.5%
Total 124,709 10.2% 98,810 10.3% 25,899 26.2%
(€ thousands) First nine
months 2019
w/o
IFRS 16 (*)
EBIT Margin First nine
months 2018
EBIT Margin Change Change %
EMEA 97,104 11.1% 75,031 11.3% 22,073 29.4%
Americas 36,639 18.0% 28,433 16.9% 8,206 28.9%
Asia Pacific 23,257 16.6% 24,852 18.9% (1,595) -6.4%
Corporate (**) (35,856) -2.9% (29,506) -3.1% (6,350) -21.5%
Total 121,144 9.9% 98,810 10.3% 22,334 22.6%
(€ thousands) Third quarter
2019
EBIT Margin Third quarter
2018
EBIT Margin Change Change %
EMEA 22,696 8.4% 15,295 7.7% 7,401 48.4%
Americas 13,027 18.2% 10,116 17.2% 2,911 28.8%
Asia Pacific 8,127 16.5% 7,779 17.1% 348 4.5%
Corporate (**) (14,513) -3.7% (10,437) -3.4% (4,076) -39.1%
Total 29,337 7.5% 22,753 7.5% 6,584 28.9%
(€ thousands) Third quarter
2019
w/o
IFRS 16 (*)
EBIT Margin Third quarter
2018
EBIT Margin Change Change %
EMEA 22,043 8.1% 15,295 7.7% 6,748 44.1%
Americas 12,827 17.9% 10,116 17.2% 2,711 26.8%
Asia Pacific 8,010 16.3% 7,779 17.1% 231 3.0%
Corporate (**) (14,514) -3.7% (10,437) -3.4% (4,077) -39.1%
Total 28,366 7.2% 22,753 7.5% 5,613 24.7%

(*) For the sake of comparison, 2019 unaudited figures are shown without the application of IFRS 16.

(**) Centralized costs are shown as a percentage of the Group's total sales.

Europe, Middle-East and Africa

Operating profit (EBIT), determined based on the new IFRS 16, came to €80,999 thousand (with an EBIT margin of 9.2%) in the first nine months of 2019.

If IFRS 16 had not been applied, EBIT would have reached €78,381 thousand, an increase against the comparison period of €3,350 thousand (+4.5%), including the positive foreign exchange differences of €386 thousand. The EBIT margin would have come to 8.9% (-2.4 p.p. against the comparison period).

The result posted in the comparison period was impacted by €18,723 thousand in non-recurring costs relating to the integration of GAES, different than those described in the section on EBITDA, tied to the write-down of a few non-current assets.

Net of this item and excluding IFRS 16 application, EBIT would have been €22,073 thousand higher (+29.4%) with an EBIT margin of 11.1% (-0.2 p.p. against the comparison period).

The impact of the increased amortization and depreciation stemming from the temporary allocation to tangible and intangible assets of part of the price paid for the GAES Group acquisition came to €10,245 thousand.

In the third quarter alone operating profit (EBIT), determined based on the new IFRS 16, amounted to €9,830 thousand (with an EBIT margin of 3.6%).

Excluding the impact of IFRS 16 application, EBIT would have reached €9,165 thousand, a decrease against the comparison period of €6,130 thousand (-40.1%) including the positive foreign exchange differences of €161 thousand. The EBIT margin would have come to 3.4%, a decrease of 4.3 p.p. with respect to the comparison period.

The result posted in the period was impacted by €12,878 thousand in non-recurring costs relating to the integration of GAES, different than those described in the section on EBITDA, tied to the write-down of a few non-current assets.

Net of these items and excluding IFRS 16 application, EBIT would have been €6,748 thousand higher (+44.1%) with an EBIT margin of 8.1% (+0.4 p.p. against the comparison period).

The impact of the increased amortization and depreciation stemming from the temporary allocation to tangible and intangible assets of part of the price paid for the GAES Group acquisition came to €3,415 thousand.

Americas

Operating profit (EBIT), determined based on the new IFRS 16, came to €37,038 thousand (with an EBIT margin of 18.2%) in the first nine months of 2019.

If IFRS 16 had not been applied, EBIT would have reached €36,614 thousand, an increase against the comparison period of €8,181 thousand (+28.8%) attributable also to the positive foreign exchange differences of €2,113 thousand. The EBIT margin would have come to 18.0% (+1.1 p.p. against the comparison period).

The result posted in the period was impacted marginally (€25 thousand) by the non-recurring costs described above in the section on EBITDA and the impact of the increased amortization and depreciation stemming from the temporary allocation to tangible and intangible assets of part of the price paid for the GAES Group acquisition which came to €256 thousand.

In the third quarter alone operating profit (EBIT), determined based on the new IFRS 16, amounted to €13,027 thousand (with an EBIT margin of 18,2%).

If IFRS 16 had not been applied, EBIT would have reached €12,827 thousand, an increase against the comparison period of €2,711 thousand (+26.8%), including the positive foreign exchange differences of €554 thousand. The EBIT margin would have come to 17.9% (+0.7 p.p. against the comparison period).

The impact of the increased amortization and depreciation stemming from the temporary allocation to tangible and intangible assets of part of the price paid for the GAES Group acquisition came to €82 thousand.

Asia Pacific

Operating profit (EBIT), determined based on the new IFRS 16, came to €23,792 thousand (with an EBIT margin of 17.0%) in the first nine months of 2019.

If IFRS 16 had not been applied, EBIT would have come to €23,257 thousand, a decrease against the comparison period of €1,595 thousand (-6.4%), including the negative foreign exchange differences of €409 thousand. The EBIT margin would have come to 16.6%, a decrease of 2.3 p.p. against the comparison period. This change is basically in line with the change in EBITDA described above.

In the third quarter alone operating profit (EBIT), determined based on the new IFRS 16, amounted to €8,127 thousand (with an EBIT margin of 16.5%).

If IFRS 16 had not been applied, EBIT would have come to €8,010 thousand, an increase against the comparison period of €231 thousand (+3.0%), including the negative foreign exchange differences of €110 thousand. The EBIT margin would have come to 16.3%, down 0.8 p.p. due largely to the decrease in EBITDA described above.

Corporate

The net costs of centralized Corporate functions at the EBIT level amounted to €35,856 thousand in the first nine months of 2019 (2.9% of the revenues generated by the Group's sales and services), an increase of €346 thousand with respect to the comparison period. The comparison period was impacted by the same €6,004 thousand non-recurring costs described in the section on EBITDA. Excluding this item, the net costs of centralized corporate functions would have been €6,350 thousand higher or 2.9% of Group revenues versus 3.1% in the comparison period.

These net costs amounted to €14,513 thousand (3.7% of the revenues generated by the Group's sales and services) in the third quarter alone, a decrease of €1,927 thousand with respect to the comparison period. Net of the same non-recurring item described above, the corporate costs would have been €4,077 thousand higher or 3.7% of the Group revenues versus 3.4% in the comparison period.

(€ thousands) First nine months 2019 First nine months 2018
Recurring Non
recurring
Total Recurring Non
recurring
Total
Profit (loss) before tax 104,993 (18,736) 86,257 86,763 (6,071) 80,692
(€ thousands) First nine months w/o IFRS 16 (*) First nine months 2018
Recurring Non
recurring
Total Recurring Non
recurring
Total
Profit (loss) before tax 109,911 (18,748) 91,163 86,763 (6,071) 80,692
(€ thousands) Third quarter 2019 Third quarter 2018
Recurring Non
recurring
Total Recurring Non
recurring
Total
Profit (loss) before tax 22,436 (12,866) 9,570 20,503 (6,071) 14,432
(€ thousands) Third quarter 2019 w/o IFRS 16 (*) Third quarter 2018
Recurring Non
recurring
Total Recurring Non
recurring
Total

Profit before tax

(*) For the sake of comparison, 2019 unaudited figures are shown without the application of IFRS 16.

Profit before tax, determined in accordance with the new IFRS 16 based on which the interest paid on leased goods must be recognized, amounted to €86,257 thousand in the first nine months of 2019 (with a gross profit margin of 7.0%). Based on the accounting standards applied in the prior year, profit before tax would have come to €91,163 thousand (with a gross profit

margin of 7.4%), an increase of €10,471 thousand (+13.0%) compared to the profit before tax posted in the comparison period. This increase is higher than the increase in EBIT described above due to a decrease in financial expenses beginning in the third quarter of 2018 following the repayment of the Eurobond on 16 July 2018 financed using new long-term credit lines granted at rates which are significantly better than those of the Eurobond, as was the debt used to finance the GAES Group acquisition on 18 December.

The period under examination was impacted by non-recurring costs of €18,748 thousand relating to the acquisition of the GAES Group in December 2018 and its integration, as described in the sections on EBITDA and EBIT. The comparison period was also impacted by non-recurring costs relating to GAES of €6,071 thousand.

Net of these one-offs and based on the same accounting standards, the increase in profit before tax reaches €23,148 thousand (+26.7%) in the first nine months of 2019.

In the third quarter alone, profit before tax, determined based on the new accounting standards amounted to €9,570 thousand (with a gross profit margin of 2.4%).

Financial expenses were slightly higher compared to the comparison period due to the interest payable on the loan granted in December 2018 for the GAES acquisition, while in the comparison period the Eurobond had been repaid early July.

Based on the accounting standards applied in the prior year, profit before tax would have come to €11,393 thousand (with a gross profit margin of 2.9%), an increase of €3,768 thousand (+18.4%), compared to the Group's recurring profit before tax posted in the comparison period.

(€ thousands) First nine months 2019 First nine months 2018
Recurring Non
recurring
Total Non
recurring
Recurring Total
Group net profit (loss) 75,682 (14,019) 61,663 62,015 (4,377) 57,638
(€ thousands) First nine months w/o IFRS 16 (*) First nine months 2018
Recurring Non
recurring
Total Non
recurring
Recurring Total
Group net profit (loss) 79,559 (14,029) 65,530 62,015 (4,377) 57,638
(€ thousands) Third quarter 2019 Third quarter 2018
Recurring Non
recurring
Total Non
recurring
Recurring Total
Group net profit (loss) 16,320 (9,148) 7,172 14,976 (4,377) 10,599
(€ thousands) Third quarter 2019 w/o IFRS 16 (*) Third quarter 2018
Recurring Non
recurring
Total Non
recurring
Recurring Total
Group net profit (loss) 17,668 (9,158) 8,510 14,976 (4,377) 10,599

Net profit attributable to the Group

(*) For the sake of comparison, 2019 unaudited figures are shown without the application of IFRS 16.

The Group's net profit, determined based on the new accounting standards in effect as of January 1st, came to €61,663 thousand (with a profit margin of 5.0%) in the first nine months of 2019. Based on the accounting standards applied in the prior year, the Group's net profit would have amounted to €65,530 thousand (with a profit margin of 5.4%), an increase of €7,892 thousand. Recurring net profit would have shown an increase of €17,544 thousand (+28.3%) against the Group's recurring net profit in the comparison period.

The tax rate came to 28.5% compared to 28.7% at 30 September 2018. Net of the losses recorded by subsidiaries for which, in accordance with the principle of prudence, deferred tax assets are not recognized, the tax rate would have been 23.6% (24.6% in the same period of the prior year).

In the third quarter alone, the Group's net profit, determined based on the new accounting standards, came to €7,172 thousand (with a profit margin of 1.8%). Based on the accounting standards applied in the prior year, the Group's net profit would have amounted to €8,510 thousand (with a profit margin of 2.2%), an increase of €2,692 thousand (+18.0%) against the recurring net profit recorded by the Group in the comparison period.

BALANCE SHEET REVIEW

Consolidated balance sheet by geographical area (*)

(€ thousands) 30/09/2019
EMEA Americas Asia Pacific Eliminations Total
Goodwill 834,339 124,230 247,226 - 1,205,795
Non-competition agreements,
trademarks, customer lists and lease
rights
227,304 10,203 36,703 - 274,210
Software, licenses, other intangible fixed
assets, fixed assets in progress and
advances
61,802 16,484 9,573 - 87,859
Tangible assets 156,283 13,507 25,679 - 195,469
Right-of-use assets 376,636 17,715 35,409 - 429,760
Financial fixed assets 4,418 38,985 - - 43,403
Other non-current financial assets 29,281 657 919 - 30,857
Non-current assets 1,690,063 221,781 355,509 - 2,267,353
Inventories 63,492 4,710 3,754 - 71,956
Trade receivables 127,909 40,390 21,282 (8,012) 181,569
Other receivables 71,805 10,278 6,166 (7) 88,242
Current assets (A) 263,206 55,378 31,202 (8,019) 341,767
Operating assets 1,953,269 277,159 386,711 (8,019) 2,609,120
Trade payables (116,697) (42,256) (16,617) 8,012 (167,558)
Other payables (218,073) (16,762) (18,751) 7 (253,579)
Provisions for risks and charges (current
portion)
(16,073) (1,028) - - (17,101)
Current liabilities (B) (350,843) (60,046) (35,368) 8,019 (438,238)
Net working capital (A) - (B) (87,637) (4,668) (4,166) - (96,471)
Derivative instruments (12,394) - - - (12,394)
Deferred tax assets 74,886 3,076 4,568 - 82,530
Deferred tax liabilities (70,790) (18,725) (10,696) - (100,211)
Provisions for risks and charges (non
current portion)
(20,549) (30,090) (527) - (51,166)
Liabilities for employees' benefits (non
current portion)
(21,491) (129) (2,006) - (23,626)
Loan fees 1,853 - - - 1,853
Other non-current payables (127,292) (11,257) (2,343) - (140,892)
NET INVESTED CAPITAL 1,426,649 159,988 340,339 - 1,926,976
Group net equity 635,486
Minority interests 1,251
Total net equity 636,737
Net medium and long-term financial
indebtedness
803,687
Net short-term financial indebtedness 53,064
Total net financial indebtedness 856,751
Lease liabilities 433,488
Total lease liabilities & net financial
indebtedness
1,290,239
NET EQUITY, LEASE LIABILITIES AND NET
FINANCIAL INDEBTEDNESS
1,926,976

(*) The balance sheet items are analyzed by the Chief Executive Officer and the Top Management by geographical area without separation of the Corporate structures that are natively included in EMEA.

(€ thousands) 31/12/2018 (**)
EMEA Americas Asia Pacific Eliminations Total
Goodwill 793,469 122,184 245,945 - 1,161,598
Non-competition agreements,
trademarks, customer lists and lease
rights
228,048 10,331 41,027 - 279,406
Software, licenses, other intangible fixed
assets, fixed assets in progress and 56,303 14,654 9,039 - 79,996
advances
Tangible assets 155,346 9,807 23,815 - 188,968
Financial fixed assets 4,170 37,376 - - 41,546
Other non-current financial assets 25,606 298 848 - 26,752
Non-current assets 1,262,942 194,650 320,674 - 1,778,266
Inventories 53,286 5,084 3,343 - 61,713
Trade receivables 124,424 33,247 13,412 (1,629) 169,454
Other receivables 64,007 9,211 4,081 (7) 77,292
Current assets (A) 241,717 47,542 20,836 (1,636) 308,459
Operating assets 1,504,659 242,192 341,510 (1,636) 2,086,725
Trade payables (123,002) (39,716) (12,011) 1,629 (173,100)
Other payables (212,445) (14,401) (18,147) 7 (244,986)
Provisions for risks and charges (current
portion)
(3,813) (1,103) - - (4,916)
Current liabilities (B) (339,260) (55,220) (30,158) 1,636 (423,002)
Net working capital (A) - (B) (97,543) (7,678) (9,322) - (114,543)
Derivative instruments (10,876) - - - (10,876)
Deferred tax assets 69,295 1,624 4,285 - 75,204
Deferred tax liabilities (69,677) (17,337) (11,918) - (98,932)
Provisions for risks and charges (non
current portion)
(21,862) (27,240) (517) - (49,619)
Liabilities for employees' benefits (non
current portion)
(18,368) (177) (1,745) - (20,290)
Loan fees 3,795 - - - 3,795
Other non-current payables (116,749) (6,872) (2,581) - (126,202)
NET INVESTED CAPITAL 1,000,957 136,970 298,876 - 1,436,803
Group net equity 594,919
Minority interests 1,028
Total net equity 595,947
Net medium and long-term financial
indebtedness
877,688
Net short-term financial indebtedness (36,832)
Total net financial indebtedness 840,856
NET EQUITY AND NET FINANCIAL
INDEBTEDNESS
1,436,803

(**) 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price.

Non-current assets

Non-current assets amounted to €2,267,353 thousand at 30 September 2019, an increase of €489,087 thousand against the €1,778,266 thousand recorded at 31 December 2018, which includes the temporary purchase price allocated to the non-current assets and liabilities relating to the GAES Group acquisition. IFRS 16 was applied using the modified retrospective approach which does not call for the restatement of 2018 figures.

The changes in the period are explained (i) for €442,063 thousand by the recognition of right-of use assets following application of IFRS 16 as of 1 January 2019; (ii) for €60,634 thousand by capital expenditure; (iii) for €52,369 thousand by right-of-use assets; (iv) for €65,224 thousand by acquisitions; (v) for €138,265 thousand by depreciation, amortization and impairment which includes the amortization of the above right-of-use assets; (v) for €7,062 thousand by other net increases relating primarily to foreign exchange gains.

(€ thousands) 30/09/2019 31/12/2018
(*)
Change
Goodwill 834,339 793,469 40,870
Non-competition agreements, trademarks, customer lists and lease
rights
228,048 (744)
Software, licenses, other intangible fixed assets, fixed assets in
progress and advances
61,802 56,303 5,499
EMEA Tangible assets 156,283 155,346 937
Right-of-use assets 376,636 - 376,636
Financial fixed assets 4,418 4,170 248
Other non-current financial assets 29,281 25,606 3,675
Non-current assets 1,690,063 1,262,942 427,121
Goodwill 124,230 122,184 2,046
Non-competition agreements, trademarks, customer lists and lease
rights
10,203 10,331 (128)
Software, licenses, other intangible fixed assets, fixed assets in
progress and advances
16,484 14,654 1,830
Americas Tangible assets 13,507 9,807 3,700
Right-of-use assets 17,715 - -
Financial fixed assets 38,985 37,376 1,609
Other non-current financial assets 657 298 359
Non-current assets 221,781 194,650 27,131
Goodwill 247,226 245,945 1,281
Non-competition agreements, trademarks, customer lists and lease
rights
36,703 41,027 (4,324)
Software, licenses, other intangible fixed assets, fixed assets in
progress and advances
9,573 9,039 534
Asia Pacific Tangible assets 25,679 23,815 1,864
Right-of-use assets 35,409 - 35,409
Financial fixed assets - - 0
Other non-current financial assets 919 848 71
Non-current assets 355,509 320,674 34,835

The following table shows the breakdown of non-current assets by geographical segment:

(*) 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price.

Europe, Middle-East and Africa

Non-current assets amounted to €1,690,063 thousand at 30 September 2019, an increase of €427,121 thousand against the €1,262,942 thousand recorded at 31 December 2018 which includes the temporary purchase price allocated to the non-current assets and liabilities acquired from the GAES Group.

The increase is explained:

  • for €392,104 thousand, by the recognition of right-of-use assets following application of IFRS 16 beginning 1 January 2019;
  • for €63,493 thousand, by acquisitions;
  • for €25,866 thousand, by investments in plant, property and equipment, relating primarily to the opening of new and renewal of existing stores;
  • for €16,310 thousand, by investments in intangible assets, relating primarily to further improvements of the CRM systems, digital marketing and a new business transformation system for back office functions (Human Resources, Procurement, Administration and Finance);
  • for €38,733 thousand, by right-of-use assets;
  • for €112,690 thousand, by amortization, depreciation and impairment which includes the amortization and depreciation of the right-of-use assets referred to above;
  • for €3,305 thousand, by other net increases.

Americas

Non-current assets amounted to €221,781 thousand at 30 September 2019, an increase of €27,131 thousand against the €194,650 thousand recorded at 31 December 2018 which includes the temporary purchase price allocated to the non-current assets and liabilities acquired from the GAES Group.

The increase is explained:

  • for €11,942 thousand, by the recognition of right-of-use assets following application of IFRS 16 beginning 1 January 2019;
  • for €5,389 thousand, by investments in plant, property and equipment;
  • for €3,776 thousand, by investments in intangible assets;
  • for €8,489 thousand, by right-of-use assets;
  • for €1,731 thousand, by acquisitions;
  • for €7,715 thousand, by amortization and depreciation which includes the amortization and depreciation of the right-of-use assets referred to above;
  • for €3,519 thousand, by other net increases relating primarily to foreign exchange gains.

Asia Pacific

Non-current assets amounted to €355,509 thousand at 30 September 2019, an increase of €34,835 thousand against the €320,674 thousand recorded at 31 December 2018. The increase is explained:

  • for €38,017 thousand, by the recognition of right-of-use assets following application of IFRS 16 beginning 1 January 2019;
  • for €6,262 thousand, by investments in plant, property and equipment;
  • for €3,031 thousand, by investments in intangible assets;
  • for €5,147 thousand, by right-of-use assets;
  • for €17,860 thousand, by amortization and depreciation which includes the amortization and depreciation of the right-of-use assets referred to above;
  • for €238 thousand, by other net increases relating primarily to foreign exchange gains.

Net invested capital

Net invested capital came to €1,926,976 thousand at 30 September 2019, an increase of €490,173 thousand against the €1,436,803 thousand recorded at 31 December 2018 which includes the temporary purchase price allocated to the non-current assets and liabilities acquired from the GAES Group. IFRS 16 was applied using the modified retrospective approach which does not call for the restatement of 2018 figures.

This increase is attributable to the change in non-current assets described above and the improvement in working capital which was partially offset by the increase in contract liabilities.

The following table shows the breakdown of net invested capital by geographical area.

(€ thousands) 30/09/2019 31/12/2018 (*) Change
EMEA 1,426,649 1,000,957 425,692
Americas 159,988 136,970 23,018
Asia Pacific 340,339 298,876 41,463
Total 1,926,976 1,436,803 490,173

(*) 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price.

Europe, Middle-East and Africa

Net invested capital came to €1,426,649 thousand at 30 September 2019, an increase of €425,692 thousand against the €1,000,957 thousand recorded at 31 December 2018 which includes the temporary purchase price allocated to the non-current assets and liabilities acquired from the GAES Group.

This increase is attributable to the change in non-current assets described above and the improvement in working capital which was partially offset by the increase in contract liabilities.

Factoring without recourse in the period involved trade receivables with a face value of €53,413 thousand (€50,274 thousand in the same period of the prior year) and tax credits (VAT and IRES) with a face value of €22,451 thousand (€19,025 thousand in the same period of the prior year).

Americas

Net invested capital came to €159,988 thousand at 30 September 2019, an increase of €23,018 thousand against the €136,970 thousand recorded at 31 December 2018.

The increase is attributable to the change in non-current assets described above and the rise in working capital which was partially offset by the increase in contract liabilities.

Asia Pacific

Net invested capital came to €340,399 thousand at 30 September 2019, an increase of €41,463 thousand against the €298,876 thousand recorded at 31 December 2018. The increase is attributable to the change in non-current assets described above and the rise in working capital.

(€ thousands) 30/09/2019 31/12/2018 (*) Change
Net medium and long-term financial indebtedness 803,687 877,688 (74,001)
Net short-term financial indebtedness 178,309 53,083 125,226
Cash and cash equivalents (125,245) (89,915) (35,330)
Net financial indebtedness 856,751 840,856 15,895
Group net equity 635,486 594,919 40,567
Minority interests 1,251 1,028 223
Net Equity 636,737 595,947 40,790
Financial indebtedness/Group net equity 1.35 (**) 1.41 (***)
Financial indebtedness/Net equity 1.35 (**) 1.41 (***)
Financial indebtedness/EBITDA 2.20 (**) 3.11 (***)

Net financial indebtedness

(*) The statement of financial position as at 31 December 2018 has been restated for the temporary allocation of the GAES acquisition price. (**) Indicators re-defined together with the banks and the financial investors after the adoption of IFRS 9, 15 and 16, determining the covenants

Financial indebtedness/Net equity at 1,65x (before 1,5x) and Financial indebtedness/EBITDA at 2,85x (before 3,5x). (***) Indicators calculated in compliance with the previous definitions included in the syndicated loan for the GAES acquisition, before the adoption of IFRS 9, 15 and 16.

Net financial indebtedness amounted to €856,751 thousand at 30 September 2019 reporting an increase of €15,895 thousand with respect to the amount at 31 December 2018.

The increase in debt is the direct consequence of the acquisitions made in the period (€53,008 thousand) and the payment of dividends to shareholders (€30,939 thousand).

Ordinary operations confirmed the excellent level of cash flow generation with free cash flow reaching a positive €68,627 thousand (versus €50,801 thousand in the first nine months of the prior year) after absorbing capital expenditure of €60,634 thousand (€43,562 thousand in the first nine months of 2018).

At 30 September 2019 the Group's total financial indebtedness amounted to €856,751 thousand net of cash and cash equivalents totaling €125,245 thousand.

Long-term debt amounts to €803,687 thousand, €14,691 thousand of which reflects the longterm portion of deferred payments for acquisitions. The decrease of €74,001 thousand is attributable mainly to the substitution of revolving long-term credit lines, totaling €40 million, with hot money at a better rate (included in short-term debt) and the reclassification of a portion of the syndicated loan used to finance the GAES acquisition as short-term debt, along with a portion of the private placement and other borrowings.

Short-term debt amounts to €178,309 thousand, an increase of €125,226 thousand attributable mainly to the decrease in long-term debt described above.

In addition to the hot money (€100,000 thousand), short-term debt includes the short-term portion of the syndicated loan (€33,125 thousand), the short-term portion of the private placement (€15,522 thousand), the short term portion of other long-term bank loans (€6,666

thousand), interest payable on bank loans and the private placement (€3,182 thousand) and the best estimate of the deferred payments for acquisitions (€13,339 thousand).

The chart below shows that the first significant maturity is in 2021 and that the cash and cash equivalents of €125.2 million, the unutilized portions of irrevocable credit lines which amount to €165 million, as well as the €53 million in other available credit lines, ensure the flexibility needed to take advantage of any opportunities to consolidate and develop business that might materialize.

Interest payable on financial indebtedness amounted to €11,020 thousand at 30 September 2019, versus €11,691 thousand at 30 September 2018.

The interest payable on leases accounted for in accordance with IFRS 16 amounted to €8,516 thousand.

Interest receivable on bank deposits came to €101 thousand at 30 September 2019, versus €367 thousand at 30 September 2018.

The reasons for the changes in net financial indebtedness are described in the next section on the statement of cash flows.

CASH FLOW

The reclassified statement of cash flows shows the change in net financial indebtedness from the beginning to the end of the period.

Pursuant to IAS 7 the consolidated financial statements include a statement of cash flows that shows the change in cash and cash equivalents from the beginning to the end of the period.

(€ thousands) First nine months
2019
First nine months
2018
OPERATING ACTIVITIES
Net profit (loss) attributable to the Group 61,663 57,638
Minority interests 30 (90)
Amortization, depreciation and write-downs:
- Intangible fixed assets 42,593 26,333
- Tangible fixed assets 30,736 25,422
- Right-of-use assets 64,936 -
Total amortization, depreciation and write-downs 138,265 51,755
Provisions, other non-monetary items and gain/losses from disposals 27,515 12,734
Group's share of the result of associated companies (217) (330)
Financial income and charges 19,933 12,444
Current and deferred income taxes 24,564 23,144
Change in assets and liabilities:
- Utilization of provisions (6,574) (6,386)
- (Increase) decrease in inventories (7,179) (8,259)
- Decrease (increase) in trade receivables (10,705) (1,471)
- Increase (decrease) in trade payables (9,832) (1,803)
- Changes in other receivables and other payables (3,247) (7,235)
Total change in assets and liabilities (37,537) (25,154)
Dividends received 127 159
Net interest charges (17,501) (11,846)
Taxes paid (29,833) (27,423)
Cash flow provided by (used in) operating activities before repayment of lease liabilities 187,009 93,031
Repayment of lease liabilities (59,647) -
Cash flow generated from (absorbed) by operating activities 127,362 93,031
INVESTING ACTIVITIES:
Purchase of intangible fixed assets (23,117) (11,802)
Purchase of tangible fixed assets (37,517) (31,760)
Consideration from sale of tangible fixed assets and businesses 1,899 1,332
Cash flow generated from (absorbed) by investing activities (58,735) (42,230)
Cash flow generated from operating and investing activities (Free cash flow) 68,627 50,801
Business combinations (*) (53,008) (72,688)
(Purchase) sale of other investments and securities 3 397
Net cash flow generated from acquisitions (53,005) (72,291)
Cash flow generated from (absorbed) by investing activities (111,740) (114,521)
(€ thousands) First nine months
2019
First nine months
2018
FINANCING ACTIVITIES:
Fees paid on medium/long-term financing - (146)
Other non-current assets (33) 1,220
Dividends (30,939) (24,079)
Treasury shares - (7,833)
Capital increases (reduction), third parties' contributions in subsidiaries and dividends paid to
third parties by the subsidiaries
(53) 26
Cash flow generated from (absorbed) by financing activities (31,025) (30,812)
Changes in net financial indebtedness (15,403) (52,302)
Net financial indebtedness at the beginning of the period (840,856) (296,265)
Effect of discontinued operations on net financial indebtedness - 22
Effect of exchange rate fluctuations on net financial indebtedness (492) (71)
Changes in net indebtedness (15,403) (52,302)
Net financial indebtedness at the end of the period (856,751) (348,616)

(*) The item refers to the net cash flows used in the acquisition of businesses and equity investments.

The change in net financial debt of €15,895 thousand is attributable to:

  • Investing activities:
  • capital expenditure on property, plant and equipment and intangible assets of €60,634 thousand relating primarily to the opening, renewal and repositioning of stores consistent with Amplifon's new brand image, CRM systems, digital marketing, as well as a new ERP system for back office functions (Human Resources, Procurement, Administration and Finance);
  • acquisitions amounting to €53,008 thousand, including the impact of the acquired companies' debt and the best estimate of the earn-out linked to sales and profitability targets payable over the next few years;
  • net proceeds from the disposal of assets of €1,902 thousand.
  • Operating activities:
  • interest payable on financial indebtedness and other net financial expenses of €17,501 thousand;
  • payment of taxes amounting to €29,833 thousand;
  • payment of principle on lease obligations of €59,647 thousand;
  • cash flow generated by operations of €174,696 thousand.
  • Financing activities:
  • payment of €30,939 thousand in dividends to shareholders;
  • increase in other non-current assets of €33 thousand;
  • net proceeds from capital increases following the exercise of stock options of €148 thousand;
  • payment of €201 thousand in dividends to minorities by subsidiaries.
  • Exchange losses of €492 thousand.

The non-recurring transactions described above had a negative impact on cash flow of €9,500 thousand in the first nine months of 2019, attributable to the costs incurred for the GAES acquisition made at the end of 2018 and its integration.

ACQUISITION OF COMPANIES AND BUSINESSES

The Group's external growth continued in the first nine months of 2019. 97 points of sale were acquired for a total investment of €53,008 thousand, including the debt consolidated and the best estimate of the earn-out linked to sales and profitability targets payable over the next few years.

More in detail, in the first nine months:

  • 52 points of sale were acquired in Germany;
  • 37 points of sale were acquired in France;
  • 2 points of sale and 2 customer lists were acquired in Switzerland;
  • 1 customer list was acquired in the United Kingdom;
  • 1 point of sale was acquired in Israel;
  • 1 point of sale was acquired in Andorra;
  • 1 point of sale that was previously part of the indirect channel and a customer list relating to one store was acquired in the United States;
  • - 3 points of sale were acquired in Canada.

OUTLOOK

Amplifon expects to continue recording a favorable, above market trend in revenues in the last quarter of 2019 thanks to the contribution of all the geographic areas in which it operates, driven by solid organic growth, the integration of GAES and the contribution of acquisitions, mainly in France and Germany. In 2019, the Company also expects the recurring EBITDA margin to be higher than in 2018, even after the consolidation of GAES. Lastly, Amplifon expects to proceed at a steady pace with the execution of its strategic plan for 2020 thanks, above all, to the progressive roll-out of the Amplifon Product Experience in other countries and the integration of GAES. The current results for GAES are exceeding expectations and the restructuring carried out is expected to generate significant synergies in the future.

Disclaimer

This report contains forward looking statements ("Outlook") relating to future events and the Amplifon Group's operating, economic and financial results. These forecasts, by definition, contain elements of risk and uncertainty, insofar as they are linked to the occurrence of future events and developments. The actual results may be very different with respect to the original forecast due to a number of factors, the majority of which are out of the Group's control.

CONDENSED INTERIM CONSOLIDATED FINANCIAL

STATEMENTS AS AT 30 SEPTEMBER 2019

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(€ thousands) 30/09/2019 31/12/2018
(*)
Change
ASSETS
Non-current assets
Goodwill Note 4 1,205,795 1,161,598 44,197
Intangible fixed assets with a finite useful life Note 5 362,069 359,402 2,667
Tangible fixed assets Note 6 195,469 188,968 6,501
Right-of-use assets Note 7 429,760 - 429,760
Investments valued at equity 2,224 2,025 199
Long-term hedging instruments 10,504 3,725 6,779
Deferred tax assets 82,530 75,204 7,326
Contract costs 6,874 5,594 1,280
Other assets 65,162 60,679 4,483
Total non-current assets 2,360,387 1,857,195 503,192
Current assets
Inventories 71,956 61,713 10,243
Trade receivables 181,570 169,454 12,116
Contract costs 3,706 3,853 (147)
Other receivables 84,476 73,380 11,096
Hedging instruments 2,633 - 2,633
Other financial assets 60 200
Cash and cash equivalents 89,915 35,330
Current assets 469,846 398,375 71,471
TOTAL ASSETS 2,830,233 2,255,570 574,663

(*) 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price. The Group has adopted IFRS 16 since 1 January 2019 applying the retrospective modified approach.

(€ thousands) 30/09/2019 31/12/2018
(*)
Change
LIABILITIES
Net Equity
Share capital Note 8 4,528 4,527 1
Share premium reserve 202,712 202,565 147
Treasury shares (30,834) (50,933) 20,099
Other reserves (26,531) (24,186) (2,345)
Retained earnings 423,948 362,503 61,445
Profit (loss) for the period 61,663 100,443 (38,780)
Group net equity 635,486 594,919 40,567
Minority interests 1,251 1,028 223
Total net equity 636,737 595,947 40,790
Non-current liabilities
Medium/long-term financial liabilities Note 10 803,576 872,669 (69,093)
Lease liabilities Note 11 355,138 - 355,138
Provisions for risks and charges 51,166 49,619 1,547
Liabilities for employees' benefits 23,626 20,290 3,336
Long-term hedging instruments 7,037 1,957 5,080
Deferred tax liabilities 100,211 98,932 1,279
Payables for business acquisitions 14,691 16,136 (1,445)
Contract liabilities 129,783 118,791 10,992
Other long-term debt 11,109 7,411 3,698
Total non-current liabilities 1,496,337 1,185,805 310,532
Current liabilities
Trade payables 167,558 173,100 (5,542)
Payables for business acquisitions 13,339 12,643 696
Contract liabilities 95,218 93,692 1,526
Other payables 157,875 150,818 7,057
Hedging instruments - 58 (58)
Provisions for risks and charges 17,101 4,916 12,185
Liabilities for employees' benefits 486 476 10
Short-term financial liabilities Note 10 167,232 38,115 129,117
Lease liabilities Note 11 78,350 - 78,350
Total current liabilities 697,159 473,818 223,341
TOTAL LIABILITIES 2,830,233 2,255,570 574,663

(*) 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price. The Group has adopted IFRS 16 since 1 January 2019 applying the retrospective modified approach.

CONSOLIDATED INCOME STATEMENT

(€ thousands) First nine months 2019 First nine months 2018 (*)
Recurring Non
recurring
Total Recurring Non
recurring
Total Change
Revenues from sales and services 1,224,741 - 1,224,741 962,771 - 962,771 261,970
Operating costs (963,216) (18,372) (981,588) (814,850) (262) (815,112) (166,476)
Other income and costs 1,085 - 1,085 2,644 (5,742) (3,098) 4,183
Gross operating profit (loss) (EBITDA) 262,610 (18,372) 244,238 150,565 (6,004) 144,561 99,677
Amortization, depreciation and
impairment
Amortization of intangible fixed assets Note 5 (42,110) - (42,110) (26,254) - (26,254) (15,856)
Depreciation of tangible fixed assets Note 6 (30,047) (166) (30,213) (25,202) - (25,202) (5,011)
Depreciation of right-of-use assets Note 7 (64,936) - (64,936) - - - (64,936)
Impairment and impairment reversals
of non-current assets
(808) (198) (1,006) (299) - (299) (707)
(137,901) (364) (138,265) (51,755) - (51,755) (86,510)
Operating profit (loss) (EBIT) 124,709 (18,736) 105,973 98,810 (6,004) 92,806 13,167
Financial income, charges and value
adjustments to financial assets
Group's share of the result of
associated companies valued at equity
217 - 217 330 - 330 (113)
Other income and charges,
impairment and revaluations of
financial assets
3 - 3 (77) - (77) 80
Interest income and expense (10,672) - (10,672) (11,226) (67) (11,293) 621
Other financial income and expense (9,027) - (9,027) (463) - (463) (8,564)
Exchange gains and losses 108 - 108 (542) - (542) 650
Gain (loss) on assets measured at fair
value
(345) - (345) (69) - (69) (276)
(19,716) - (19,716) (12,047) (67) (12,114) (7,602)
Profit (loss) before tax 104,993 (18,736) 86,257 86,763 (6,071) 80,692 5,565
Current and deferred income tax Note
13
(29,281) 4,717 (24,564) (24,838) 1,694 (23,144) (1,420)
Total net profit (loss) 75,712 (14,019) 61,693 61,925 (4,377) 57,548 4,145
Net profit (loss) attributable to
Minority interests
30 - 30 (90) - (90) 120
Net profit (loss) attributable to the
Group
75,682 (14,019) 61,663 62,015 (4,377) 57,638 4,025
Income (loss) and earnings per share (€ per share) Note 15 First nine months
2019
First nine months
2018
Earnings per share
-
Base
-
Diluted
0.27839
0.27309
0.26264
0.25733

(*) The Group has adopted IFRS 16 since 1 January 2019 applying the retrospective modified approach.

STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME

(€ thousands) 30/09/2019 30/09/2018
Net income (loss) for the period 61,693 57,548
Other comprehensive income (expense) that will not be reclassified subsequently to profit
or loss:
Remeasurement of defined benefit plans (1,730) 282
Tax effect on items of other comprehensive income (expense) that will not be reclassified
subsequently to profit or loss
312 (21)
Total other comprehensive income (expense) that will not be reclassified subsequently to
profit or loss after the tax effect (A)
(1,418) 261
Other comprehensive income (expense) that will be reclassified subsequently to profit or
loss
Gains/(losses) on cash flow hedging instruments (1,441) (2,989)
Gains/(losses) from the foreign currency basis spread on derivatives 170 -
Net exchange rate gains (losses) from translation of financial statements of foreign entities 3,180 (10,171)
Tax effect on items of other comprehensive income (expense) that will be reclassified
subsequently to profit or loss
305 717
Total other comprehensive income (expense) that will be reclassified subsequently to
profit or loss after the tax effect (B)
2,214 (12,443)
Total other comprehensive expense (A)+(B) 796 (12,182)
Comprehensive income (expense) for the period 62,489 45,366
Attributable to the Group 62,359 45,425
Attributable to Minority interests 130 (59)

STATEMENT OF CHANGES IN CONSOLIDATED EQUITY (*)

Share Share
premium
Legal Other Treasury
shares
Stock option
and stock
(€ thousands) capital reserve reserve reserves reserve grant reserve
Balance at 1 January 2018 as
reported
4,527 202,412 934 3,636 (60,217) 30,387
Variation for introduction of new
accounting standards
Balance at 1 January 2018
restated 4,527 202,412 934 3,636 (60,217) 30,387
Allocation of profit for 2017
Share capital increase 68
Treasury shares (7,833)
Dividend distribution
Notional cost of stock options and
stock grants
11,941
Other changes 31 17,947 (11,242)
Total comprehensive income
(expense) for the period
- Hedge accounting
- Actuarial gains (losses)
- Translation difference
- Profit for the first nine months of
2018
Balance at 30 September 2018 4,527 202,511 934 3,636 (50,103) 31,086
Share Treasury Stock option
Share premium Legal Other shares and stock
(€ thousands)
Balance at 1 January 2019
capital
4,527
reserve
202,565
reserve
934
reserves
3,636
reserve
(50,933)
grant reserve
34,569
Allocation of profit for 2018
Share capital increase 1 147
Treasury shares
Dividend distribution
Notional cost of stock options and
stock grants 11,106
Other changes 20,099 (14,147)
Total comprehensive income
(expense) for the period
- Hedge accounting
- Actuarial gains (losses)
- Translation difference
- Profit for the first nine months of
2019
Balance at 30 September 2019 4,528 202,712 934 3,636 (30,834) 31,528

(*) 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price.

Cash flow
hedge reserve
Actuarial
gains and
(losses)
Profit (loss)
carried
forward
Translation
difference
Profit (loss)
for the period
Total
Shareholders'
equity
Minority
interests
Total net
equity
(7,282) (5,324) 355,714 (36,684) 100,578 588,681 (263) 588,418
(52,587) (52,587) (52,587)
(7,282) (5,324) 303,127 (36,684) 100,578 536,094 (263) 535,831
100,578 (100,578) - -
68 68
(7,833) (7,833)
(24,079) (24,079) (24,079)
11,941 11,941
(7,633) (897) 530 (367)
(2,272) 261 (10,202) 57,638 45,425 (59) 45,366
(2,272) (2,272) (2,272)
261 261 261
(10,202) (10,202) 31 (10,171)
57,638 57,638 (90) 57,548
(9,554) (5,063) 371,993 (46,886) 57,638 560,719 208 560,927
Foreign
Cash flow Curr. Basis Actuarial Profit (loss) Total
hedge Spread gains and carried Translation Profit (loss) Shareholders' Minority Total net
reserve reserve (losses) forward difference for the period equity interests equity
(8,012) - (7,123) 362,503 (48,190) 100,443 594,919 1,028 595,947
100,443 (100,443) - -
148 148
- -
(30,939) (30,939) (30,939)
11,106 11,106
689 (689) (8,059) (2,107) 93 (2,014)
(1,095) 129 (1,418) 3,080 61,663 62,359 130 62,489
(1,095) 129 (966) (966)
(1,418) (1,418) (1,418)
3,080 3,080 100 3,180
61,663 61,663 30 61,693
(8,418) (560) (8,541) 423,948 (45,110) 61,663 635,486 1,251 636,737

CONSOLIDATED CASH FLOW STATEMENT

OPERATING ACTIVITIES
Net profit (loss)
61,693
Amortization, depreciation and write-downs:
- intangible fixed assets
42,593
- tangible fixed assets
30,736
- right-of-use assets
64,936
- goodwill
-
Provisions, other non-monetary items and gain/losses from disposals
27,515
Group's share of the result of associated companies
(217)
Financial income and charges
19,933
Current, deferred tax assets and liabilities
24,564
Cash flow from operating activities before change in working capital
271,753
Utilization of provisions
(6,574)
(Increase) decrease in inventories
(7,179)
Decrease (increase) in trade receivables
(10,705)
Increase (decrease) in trade payables
(9,832)
Changes in other receivables and other payables
(3,247)
Total change in assets and liabilities (delta working capital)
(37,537)
Dividends received
127
Interest received (paid)
(17,145)
Taxes paid
(29,833)
Cash flow generated from (absorbed by) operating activities (A)
187,365
INVESTING ACTIVITIES:
Purchase of intangible fixed assets
(23,117)
Purchase of tangible fixed assets
(37,517)
Consideration from sale of tangible fixed assets
1,899
Cash flow generated from (absorbed by) operating investing activities (B)
(58,735)
(42,230)
Purchase of subsidiaries and business units
(54,065)
Increase (decrease) in payables through business acquisition
924
(Purchase) sale of other investments and securities
3
Cash flow generated from (absorbed by) acquisition activities (C)
(53,138)
Cash flow generated from (absorbed by) investing activities (B+C)
(111,873)
FINANCING ACTIVITIES:
Increase (decrease) in financial payables
51,556
35,239
(Increase) decrease in financial receivables
(3,654)
Derivatives instruments and other non-current assets
-
Commissions paid for medium/long-term financing
-
(146)
Repayment of lease liabilities
(59,647)
Other non-current assets and liabilities
(33)
Treasury shares
-
(7,833)
Dividends distributed
(30,939)
(24,079)
Capital increases and minority shareholders' contributions and dividends paid to third
(53)
parties by subsidiaries
Cash flow generated from (absorbed by) financing activities (D)
(42,770)
Net increase in cash and cash equivalents (A+B+C+D)
32,722
First nine months First nine months
(€ thousands) 2019 2018
57,548
26,333
25,422
-
-
12,734
(330)
12,444
23,144
157,295
(6,386)
(8,259)
(1,471)
(1,803)
(7,235)
(25,154)
159
(18,241)
(27,423)
86,638
(11,802)
(31,760)
1,332
(74,633)
(1,302)
397
(75,538)
(117,768)
(92)
-
-
1,220
26
4,335
(26,795)
First nine months First nine months
(€ thousands) 2019 2018
Cash and cash equivalents at beginning of period 89,915 124,082
Effect of discontinued operations on cash & cash equivalents - (150)
Effect of exchange rate fluctuations on cash & cash equivalents 1,551 (200)
Liquid assets acquired 1,057 1,945
Flows of cash and cash equivalents 32,722 (26,795)
Cash and cash equivalents at end of period 125,245 98,882

Related-party transactions refer to rentals of the main office and certain stores, to recharges of maintenance costs and general services of the above-mentioned buildings and to commercial transactions, personnel expenses and loans. They are detailed in Note 16. The impact of these transactions on the Group's cash flows is not material.

SUPPLEMENTARY INFORMATION TO STATEMENT OF CONSOLIDATED CASH FLOWS

The fair value of the assets and liabilities acquired are summarized in the following table:

(€ thousands) First nine months
2019
First nine months
2018
- Goodwill 41,464 37,084
- Customer lists 18,581 19,715
- Trademarks and non-competition agreements - -
- Other intangible fixed assets 2,156 182
- Tangible fixed assets 1,385 2,203
- Right-of-use assets 1,478 -
- Financial fixed assets - 24,853
- Current assets 4,385 3,522
- Provisions for risks and charges (4) (2)
- Current liabilities (2,575) (6,887)
- Other non-current assets and liabilities (11,684) (6,598)
- Minority interests - (52)
Total investments 55,186 74,020
Net financial indebtedness acquired (1,121) 613
Total business combinations 54,065 74,633
(Increase) decrease in payables through business acquisition (924) 1,302
Purchase (sale) of other investments and securities (3) (397)
Cash flow absorbed by (generated from) acquisitions 53,138 75,538
(Cash and cash equivalents acquired) (1,057) (1,945)
Net cash flow absorbed by (generated from) acquisitions 52,081 73,593

NOTES

1. General Information

The Amplifon Group is a global leader in the distribution of hearing solutions and the fitting of customized products.

The parent, Amplifon S.p.A. is based in Milan, in Via Ripamonti 133. The Group is controlled directly by Ampliter S.r.l. which is owned through a majority stake (93,82% as at 30 September 2019) by Amplifin S.p.A. which is fully controlled by Susan Carol Holland.

The condensed interim consolidated financial statements at 30 September 2019 have been prepared in accordance with International Accounting Standards and the implementation regulations set out in Article 9 of legislative decree no. 38 of 28 February 2005. These standards include the IAS and IFRS issued by the International Accounting Standard Board, as well as the SIC and IFRIC interpretations issued by the International Financial Reporting Interpretations Committee, which were endorsed in accordance with the procedure set out in Article 6 of Regulation (EC) no. 1606 of 19 July 2002 by 30 September 2019. The International Accounting Standards endorsed after that date and before the preparation of these condensed interim consolidated financial statements are adopted in the preparation of the condensed interim consolidated financial statements only if early adoption is allowed by the Endorsing Regulation and the standard itself and if the Group has elected to do so.

The condensed interim consolidated financial statements at 30 September 2019 do not include all the additional information required by the annual financial statements, and must be read together with the annual consolidated financial statements of the Group at 31 December 2018.

The condensed interim consolidated financial statements at 30 September 2019 have been prepared in accordance with the new standard IFRS 16 "Leases" which resulted in changes to the accounting policies and related adjustments to amounts recognized in the financial statements. The modifications introduced are illustrated in the following section. No modifications were made to the other standards with respect to those used in preparing the consolidated financial statements at 31 December 2018.

The publication of the condensed interim consolidated financial statements of the Amplifon Group at 30 September 2019 was authorized by a resolution of the Board of Directors of 30 October 2019 which approved their publication.

Pursuant to the Consob Communication of 28 July 2006, it is specified that during the first nine months of 2019 the Group did not carry out atypical and/or unusual transactions, as defined by the Communication itself.

2. Changes in the accounting policies

IFRS 16 "Leases" replaced the accounting rules called for in IAS 17, as well as the interpretation of IFRIC 4 "Determining whether an Arrangement contains a Lease", SIC-15 "Operating Leases - Incentives" and SIC-27 "Evaluating the Substance of Transactions involving the Legal Form of a Lease" and was applied as of 1 January 2019.

Pursuant to the new standard, the lessee must recognize an asset, namely the right-of-use of the leased asset over the duration of the lease (the right-of-use asset) and a liability, namely the lease payments that must be made in the future (the lease liability) as of the lease's effective date.

The interest on lease liabilities and the depreciation of the right-of-use assets are accounted for separately in the income statement.

There are two exceptions to which the standard does not apply: low-value and short-term leases.

Scope of application:

The Amplifon Group contracts that fall within the scope of the standard include mainly the lease of stores, headquarters, warehouses, cars and other electronic machinery.

Transition method:

The Amplifon Group opted to transition using the modified retrospective approach.

More in detail, based on the modified retrospective approach for the leases classified previously as operating leases:

  • the lessee must assume the leasing liabilities like the present value of remaining payments over the remaining lease term discounted using the incremental borrowing rate at the initial application date;
  • the lessee must recognize a right-of-use asset at the date of initial application for leases classified previously as operating leases. As allowed under the standard, the Amplifon Group opted to value the right-of-use asset as a lease lability, adjusted by the amount of any prepaid or accrued lease payments recognized in the latest statement of financial position prior to initial adoption.

In accordance with the standard, the Group opted for the following practical expedients:

  • to exclude the initial direct costs stemming from the right-of-use measurement as at 1 January 2019;
  • not to apply the standard to low-value assets like computers, printers, electronic equipment (IFRS 16.5.b) and short-term contracts (IFRS 16.5.a). For these contracts, the introduction of IFRS 16 will not result in the recognition of the lease liability and the related right-of-use, but the lease paid will be recognized in the income statement on a straight-line basis over the lease term.

Use of estimates:

The transition to IFRS 16 required certain professional judgements to be made including the definition of a few accounting policies and the use of assumptions and estimates relating to the lease term, as well as the determination of the incremental borrowing rate, as summarized below:

  • lease term: the duration was determined on a lease-by-lease basis and is comprised of the "non-cancellable" period along with the impact of any extension or early termination clauses if exercise of that clause is reasonably certain. This property valuation took into account circumstances and facts specific to each asset;
  • incremental borrowing rate: in most of the lease agreements stipulated by the Group, there is no implicit interest rate, therefore the discount rate applied to future rent payments was determined using the risk-free rate in the country where the agreement was executed, with expirations consistent with the term of the specific lease agreement plus the parent's credit spread (deduced from the main financing agreements negotiated by the parent for the Group) and any costs for additional guarantees.

Impact:

Adoption of the standard as of 1 January 2019 resulted in an increase in the right-of-use assets and lease liabilities equal to the present value of future installments payable over the lease term, as shown below. Upon first application, the right-of-use was also adjusted to reflect any prepayments made at 1 January 2019.

(thousands of Euros) 01/01/2019 Change for
IFRS 16 adoption
01/01/2019
w/o IFRS 16
Non-current assets
Right-of-use assets 442,063 442,063 -
Current assets
Non-financial prepayments and accrued income 71,123 (2,257) 73,380
(thousands of Euros) 01/01/2019 Change for
IFRS 16 adoption
01/01/2019
w/o IFRS 16
Non-current liabilities
Lease liabilities 368,117 368,117 -
Current liabilities

3. Restatement of 2018 Balance Sheet data figures according to the temporary allocation of the GAES acquisition price

During the first six months of 2019, with the support of an independent expert, a temporary but essentially complete fair value was recognized for the assets acquired and liabilities assumed relating to the acquisition of GAES occurred at the end of 2018. Therefore, the comparison figures in the consolidated financial statements at 31 December 2018 were restated as summarized below.

31/12/2018 Fair value
temporary
31/12/2018
after temporary
(thousands of Euros) allocation allocation
ASSETS
Non-current assets
Goodwill 1,258,848 (*) (97,250) 1,161,598
Intangible fixed assets with a finite useful life 223,832 135,570 (**) 359,402
Tangible fixed assets 188,651 317 188,968
Investments valued at equity 2,025 - 2,025
Long-term hedging instruments 3,725 - 3,725
Deferred tax assets 74,641 563 75,204
Contract costs 5,594 - 5,594
Other assets 60,679 - 60,679
Total non-current assets 1,817,995 39,200 1,857,195
Current assets
Inventories 61,770 (57) 61,713
Trade receivables 169,454 - 169,454
Contract costs 3,853 - 3,853
Other receivables 75,387 (2,007) 73,380
Hedging instruments - - -
Other assets 60 - 60
Cash and cash equivalents 89,915 - 89,915
Current assets 400,439 (2,064) 398,375
TOTAL ASSETS 2,218,434 37,136 2,255,570

(*) Considering that the GAES acquisition was finalized at the end of 2018, a temporary goodwill of €513,286 thousand was recognized in the consolidated Balance Sheet.

(**) The temporary allocation to intangible assets with a finite useful life is detailed as follows: customer lists for €76,170 thousand, trademarks for € 49,000 thousand, licenses for €7,400 thousand and software for €3,000 thousand.

Interim Report as at 30 September 2019 > Consolidated Financial Statements

Fair value 31/12/2018
(€ thousands) 31/12/2018 temporary
allocation
after temporary
allocation
LIABILITIES
Net Equity
Share capital 4,527 - 4,527
Share premium reserve 202,565 - 202,565
Treasury shares (50,933) - (50,933)
Other reserves (24,186) - (24,186)
Retained earnings 362,503 - 362,503
Profit for the period 100,443 - 100,443
Group net equity 594,919 - 594,919
Minority interests 1,183 (155) 1,028
Total net equity 596,102 (155) 595,947
Non-current liabilities
Medium/long-term financial liabilities 872,669 - 872,669
Provisions for risks and charges 48,043 1,576 49,619
Liabilities for employees' benefits 20,290 - 20,290
Long-term hedging instruments 1,957 - 1,957
Deferred tax liabilities 64,885 34,047 98,932
Payables for business acquisitions 16,136 - 16,136
Contract liabilities 118,791 - 118,791
Other long-term debt 7,411 - 7,411
Total non-current liabilities 1,150,182 35,623 1,185,805
Current liabilities
Trade payables 173,649 (549) 173,100
Payables for business acquisitions 12,643 - 12,643
Contract liabilities 93,692 - 93,692
Other payables 150,749 69 150,818
Hedging instruments 58 - 58
Provisions for risks and charges 2,768 2,148 4,916
Liabilities for employees' benefits 476 - 476
Short-term financial liabilities 38,115 - 38,115
Total current liabilities 472,150 1,668 473,818
TOTAL LIABILITIES 2,218,434 37,136 2,255,570

The temporary purchase price allocation did not impact the consolidated income statement at 31 December 2018 as the transaction was completed at the end of December.

4. Acquisitions and goodwill

During the first nine months of 2019 the Group continued its external growth and finalized many acquisitions with the aim of increasing the coverage: specifically, 93 points of sale were purchased in the EMEA region and 4 in the Americas.

The total investment, including the debt consolidated and the best estimate of the net change in the earn-out linked to sales and profitability targets payable over the next few years, amounted to €53,008 thousand.

The variations of goodwill and of the amounts recognized as such, stemming from the acquisitions performed during the period, are reported in the table below and shown by cash generating unit.

Net carrying
Value at Business Other net value at
(€ thousands) 31/12/2018 combinations Disposals Impairment changes 30/09/2019
Italy 540 8,025 - - - 8,565
France 115,022 9,532 - - - 124,554
Spain 401,034 (*) - - - - 401,034
Portugal 13,497 - - - - 13,497
Hungary 1,018 - - - (17) 1,001
Switzerland 13,624 229 - - 520 14,373
The Netherlands 32,781 - - - - 32,781
Belgium and Luxemburg 14,733 - - - - 14,733
Germany 187,817 21,988 - - - 209,805
Poland 217 - - - - 217
United Kingdom and Ireland 8,442 - - - 84 8,526
Turkey 1,026 - - - (1) 1,025
Israel 3,720 464 - - 46 4,230
USA and Canada 88,611 1,226 - - 5,245 95,082
Latin America 33,572 (*) - - - (4,425) 29,147
Australia and New Zealand 227,190 - - - 1,248 228,438
China 17,756 - - - - 17,756
India 998 - - - 33 1,031
Total 1,161,598 (*) 41,464 - - 2,733 1,205,795

(*) 2018 balances were restated according to the Purchase Price Allocation relating to GAES acquisition as described in note 3.

"Business combinations" refers to the temporary allocation to goodwill relating to the portion of the purchase price paid which is not directly attributable to the fair value of assets and liabilities but is rather based on the positive contribution to cash flow that is expected to be made for an indefinite period of time.

The item "Other net changes" is almost entirely related to differences in exchange rates.

5. Intangible assets

The following table shows the changes in intangible assets.

(€ thousands) Historical cost
at 31/12/2018
(*)
Accumulated
amortization
and impairment
at 31/12/2018
(*)
Carrying
amount at
31/12/2018 (*)
Historical cost
at 30/09/2019
Accumulated
amortization
and impairment
at 30/09/2019
Carrying
amount at
30/09/2019
Software 122,838 (84,195) 38,643 142,585 (96,205) 46,380
Licenses 21,369 (11,191) 10,178 21,961 (14,002) 7,959
Non-competition agreements 6,459 (5,808) 651 7,336 (6,639) 698
Customer lists 353,108 (137,874) 215,234 373,212 (159,032) 214,180
Trademarks and concessions 81,495 (18,875) 62,620 81,378 (22,883) 58,495
Other 25,541 (10,100) 15,441 26,852 (11,420) 15,432
Fixed assets in progress and
advances
16,635 - 16,635 18,925 - 18,925
Total 627,445 (268,043) 359,402 672,249 (310,180) 362,069
Carrying
amount at Other Carrying
(€ thousands) 31/12/2018
(*)
Investments Disposals Amortization Business
combinations
Impairment net
changes
amount at
30/09/2019
Software 38,643 8,325 (6) (13,007) 1,909 - 10,516 46,380
Licenses 10,178 509 - (2,811) 15 - 68 7,959
Non-competition
agreements
651 400 - (659) - - 306 698
Customer lists 215,234 - - (20,260) 18,581 - 625 214,180
Trademarks and
concessions
62,620 - - (4,072) - - (53) 58,495
Other 15,441 1,262 (250) (1,368) 232 (217) 332 15,432
Fixed assets in
progress and
advances
16,635 12,621 - - - (65) (10,266) 18,925
Total 359,402 23,117 (256) (42,177) 20,737 (282) 1,528 362,069

(*) 2018 balances were restated according to the Purchase Price Allocation relating to GAES acquisition as described in note 3.

The variation of the item "Business combinations" is detailed as follows:

  • For €20,286 thousand to the temporary allocation of the considerations paid for the acquisitions made in EMEA;
  • For €451 thousand to the temporary allocation of the consideration paid for the acquisitions made in the Americas.

The increase in intangible assets in the period is attributable primarily to investments in CRM systems, in digital marketing and in the new system of business transformation for the backoffice functions (HR, Procurement and Administration and Finance).

"Other net changes" refers primarily to exchange rate fluctuations during the period and to the recognition of work in progress completed in the period and relating to the specific items in the financial statements.

6. Tangible fixed assets

The following table shows the changes in tangible fixed assets.

(€ thousands)
Land
Historical cost
at 31/12/2018
(*)
168
Accumulated
depreciation
and
impairment at
31/12/2018 (*)
-
Carrying
amount at
31/12/2018 (*)
168
Historical cost
at 30/09/2019
166
Accumulated
depreciation
and
impairment at
30/09/2019
-
Carrying
amount at
30/09/2019
166
Buildings, construction and
leasehold improvements
223,218 (135,555) 87,663 236,941 (148,334) 88,607
Plant and machinery 54,124 (38,577) 15,547 58,101 (41,739) 16,362
Industrial and commercial
equipment
48,368 (33,612) 14,756 50,548 (36,431) 14,117
Motor vehicles 5,931 (4,238) 1,693 3,136 (2,066) 1,070
Computers and office
machinery
53,823 (41,131) 12,692 58,714 (45,629) 13,085
Furniture and fittings 114,341 (72,675) 41,666 122,068 (79,085) 42,983
Other tangible fixed assets 2,273 (1,295) 978 2,433 (1,403) 1,030
Fixed assets in progress and
advances
13,805 - 13,805 18,049 - 18,049
Total 516,051 (327,083) 188,968 550,156 (354,687) 195,469
Carrying
amount at
31/12/2018
Business Other
net
Carrying
amount at
(€ thousands) (*) Investments Disposals Depreciation combinations Impairment changes 30/09/2019
Land 168 - - - - - (2) 166
Buildings, construction and
leasehold improvements
87,663 11,355 (639) (13,247) 344 (411) 3,542 88,607
Plant and machinery 15,547 2,821 - (2,767) 382 (146) 525 16,362
Industrial and commercial
equipment
14,756 1,812 (33) (2,574) 89 (1) 68 14,117
Motor vehicles 1,693 133 (42) (196) 8 - (526) 1,070
Computers and office
machinery
12,692 4,362 (31) (4,739) 60 (6) 747 13,085
Furniture and fittings 41,666 6,685 (6) (6,496) 437 (143) 840 42,983
Other tangible fixed assets 978 255 (1) (194) - (17) 9 1,030
Fixed assets in progress and
advances
13,805 10,094 (31) - 65 - (5,884) 18,049
Total 188,968 37,517 (783) (30,213) 1,385 (724) (681) 195,469

(*) 2018 balances were restated according to the Purchase Price Allocation relating to GAES acquisition as described in note 3.

The investments made in the period refer primarily to network expansion with the opening of new stores and renewal of existing ones based on the Group's new brand image.

The variation of the item "Business combinations" is related:

  • for €1,330 thousand, is related to the temporary allocation of the price related to the acquisitions made in the EMEA region;
  • for €55 thousand, is related to the temporary allocation of the price related to the acquisitions made in the Americas region.

"Other net changes" refers primarily to exchange rate fluctuations during the period and to the recognition of work in progress completed in the period and relating to the specific items in the financial statements.

7. Right-of-use assets

The right-of-use assets are detailed as follows:

Accumulated
depreciation
Accumulated
depreciation
and Carrying and Carrying
(€ thousands) Historical cost at
31/12/2018
impairment at
31/12/2018
amount at
31/12/2018
Historical cost
at 30/09/2019
impairment at
30/09/2019
amount at
30/09/2019
Stores and offices - - - 481,134 (61,192) 419,942
Motor vehicles - - - 14,851 (5,290) 9,561
Computers and office
machinery
- - - 323 (66) 257
Total - - - 496,308 (66,548) 429,760
Change
Carrying for new Other Carrying
amount at standards Business net amount at
(€ thousands) 31/12/2018 adoption Investments Disposals Depreciation combinations Impairment changes 30/09/2019
Stores and
offices
- 434,305 50,224 (3,947) (61,312) 1,476 - (804) 419,942
Motor vehicles - 7,387 6,032 (206) (3,559) 2 - (95) 9,561
Computers and
office machinery
- 371 2 (53) (65) - - 2 257
Total - 442,063 56,258 (4,206) (64,936) 1,478 - (897) 429,760

The Group has adopted IFRS 16 since 1 January 2019 applying the retrospective modified approach, determining the recognition of right-of-use assets as of 1 January 2019 without the restatement of previous period figures.

8. Share capital

At 30 September 2019 the share capital comprised 226,388,620 ordinary shares with a par value of €0.02, fully paid in and subscribed. The share capital at 31 December 2018 comprised 226,353,620 shares. The increase recorded in the period is attributable to the exercise of 35,000 stock options, equivalent to 0.015% of the share capital.

In relation to the Stock Grant Plan 2019-2025, on 7 May 2019, the Board of Directors resolved to assign, based on the recommendations of the Remuneration and Appointments Committee and pursuant to Art. 84 bis, par. 5 of Consob Regulation n. 11971/1999, as amended, the first award cycle of the stock grant (for the period 2019-2021) which calls for the assignment of 620,000 shares per target.

A total of 2,087,165 of the performance stock grant rights were exercised in the period, as a result of which the Company transferred the same number of treasury shares to the beneficiaries.

In the period there were no purchases of treasury shares.

The total amount of treasury shares held at 30 September 2019 equals 3,628,580 or 1.603% of the parent's share capital.

Information relating to the treasury shares held is shown below:

Average purchase price (Euro) Total amount
No. of shares FV of transferred rights (Euro) (€ thousands)
Held at 31 December 2018 5,715,745 8.911 50,933
Purchases - - -
Transfers due to exercise of Performance Stock grants (2,087,165) 8.911 (18,599)
Total at 30 September 2019 3,628,580 8.911 32,334

9. Net financial position

In accordance with the requirements of the Consob communication dated 28 July 2006 and in compliance with the CESR (now ESMA) recommendation of 10 February 2005 "Recommendations for the consistent implementation of the European Commission's Regulation on Prospectuses", the Group's net financial position at 30 September 2019 was as follows:

(€ thousands) 30/09/2019 31/12/2018 Change
Liquid funds (125,245) (89,915) (35,330)
Other financial assets (200) - (200)
Private placement 2013-2025 18,367 - 18,367
Payables for business acquisitions 13,339 12,643 696
Bank overdraft and other short-term loans from third
parties (including current portion of medium/long-term
debt)
142,601 34,852 107,749
Other financial payables 7,047 5,530 1,517
Non-hedge accounting derivative instruments (2,845) 58 (2,903)
Short-term financial indebtedness 53,064 (36,832) 89,896
Private placement 2013-2025 101,019 113,537 (12,518)
Finance lease obligations - 385 (385)
Other medium/long-term debt 703,626 760,275 (56,649)
Hedging derivatives (15,649) (12,645) (3,004)
Medium/long-term acquisition payables 14,691 16,136 (1,445)
Net medium and long-term financial indebtedness 803,687 877,688 (74,001)
Net financial indebtedness 856,751 840,856 15,895
Lease liabilities (*) 433,488 - 433,488
Total lease liabilities & net financial indebtedness 1,290,239 840,856 1,290,239

(*) The Group has adopted IFRS 16 since 1 January 2019 applying to the retrospective modified approach, determining the recognition of rightof-use assets as of 1 January 2019 without the restatement of previous period figures.

The medium/long-term portion of the net financial position reached €803,687 thousand at 30 September 2019 versus €877,688 thousand at 31 December 2018, a difference of €74,001 thousand. The decrease posted in the period is attributable mainly to the substitution of revolving unsecured credit lines, totaling €40 million, with hot money at better rates (included in short-term debt) and the reclassification as short-term debt of a portion of the syndicated loan used to finance the GAES acquisition and other long-term loans.

The short-term portion of the net financial position went from a positive €36,832 thousand at 31 December 2018 to a negative €53,064 thousand at 30 September 2019, a change of €89,896 thousand. The short-term portion refers primarily to hot money (€100,000 thousand), the shortterm portion of the syndicated loan (€33,125 thousand), the short-term portion of the private placement (€15,522 thousand), the short term portion of other long-term bank loans (€6,666 thousand), interest payable on bank loans and the private placement (€3,182 thousand), the best estimate of the deferred payments for acquisitions (€13,339 thousand), as well as cash and cash equivalents of €125,245 thousand.

In order to reconcile the above items with the statement of financial position, a breakdown of the following items is provided.

Long-term bank loans and the private placement 2013-2025 are shown in the statement of financial position:

a. under the caption "Medium/long-term financial liabilities" for the non-current portion.

(€ thousands) 30/09/2019
Private placement 2013-2025 101,019
Syndicated loan for GAES acquisition 483,625
Other medium/long-term debt 220,000
Fees for bank loans, private placement 2013-2025 and syndicated loan for GAES acquisition (1,068)
Medium/long-term financial liabilities 803,576

b. under the caption "Short-term financial liabilities" for the current portion.

(€ thousands) 30/09/2019
Bank overdraft and other short-term debt (including current portion of other long-term debt) 142,601
Private placement 2013-2025 18,367
Other financial payables 7,047
Fees for bank loans, private placement 2013-2025 and syndicated loan for GAES acquisition (783)
Short-term financial liabilities 167,232

All the other items in the net financial indebtedness table correspond to items in the statement of financial position.

10. Financial liabilities

Long-term financial liabilities breakdown is as follows:

(€ thousands) 30/09/2019 31/12/2018 Change
Private placement 2013-2025 101,019 113,537 (12,518)
Syndicated loan for GAES acquisition 483,625 503,500 (19,875)
Other medium/long-term debt 220,000 256,775 (36,775)
Fees for bank loans, private placement 2013-2025 and syndicated loan for GAES
acquisition
(1,068) (1,528) 460
Finance lease obligations - 385 (385)
Total medium/long-term financial liabilities 803,576 872,669 (69,093)
Short term debt 167,232 38,115 129,117
- of which current portion for the financing for GAES acquisition 33,125 26,500 6,625
- of which current portion of private placement 2013-2025 18,367 - 18,367
- of which current portion of other short-term bank loans 6,666 3,538 3,128
- of which fees for bank loans, private placement 2013-2025 and syndicated loan for GAES
acquisition
(783) (2,268) 1,485
- of which current-portion of lease obligations - 837 (837)
Total short-term financial liabilities 167,232 38,115 129,117
Total financial liabilities 970,808 910,784 60,024

The main financial liabilities are detailed below.

- Syndicated loan for the GAES acquisition

An unsecured syndicated bank loan negotiated with five top-tier banks for the acquisition of GAES comprised of two tranches:

  • a first tranche (Facility A), a €265 million amortizing loan which expires on 28 September 2023;
  • a second tranche (Facility B), a €265 million 18-month bullet loan which may be extended through 28 September 2023 at Amplifon's discretion by exercising the option before 28 March 2020 in order to ensure both the certainty of long-term financing and the flexibility to refinance through debt capital market issues or other forms of financing.
Issue Date Debtor Maturity Nominal value at
negotiation date
(/000)
Nominal value at
30/09/2019
(/000)
Nominal interest rate
(*)
18/12/2018 Amplifon S.p.A. 28/09/2023 265,000 251,750 1.582%
18/12/2018 Amplifon S.p.A. 28/03/2020
extendable to
28/09/2023
265,000 265,000 0.689%
Total in Euro 530,000 516,750

(*) The nominal interest rate is equal to Euribor plus a spread.

The initial spread is 1.45% for Facility A and 0.80% for Facility B.

With regard to the first tranche, the floating Euribor rate will be converted into a fixed rate of 0.132% effective 18 June 2019. The spread applied to Facility A depends on the Group's net financial indebtedness/EBITDA ratio while for Facility B the spread is 0.8% for the first six months, 1.0% for the second 6 months and 1.35% for the last 6 months. If the loan is extended the spread will depend on the Group's net debt/EBITDA ratio.

The following table shows the applicable rates depending on the ratio of net financial position over Group EBITDA:

Ratio between the Group's net financial position and EBITDA Facility A Facility B
Higher than 3.50x 1.65% 1.85%
Less or equal than 3.50x but higher than 3.00x 1.45% 1.65%
Less or equal than 3.00x but higher than 2.50x 1.25% 1.45%
Less or equal than 2.50x but higher than 2.00x 1.10% 1.30%
Less or equal than 2.00x 0.95% 1.15%

- Private placement 2013-2025 It is a US\$130 million private placement made in the US by Amplifon USA.

Issue Date Issuer Maturity Currency Nominal value
(/000)
Fair value
(/000)
Nominal
interest rate
Euro interest
rate after
hedging (*)
30/05/2013 Amplifon USA 31/07/2020 US\$ 7,000 7,171 4.10% 3.39%
30/05/2013 Amplifon USA 31/07/2023 US\$ 8,000 8,929 4.71% 3.90%
31/07/2013 Amplifon USA 31/07/2020 US\$ 13,000 13,324 4.15% 3.42%
31/07/2013 Amplifon USA 31/07/2023 US\$ 52,000 58,083 4.76% 3.90%-3.94%
31/07/2013 Amplifon USA 31/07/2025 US\$ 50,000 59,138 4.91% 4.00%-4.05%
Total 130,000 146,645

(*) The hedging instruments that determine the interest rate as detailed above, are also fixing the exchange rate at 1.2885, the total equivalent of the bond resulting in €100,892 thousand.

- Bank loans

4 medium/long-term unsecured bank loans totaling €200 million and a medium/long-term revolving credit line as shown in the following table.

Issue Date Issuer Type Maturity Nominal value
at negotiation
date (/000)
Nominal
value at
30/09/2019
(/000)
Fair value
(/000)
Effective
rate
(*)
28/09/2017 Amplifon S.p.A. Bullet financing 28/09/2021 100,000 100,000 101,411 0.987%
24/10/2017 Amplifon S.p.A. Amortizing
financing
31/10/2022 50,000 50,000 51,235 1.329%
23/03/2018 Amplifon S.p.A. Bullet financing 22/03/2022 30,000 30,000 30,591 1.00%
11/01/2018 Amplifon S.p.A. Bullet financing 11/01/2022 20,000 16,667 16,850 1.04%
19/12/2016 Amplifon S.p.A. Revolving line 19/12/2021 20,000 20,000 20,000 0.543%
21/12/2016 Amplifon S.p.A. Revolving line 21/12/2021 10,000 10,000 10,000 0.75%
Total in Euro 230,000 226,667 230,087

(*) With reference to the financing, the rate is composed of the fixed rate plus the applicable margin.

The following loans:

  • the USD 130 million private placement 2013-2025 (equal to €100.9 million including the fair value of the currency hedges which set the €/USD exchange rate at 1.2885);
  • the EUR 196,7 million medium/long-term bilateral loans with top-tier banking institutions;
  • the EUR 195 million in medium/long-term revolving irrevocable credit lines of which 30 million issued at 30 September 2019

are subject to the covenants listed below:

  • the ratio of Group net financial indebtedness to Group shareholders' equity must not exceed 1.65;
  • the ratio of net financial indebtedness to EBITDA recorded in the last four quarters (determined excluding the fair value of the share-based payments and based only on recurring business and restated if the Group's structure should change significantly) must not exceed 2.85.

In the event of relevant acquisitions, the above ratios may be increased to 2.20 and 3.26 respectively, for a period of not more than 12 months, 2 times over the life of the respective loans.

The syndicated loan granted for the GAES acquisition, amounting to €530 million, is subject to the following covenants:

  • the ratio of net financial indebtedness to EBITDA recorded in the last four quarters (determined excluding the fair value of the share-based payments and based only on the recurring business and restated if the Group's structure should change significantly) must not exceed 2.85;
  • the ratio of EBITDA recorded in the last four quarters (determined excluding the fair value of the share-based payments and based only on the recurring business and restated if the Group's structure should change significantly) and net interest paid in the last 4 quarters must exceed 4.9. As this last covenant is more restrictive it also applied to the private placement.

Following the recent introduction of the new accounting principles IFRS 9, 15 and 16, which resulted in significant adjustments to the amounts recognized in the financial statements, Amplifon re-defined the covenants with banks and financial investors in order to preserve same headroom for Amplifon and same protection level to lenders.

As at 30 September 2019 the ratios, which confirm the covenant requirements, were as follows:

Value at
30/09/2019
Net financial indebtedness/Group net equity 1.35
Net financial indebtedness/EBITDA for the last 4 quarters 2.20
EBITDA for the last 4 quarters/Net financial expenses 31.22

The above-mentioned ratios were determined based on EBITDA restated for the main changes in the Group structure and normalized for the application of the new IFRS 16 to the figures of the last quarter of 2018.

(€ thousands) Value at 30/09/2019
Group EBITDA first nine months 2019 244,238
EBITDA October-December 2018 without IFRS 16 80,906
IFRS 16 impact on EBITDA October-December 2018 19,008
Fair value of share-based payments (October 2018-September 2019) 15,057
EBITDA normalized (from acquisitions and disposals) 4,816
IFRS 16 impact on EBITDA related to acquisitions 3,082
Acquisitions and non-recurring costs 22,487
EBITDA for covenant calculation 389,594

The same agreements are also subject to other covenants applied in current international practice which limit the ability to issue guarantees, complete sale and lease back operations and execute extraordinary transactions involving the sale of assets.

The remaining €0.1 million in medium/long-term financial indebtedness, including the shortterm portion, is not subject to any covenants.

11. Lease liabilities

Lease liabilities stem from lease agreements. These liabilities are equal to the present value of future rents payable over the lease term.

The financial lease liabilities are shown in the statement of financial position as follows:

(€ thousands) 30/09/2019 Effect of first-time IFRS 16
application as of
01/01/2019
Short-term lease liabilities 78,350 71,689
Long-term lease liabilities 355,138 368,117
Lease liabilities 433,488 439,806

During the reporting period the following expense items were recognized in the income statement:

(€ thousands) 30/09/2019
Interest paid on leased assets 8,516
Costs relating to short-term and low-value leases 8,479

12. Revenues from sales and services

(€ thousands) First nine months 2019 First nine months 2018 Change
Revenues from sales of products 1,082,950 851,679 231,271
Revenues from services 141,791 111,092 30,699
Revenues from sales and services 1,224,741 962,771 261,970

Consolidated revenues from sales and services amounted to €1,224,741 thousand in the first nine months of 2019, an increase of €261,970 thousand (+27.2%) compared to the same period of the previous year. This result reflects the significant contribution of acquisitions (particularly GAES, consolidated from an income statement standpoint as of 1 January 2019) of €191.375 thousand (+19.9%), net of the disposal of Direito de Ouvir Amplifon Brazil SA finalized at the beginning of the second quarter of 2018, and the above market organic growth which, including the contribution of the newly opened stores, amounted to €59,756 thousand (+6.2%). Net exchange rate gains came to €10,839 thousand (+1.1%) driven primarily by the strengthening of the USD against the Euro.

13. Taxes

The Group's tax rate came to 28.5% compared to 28.7% at 30 September 2018. Net of the losses recorded by subsidiaries for which, in accordance with the principle of prudence, deferred tax assets are not recognized, the tax rate would have been 23.6% (24.6% in the same period of the prior year).

14. Non-recurring significant events

The period was impacted by the following non-recurring items:

(€ thousands) First nine months 2019 First nine months 2018
Operating costs GAES acquisition and integration costs (18,372) (6,004)
Amortization, depreciation
and impairment
Depreciation and impairment of GAES intangible
assets
(364) -
Financial expenses Financial expenses related to the financing of GAES
acquisition
- (67)
Profit before tax (18,736) (6,071)
Tax Impact of the above items on the tax burden for the
period
4,717 1,694
Total (14,019) (4,377)

15. Earnings (loss) per share

Basic Earnings (loss) per share

Basic earnings (loss) per share is obtained by dividing the net profit for the year attributable to the ordinary shareholders of the parent company by the weighted average number of shares outstanding in the year, considering purchases and disposals of own shares as cancellations and issues of shares.

Earnings per share are determined as follows:

Earnings per share First nine months 2019 First nine months 2018
Net profit (loss) attributable to ordinary shareholders (€ thousand) 61,663 57,638
Average number of shares outstanding in the period 221,502,419 219,459,488
Average earnings per share (€ per share) 0.27839 0.26264

Diluted earnings (loss) per share

Diluted earnings (loss) per share is obtained by dividing the net profit for the period attributable to the ordinary shareholders of the parent by the weighted average number of shares outstanding during the year adjusted by the diluting effects of potential shares. In the calculation of shares outstanding, purchases and sales of treasury shares are considered as cancellation or issue of shares.

The 'potential ordinary share' categories refer to the possible conversion of Group employees' stock options and stock grants' attribution. The computation of the average number of outstanding potential shares is based on the average fair value of shares for the period; stock options and stock grants are excluded from the calculation since they have anti-diluting effects.

Weighted average diluted number of shares outstanding First nine months 2019 First nine months 2018
Average number of shares outstanding in the period 221,502,419 219,459,488
Weighted average of potential and diluting ordinary shares 4,294,741 4,527,443
Weighted average of shares potentially subject to options in the period 225,797,159 223,986,931

The diluted earnings per share were determined as follows:

Diluted earnings per share First nine months 2019 First nine months 2018
Net profit attributable to ordinary shareholders (€ thousand) 61,663 57,638
Average number of shares outstanding in the period 225,797,159 223,986,931
Average diluted earnings per share (€) 0.27309 0.25733

16. Transactions with parent companies and related parties

The parent, Amplifon S.p.A. is based in Milan, in Via Ripamonti 133. The Group is controlled directly by Ampliter S.r.l. which is owned through a majority stake (93.82% as at 30 September 2019) by Amplifin S.p.A. which is fully controlled by Susan Carol Holland.

The transactions with related parties, including intercompany transactions do not qualify as atypical or unusual, and fall within the Group's normal course of business and are conducted at arm's-length as dictated by the nature of the goods and services provided.

(€ thousands) 30/09/2019 First nine months 2019
Trade
receivables
Trade
payable
Other
receivables
Other
assets
Revenues for
sales and
services
Operating
costs
Interest
income and
expense
Amplifin S.p.A. 232 1,748 (5) 17
Total – Parent 232 - 1,748 - - (5) 17
Comfoor BV (The Netherlands) 246 (2,428) 125
Comfoor GmbH (Germany) 1 (21)
Ruti Levinson Institute Ltd (Israel) 186 204 (17)
Afik - Test Diagnosis & Hearing
Aids Ltd (Israel)
61 22 365
Total – Other related parties 247 247 - 22 569 (2,466) 125
Total 479 247 1,748 22 569 (2,471) 142
Total as per financial statements 181,570 167,558 84,476 65,162 1,224,741 (981,588) (10,672)
% of financial statements total 0.26% 0.15% 2.07% 0.03% 0.05% 0.25% -1.33%

The following table details transactions with related parties:

The trade and other receivables, revenues from sales and services and other income with related parties refer primarily to:

  • the recovery of maintenance costs and building fees and the recharge of personnel expense to Amplifin S.p.A.;
  • the receivables due by Amplifin S.p.A. for the renovation of the headquarters based on modern and efficient standards for the use of workspaces;
  • the trade receivables due by associates (mainly in Israel) which act as resellers and to which the Group supplies hearing aids.

The trade payables and operating costs refer primarily to commercial transactions with Comfoor BV and Comfoor GmbH and to joint ventures from which hearing protection devices are purchased and then distributed in Group stores.

17. Contingent liabilities

Currently the Group is not exposed to any other particular risks or uncertainties.

18. Financial risk management

The condensed interim consolidated financial statements at 30 September 2019 do not include all the additional information on financial risk management that is required in annual financial statements, therefore reference is made to the consolidated financial statements of the Group at 31 December 2018 for a detailed analysis of financial risk management.

19. Translation of foreign companies' financial statements

The exchange rates used to translate non-Euro zone companies' financial statements are as follows:

30 September 2019 2018 30 September 2018
Average
exchange rate
As at
30 September
As at 31
December
Average
exchange rate
As at
30 September
Panamanian balboa 1.1236 1.0889 1.145 1.1942 1.1576
Australian dollar 1.6077 1.6126 1.622 1.576 1.605
Canadian dollar 1.4935 1.4426 1.561 1.537 1.506
New Zealand dollar 1.6928 1.7375 1.706 1.707 1.751
Singapore dollar 1.5332 1.506 1.559 1.600 1.584
US dollar 1.1236 1.0889 1.145 1.194 1.158
Hungarian florin 323.0732 334.83 320.98 317.514 324.370
Swiss franc 1.1179 1.0847 1.127 1.161 1.132
Egyptian lira 19.1576 17.738 20.511 21.239 20.755
Turkish lira 6.339 6.1491 6.059 5.510 6.965
New Israeli shekel 4.0313 3.7877 4.297 4.248 4.212
Argentine peso 49.8762 62.3995 43.159 29.7336 46.0503
Chilean peso 770.61 791.24 794.370 750.71 764.18
Colombian peso 3,640.8 3,768.25 3,721.81 3,446.49 3,457.21
Mexican peso 21.6336 21.4522 22.492 22.7381 21.78
Brazilian real 4.3646 4.5288 4.444 4.297 4.654
Chinese renminbi 7.7135 7.7784 7.875 7.7789 7.9662
Indian rupee 78.8301 77.1615 79.730 80.191 83.916
British pound 0.88346 0.88573 0.895 0.884 0.887
Polish zloty 4.3011 4.3782 4.301 4.249 4.277

20. Segment reporting

In accordance with IFRS 8 "Operating Segments", the schedules related to each operating segment are shown below.

The Amplifon Group's business (distribution and customization of hearing solutions) is organized into three specific geographical areas which comprise the Group's operating segments: Europe, Middle-East and Africa - EMEA - (Italy, France, The Netherlands, Germany, the United Kingdom, Ireland, Spain, Portugal, Switzerland, Belgium, Luxemburg, Hungary, Egypt, Turkey, Poland and Israel), Americas (USA, Canada, Chile, Argentina, Ecuador, Colombia, Panama and Mexico) and Asia-Pacific (Australia, New Zealand, India and China).

The Group also operates via centralized Corporate functions (Corporate bodies, general management, business development, procurement, treasury, legal affairs, human resources, IT systems, global marketing and internal audit) which do not qualify as operating segments under IFRS 8.

These areas of responsibility, which coincide with the geographical areas (the Corporate functions are recognized under EMEA), represent the organizational structure used by management to run the Group's operations. The reports periodically analyzed by the Chief Executive Officer and Top Management are divided up accordingly, by geographical area.

Performances are monitored and measured for each operating segment/geographical area, through operating profit including amortization and depreciation (EBIT), along with the portion of the results of equity investments in associated companies valued by using the equity method. Financial expenses are not monitored insofar as they are based on corporate decisions regarding the financing of each region (own funds versus borrowings) and, consequently, neither are taxes. Items in the statement of financial position are analyzed by geographical area without being separated from the Corporate functions which remain part of EMEA. All the information relating to the income statement and the statement of financial position is determined using the same criteria and accounting standards used to prepare the consolidated financial statements.

Statement of Financial Position as at 30 September 2019 (*)

(€ thousands) EMEA AMERICAS ASIA
PACIFIC
ELIM. CONSOLIDATED
Goodwill 834,339 124,230 247,226 - 1,205,795
Intangible fixed assets with a finite useful life 289,106 26,687 46,276 - 362,069
Tangible fixed assets 156,283 13,507 25,679 - 195,469
Right-of-use assets 376,636 17,715 35,409 - 429,760
Investments valued at equity 2,224 - - - 2,224
Hedging instruments 10,504 - - - 10,504
Deferred tax assets 74,886 3,076 4,568 - 82,530
Contract costs 6,598 203 73 - 6,874
Other assets 24,877 39,438 847 - 65,162
Total non-current assets 2,360,387
Inventories 63,492 4,710 3,754 - 71,956
Receivables 196,146 50,558 27,361 (8,019) 266,046
Contract costs 3,508 110 88 - 3,706
Hedging instruments 2,633 - - - 2,633
Other assets 260
Cash and cash equivalents 125,245
Total current assets 469,846
TOTAL ASSETS 2,830,233
Net Equity 636,737
Medium/long-term financial liabilities 803,576
Lease liabilities 355,138
Provisions for risks and charges 20,549 30,090 527 - 51,166
Liabilities for employees' benefits 21,491 129 2,006 - 23,626
Hedging instruments 7,037 - - - 7,037
Deferred tax liabilities 70,790 18,725 10,696 - 100,211
Payables for business acquisitions 14,417 274 - - 14,691
Contract liabilities 119,515 8,400 1,868 - 129,783
Other long-term debt 7,777 2,857 475 - 11,109
Total non-current liabilities 1,496,337
Trade payables 116,697 42,256 16,617 (8,012) 167,558
Payables for business acquisitions 12,530 607 202 - 13,339
Contract costs 78,664 8,449 8,105 - 95,218
Other payables 138,992 8,244 10,646 (7) 157,875
Hedging instruments - - - - -
Provisions for risks and charges 16,073 1,028 - - 17,101
Liabilities for employees' benefits 417 69 - - 486
Short-term financial liabilities 167,232
Lease liabilities 78,350
Total current liabilities 697,159
TOTAL LIABILITIES 2,830,233

(*) The balance sheet items are analyzed by the Chief Executive Officer and the Top Management by geographical area without separation of the Corporate structures that are natively included in EMEA.

Statement of Financial Position as at 31 December 2018 (*)

(€ thousands) EMEA AMERICAS ASIA
PACIFIC
ELIM. CONSOLIDATED
Goodwill 793,469 122,184 245,945 - 1,161,598
Intangible fixed assets with finite useful life 284,351 24,985 50,066 - 359,402
Tangible fixed assets 155,346 9,807 23,815 - 188,968
Investments valued at equity 2,025 - - - 2,025
Hedging instruments 3,725 - - - 3,725
Deferred tax assets 69,295 1,624 4,285 - 75,204
Contract costs 5,391 137 66 5,594
Other assets 22,360 37,537 782 - 60,679
Total non-current assets 1,857,195
Inventories 53,286 5,084 3,343 - 61,713
Receivables 184,712 42,338 17,420 (1,636) 242,834
Contract costs 3,660 120 73 - 3,853
Other financial assets 60
Cash and cash equivalents 89,915
Total current assets 398,375
TOTAL ASSETS 2,255,570
Net Equity 595,947
Medium/long-term financial liabilities 872,669
Provisions for risks and charges 21,862 27,240 517 - 49,619
Liabilities for employees' benefits 18,368 177 1,745 - 20,290
Hedging instruments 1,957 - - - 1,957
Deferred tax liabilities 69,677 17,337 11,918 - 98,932
Payables for business acquisitions 15,827 309 - - 16,136
Contract liabilities 110,228 6,859 1,704 - 118,791
Other long-term debt 6,521 13 877 - 7,411
Total non-current liabilities 1,185,805
Trade payables 123,002 39,716 12,011 (1,629) 173,100
Payables for business acquisitions 11,732 711 200 - 12,643
Contract costs 77,977 7,606 8,109 - 93,692
Other payables 134,058 6,729 10,038 (7) 150,818
Hedging instruments 58 - - - 58
Provisions for risks and charges 3,813 1,103 - - 4,916
Liabilities for employees' benefits 410 66 - - 476
Short-term financial liabilities 38,115
Total current liabilities 473,818
TOTAL LIABILITIES 2,255,570

(*) The balance sheet items are analyzed by the Chief Executive Officer and the Top Management by geographical area without separation of the Corporate structures that are natively included in EMEA.

Moreover, 2018 Balance Sheet has been restated for the temporary allocation of the GAES acquisition price.

Income Statement – First nine months 2019 (*)

First nine months 2019
(€ thousands) EMEA AMERICAS ASIA PACIFIC CORPORATE CONSOLIDATED
Revenues from sales and services 877,827 203,382 140,218 3,314 1,224,741
Operating costs (691,449) (159,105) (98,446) (32,588) (981,588)
Other income and costs 668 476 (118) 59 1,085
Gross operating profit (loss) by segment
(EBITDA)
187,046 44,753 41,654 (29,215) 244,238
Amortization, depreciation and impairment
Amortization of intangible fixed assets (26,263) (3,613) (6,758) (5,476) (42,110)
Depreciation of tangible fixed assets (23,934) (1,307) (3,807) (1,165) (30,213)
Depreciation of right-of-use assets (54,944) (2,795) (7,197) - (64,936)
Impairment and impairment reversals of non
current assets
(906) - (100) - (1,006)
(106,047) (7,715) (17,862) (6,641) (138,265)
Operating profit (loss) by segment (EBIT) 80,999 37,038 23,792 (35,856) 105,973
Financial income, expense and value
adjustments to financial assets
Group's share of the result of associated
companies valued at equity
217 - - - 217
Other income and expense, impairment and
revaluations of financial assets
3
Interest income and expense (10,672)
Other financial income and expense (9,027)
Exchange gains and losses 108
Gain (loss) on assets measured at fair value (345)
(19,716)
Net profit (loss) before tax 86,257
Current and deferred income tax (24,564)
Total net profit (loss) 61,693
Minority interests 30
Net profit (loss) attributable to the Group 61,663

(*) For the purposes of reporting on economic figures by geographic area, please note that the Corporate structures are included in EMEA.

Income Statement – First nine months 2018 (*)

First nine months 2018
(€ thousands) EMEA AMERICAS ASIA PACIFIC CORPORATE CONSOLIDATED
Revenues from sales and services 661,423 168,023 131,585 1,740 962,771
Operating costs (554,681) (135,914) (96,927) (27,590) (815,112)
Other income and costs 2,134 168 285 (5,685) (3,098)
Gross operating profit (loss) by segment
(EBITDA)
108,876 32,277 34,943 (31,535) 144,561
Amortization, depreciation and impairment
Amortization of intangible fixed assets (13,896) (2,935) (5,919) (3,504) (26,254)
Depreciation of tangible fixed assets (19,735) (909) (4,087) (471) (25,202)
Impairment and impairment reversals of non
current assets
(214) - (85) - (299)
(33,845) (3,844) (10,091) (3,975) (51,755)
Operating profit (loss) by segment (EBIT) 75,031 28,433 24,852 (35,510) 92,806
Financial income, expense and value
adjustments to financial assets
Group's share of the result of associated
companies valued at equity
330 - - - 330
Other income and expense, impairment and
revaluations of financial assets
(77)
Interest income and expense (11,293)
Other financial income and expense (463)
Exchange gains and losses (542)
Gain (loss) on assets measured at fair value (69)
(12,114)
Net profit (loss) before tax 80,692
Current and deferred income tax (23,144)
Total net profit (loss) 57,548
Minority interests (90)
Net profit (loss) attributable to the Group 57,638

(*) For the purposes of reporting on economic figures by geographic area, please note that the Corporate structures are included in EMEA.

21. Accounting policies

21.1 Presentation of the financial statements

The condensed interim consolidated financial statements at 30 September 2019 were prepared in accordance with the historical cost method with the exception of derivatives, a few financial investments measured at fair value and assets and liabilities hedged against changes in fair value, as explained in more detail in this report, as well as on an ongoing concern basis.

With regard to reporting formats:

  • in the statement of financial position, the Group distinguishes between non-current and current assets and liabilities;
  • in the income statement, the Group classifies costs by nature insofar as this is deemed to more accurately represent the primarily commercial and distribution activities carried out by the Group;
  • in addition to the net profit for the period, the statement of comprehensive income also shows the impact of exchange rate differences, changes in the hedging reserve and actuarial gains and losses that are recognized directly in equity; these items are subdivided based on whether they may subsequently be reclassified to profit or loss;
  • in the statement of changes in net equity, the Group reports all the changes in net equity, including those deriving from shareholder transactions (payment of dividends and capital increases);
  • the statement of cash flows is prepared using the indirect method to determine cash flow from operations.

21.2 Use of estimates in preparing the financial statements

The preparation of the financial statements and explanatory notes requires the use of estimates and assumptions particularly with regard to the following items:

  • revenues from services rendered over time recognized based on the effort or the input expended to satisfy the performance obligation;
  • allowances for impairment made based on the asset's estimated realizable value;
  • provisions for risks and charges made based on a reasonable estimate of the amount of the potential liability, including with regard to any counterparty claims;
  • provisions for obsolete inventory in order to align the carrying value of inventory with the estimated realizable value;
  • provisions for employee benefits, calculated based on actuarial valuations;
  • amortization and depreciation of intangible and tangible fixed assets recognized based on the estimated remaining useful life and the recoverable amount;
  • income tax recognized based on the best estimate of the tax rate for the full year;
  • IRSs and currency swaps (instruments not traded on regulated markets), marked to market at the reporting date based on the yield curve and market exchange rates, which are subject to credit/debit valuation adjustments based on market prices;
  • the lease term duration was determined on a lease-by-lease basis and is comprised of the "non-cancellable" period along with the impact of any extension or early termination clauses if exercise of that clause is reasonably certain. This property valuation took into account circumstances and facts specific to each asset;

  • the discount rate (incremental borrowing rate) applied to future rent payments was determined using the risk-free rate in the country where the agreement was executed, with expirations consistent with the term of the specific lease agreement plus the parent's credit spread and any costs for additional guarantees.

Estimates and assumptions are periodically reviewed, and any changes made, following the change of the circumstances or the availability of better information, are recognized in the income statement. The use of reasonable estimates is essential to the preparation of the financial statements and does not affect their overall reliability.

The Group tests goodwill for impairment at least once a year and quarterly if there are indicators of impairment. This calls for an estimate of the value in use of the cash-generating unit to which the goodwill has been allocated based on the estimated future cash flows and the after-tax discount rate consistent with market conditions at the date of the valuation.

International accounting standards and interpretations approved by the IASB and endorsed in Europe

Description Endorsement
date
Publication Effective date Effective date for
Amplifon
IFRS 16 "Leases" 31 Oct '17 9 Nov '17 Periods beginning on or
after 1 Jan '19
1 Jan '19
Amendments to IFRS 9 "Financial
instruments – Prepayment
features with negative
compensation"
22 Mar '18 26 Mar '18 Periods beginning on or
after 1 Jan '19
1 Jan '19
IFRIC 23 "Uncertainty over
income tax treatments"
23 Oct '18 24 Oct '18 Periods beginning on or
after 1 Jan '19
1 Jan '19
Annual Improvements to IFRS
Standards 2015-2017 Cycle
14 Mar '19 15 Mar '19 Periods beginning on or
after 1 Jan '19
1 Jan '19
Long-term Interests in Associates
and Joint Ventures (Amendments
to IAS 28)
8 Feb '19 11 Feb '19 Periods beginning on or
after 1 Jan '19
1 Jan '19
Plan Amendment, Curtailment or
Settlement (Amendments to IAS
19)
13 Mar '19 14 Mar '19 Periods beginning on or
after 1 Jan '19
1 Jan '19

The following table lists the IFRS/interpretations approved by the IASB, endorsed in Europe and applied for the first time this year.

Please see note 2 for more information about the impact of IFRS 16 adoption.

During the year the Amplifon Group adopted the provisions of IFRS 9 relating to hedge accounting, for which IAS 39 had previously been used, which did not impact the valuation of the Group's assets, liabilities, costs and revenues.

With regard to the other standards and interpretations described above, adoption did not have a material impact on the valuation of the Group's assets, liabilities, costs and revenues.

Future accounting standards and interpretations

International Financial Reporting Standards and interpretations approved by the IASB but not yet endorsed in Europe

The International Financial Reporting Standards, interpretations and amendments to existing standards and interpretations approved by IASB, but not yet endorsed for adoption in Europe at 30 October 2019 are listed below:

Description Effective date
IFRS 17 "Insurance Contracts" (issued on 18 May 2017) Periods beginning on or after 1 Jan '21
Revised version of the IFRS Conceptual Framework (issued on 29 March
2018)
Periods beginning on or after 1 Jan '20
Amendments to IFRS 3: "Business Combinations" (issued on 22 October
2018)
Periods beginning on or after 1 Jan '20
Amendments to IAS 1 and IAS 8: "Definition of Material" (issued on 31
October 2018)
Periods beginning on or after 1 Jan '20
Amendments to IFRS 9, IAS 39 and IFRS 7: "Interest Rate Benchmark
Reform" (issued on 26 September 2019)
Periods beginning on or after 1 Jan '20

The adoption of the standards and interpretations above is not expected to have a material impact on the valuation of the Group's assets, liabilities, costs and revenues.

22. Subsequent events

The main events that took place after the end of the year are described below.

During the month of October, the group has continued its external growth through acquisitions and purchased about 16 stores in Spain, Germany, France, Switzerland and Canada.

After 30 September 2019 the group continued its stock grant remuneration program and granted 30,461 treasury shares as at 30 October 2019. As at the date of the above financial statements, the total of treasury shares in portfolio is 3,598,119 corresponding to 1.589% of the company share capital.

Milan, 30 October 2019

On behalf of the Board of Directors CEO Enrico Vita

Annexes

Consolidation scope

As required by articles 38 and 39 of Law 127/91 and article 126 of Consob's resolution 11971 dated 14 May 1999, as amended by resolution 12475 dated 6 April 2000, the following is the list of companies included in the consolidation scope of Amplifon S.p.A. at 30 September 2019.

Parent company:

Company name Head office Currency Share capital
Amplifon S.p.A. Milan (Italy) EUR 4,527,772

Subsidiaries consolidated using the line-by-line method:

Company name Head office Direct/Indirect
ownership
Currency Share
Capital
% held as at
30/09/2019
Amplifon Rete Milan (Italy) D EUR 11,500 4.4%
Otohub S.r.l. Naples (Italy) D EUR 28,571 100.0%
Amplifon France SAS Arcueil (France) D EUR 98,550,898 100.0%
SCI Eliot Leslie Lyon (France) I EUR 610 100.0%
Aides Auditives de France SAS Clermont-Ferrand
(France)
I EUR 30,000 100.0%
Audio-Conseil SAS Angers (France) I EUR 100,000 100.0%
Conversons Paris 19 Sarl Paris (France) I EUR 1,000 100.0%
Conversons Couëron SAS Paris (France) I EUR 1,000 100.0%
Audiosons Nantes SAS Paris (France) I EUR 16,000 100.0%
Amplifon France Holding Arcueil (France) D EUR 1 100.0%
OLM SAS Paris (France) I EUR 5,000 100.0%
Conversons 91 Paris (France) I EUR 14,000 100.0%
Conversons 93 Sarl Paris (France) I EUR 10,000 100.0%
Conversons Lyon SAS Paris (France) I EUR 1,000 100.0%
Entendre - Blandine Lannee SAS Dax (France) I EUR 4,000 100.0%
Cap Audition SAS La Rochelle (France) I EUR 10,000 100.0%
Laboratoire d'Audiologie Eric Hans SAS Belfort (France) I EUR 380,000 100.0%
Audiolor SAS Thionville (France) I EUR 7,125 100.0%
Audition Paca SAS Thionville (France) I EUR 5,000 100.0%
Acovoux SAS Paris (France) I EUR 50,000 100.0%
Audition-Assas.com Sarl Paris (France) I EUR 201,000 100.0%
Espace de Correction Auditive SAS Thionville (France) I EUR 7,500 100.0%
Amplifon Iberica SA Zaragoza (Spain) D EUR 26,578,809 100.0%
Fundación Amplifon Iberica Madrid (Spain) I EUR 30,000 100.0%
Microson S.A. Barcelona (Spain) D EUR 61,752 100.0%
Blambos S.L. Barcelona (Spain) I EUR 5,959,600 100.0%
Oidos Audionatur S.L. Alicante (Spain) I EUR 90,000 100.0%
Nicer Beta S.L. Barcelona (Spain) I EUR 33,012 100.0%
Company name Head office Direct/Indirect
ownership
Currency Share
Capital
% held as at
Centeralia S.L. Barcelona (Spain) I EUR 3,012 30/09/2019
100.0%
Servicios Audiologicos Castilla y Leon
S.L.
Valladolid (Spain) I EUR 27,900 100.0%
Auditiva 2014 S.A. Andorra la Vella
(Andorra)
I EUR 3,000 100.0%
Amplifon Portugal SA Lisboa (Portugal) I EUR 5,720,187 100.0%
Amplifon Magyarország Kft Budapest (Hungary) D HUF 3,500,000 100.0%
Amplibus Magyarország Kft Budaörs (Hungary) I HUF 3,000,000 100.0%
Amplifon AG Baar (Switzerland) D CHF 1,000,000 100.0%
Amplifon Nederland BV Doesburg (The
Netherlands)
D EUR 74,212,052 100.0%
Auditech BV Doesburg (The
Netherlands)
I EUR 22,500 100.0%
Electro Medical Instruments BV Doesburg (The
Netherlands)
I EUR 16,650 100.0%
Beter Horen BV Doesburg (The
Netherlands)
I EUR 18,000 100.0%
Amplifon Customer Care Service BV Elst (The Netherlands) I EUR 18,000 100.0%
Amplifon Belgium NV Bruxelles (Belgium) D EUR 495,800 100.0%
Amplifon Luxemburg Sarl Luxemburg (Luxemburg) I EUR 50,000 100.0%
Amplifon RE SA Luxemburg (Luxemburg) D EUR 3,700,000 100.0%
Amplifon Deutschland GmbH Hamburg (Germany) D EUR 6,026,000 100.0%
Focus Hören AG Willroth (Germany) I EUR 485,555 100.0%
Focus Hören Deutschland GmbH Willroth (Germany) I EUR 25,000 100.0%
Amplifon Poland Sp. z o.o. Lodz (Poland) D PLN 3,343,580 100.0%
Amplifon UK Ltd Manchester (UK) D GBP 76,600,000 100.0%
Amplifon Ltd Manchester (UK) I GBP 1,800,000 100.0%
Ultra Finance Ltd Manchester (UK) I GBP 75 100.0%
Amplifon Ireland Ltd Wexford (Ireland) I EUR 1,000 100.0%
Amplifon Cell Ta' Xbiex (Malta) D EUR 1,000,125 100.0%
Makstone İşitme Ürünleri Perakende
Satış A.Ş.
Istanbul (Turkey) D TRY 300,000 51.0%
Medtechnica Ortophone Ltd (*) Tel Aviv (Israel) D ILS 1,000 80.0%
Medtechnica Ortophone Shaked Ltd (*) Tel Aviv (Israel) I ILS 1,001 80.0%
Amplifon Middle East SAE Cairo (Egypt) D EGP 3,000,000 51.0%
Miracle Ear Inc. St. Paul (USA) I USD 5 100.0%
Elite Hearing, LLC Minneapolis (USA) I USD 1,000 100.0%
Amplifon USA Inc. Dover (USA) D USD 52,500,010 100.0%
Amplifon Hearing Health Care, Inc. St. Paul (USA) I USD 10 100.0%
Ampifon IPA, LLC New York (USA) I USD 1,000 100.0%
ME Pivot Holdings LLC Minneapolis (USA) I USD 2,000,000 100.0%
Miracle Ear Canada Ltd. Vancouver (Canada) I CAD 53,000,200 100.0%
Sound Authority, Inc. Orangeville (Canada) I CAD 0 100.0%
2332325 Ontario, Ltd. Strathroy (Canada) I CAD 0 100.0%
6793798 Manitoba Ltd Winnipeg (Canada) I CAD 0 100.0%
Grand River Tinnitus and Hearing
Centre Ltd
Kitchener (Canada) I CAD 0 100.0%

Interim Report as at 30 September 2019 > Consolidated Financial Statements

Company name Head office Direct/Indirect
ownership
Currency Share
Capital
% held as at
30/09/2019
Amplifon South America Holding LTDA São Paulo (Brasil) D BRL 3,636,348 100.0%
GAES S.A. Santiago de Chile (Chile) D CLP 1,381,655,108 100.0%
GAES Servicios Corporativo de
Latinoamerica Spa
Santiago de Chile (Chile) I CLP 10,000,000 100.0%
GAES S.A. Buenos Aires (Argentina) D ARS 1,057,770 100.0%
GAES Colombia SAS Bogota (Colombia) I COP 10,000,000,000 100.0%
Soluciones Audiologicas de Colombia
SAS
Bogota (Colombia) I COP 45,000,000 100.0%
Audiovital S.A. Quito (Ecuador) I USD 430,337 100.0%
Centros Auditivos GAES Mexico sa de cv Ciudad de México
(Mexico)
I MXN 50,000 100.0%
Compañía de Audiologia y Servicios
Medicos sa de cv
Aguascalientes (Mexico) I MXN 43,306,212 66.4%
GAES Panama S.A. Panama (Panama) I PAB 10,000 100.0%
Amplifon Australia Holding Pty Ltd Sydney (Australia) D AUD 392,000,000 100.0%
National Hearing Centres Pty Ltd Sydney (Australia) I AUD 100 100.0%
National Hearing Centres Unit Trust Sydney (Australia) I AUD 0 100.0%
Otohub Unit Trust (on liquidation) Brisbane (Australia) D AUD 0 100.0%
Otohub Australasia Pty Ltd Brisbane (Australia) D AUD 10 100.0%
Amplifon Asia Pacific Pte Limited Singapore (Singapore) I SGD 1,000,000 100.0%
Amplifon NZ Ltd Takapuna (New Zealand) I NZD 130,411,317 100.0%
Bay Audiology Ltd Takapuna (New Zealand) I NZD 0 100.0%
Dilworth Hearing Ltd Auckland (New Zealand) I NZD 0 100.0%
Amplifon India Pvt Ltd Gurgaon (India) I INR 1,230,000,000 100.0%
NHanCe Hearing Care LLP (on
liquidation) (**)
Gurgaon (India) I INR 1,000,000 0.0%
Beijing Cohesion Hearing Science
&Technology Co. Ltd (***)
Běijīng (China) D CNY 2,000,000 100.0%
Tianjin Cohesion Hearing Science
&Technology Co. Ltd (***)
Tianjin (China) I CNY 500,000 100.0%
Shijiazhuang Cohesion Hearing Science
&Technology Co. Ltd (***)
Shijiazhuang (China) I CNY 100,000 100.0%

(*) Medtechnica Ortophone Ltd and its subsidiary Medtechnica Ortophone Shaked Ltd, despite being owned by Amplifon at 80%, are consolidated at 100% without exposure of non-controlling interest due to the put-call option exercisable from 2019 and related to the purchase of the remaining 20%.

(**) Consolidated company because the Amplifon Group has de facto control.

(***) Beijing Cohesion Hearing Science &Technology Co. Ltd. and its subsidiaries (Tianjin Cohesion Hearing Science &Technology Co. Ltd and Shijiazhuang Cohesion Hearing Science &Technology Co. Ltd), despite being owned by Amplifon at 51%, are consolidated at 100% without exposure of non-controlling interest due to the put-call option exercisable from 2022 and related to the purchase of the remaining 49%.

Companies valued using the equity method:

Company name Head office Direct/Indirect
ownership
Currency Share
Capital
% held as at
30/09/2019
Comfoor BV Doesburg (The
Netherlands)
I EUR 18,000 50.0%
Comfoor GmbH Emmerich am Rhein
(Germany)
I EUR 25,000 50.0%
Ruti Levinson Institute Ltd Ramat HaSharon (Israel) I ILS 105 12.0%
Afik - Test Diagnosis & Hearing Aids Ltd Jerusalem (Israel) I ILS 100 12.0%
Lakeside Specialist Centre Ltd Mairangi Bay (New
Zealand)
I NZD 0 50.0%

Declaration of the Executive Responsible for Corporate Accounting Information pursuant to Article 154-bis of Legislative Decree 58/1998 (Consolidated finance act)

The undersigned Gabriele Galli, Chief Financial Officer of the Amplifon Group, as Executive Responsible for Corporate Accounting Information hereby declares that the quarterly report at 30 September 2019 corresponds to the results documented in the books, accounting and other records of the Company.

Milan, 30 October 2019

Executive Responsible for Corporate Accounting Information

Gabriele Galli