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Amplifon — Interim / Quarterly Report 2022
Aug 4, 2022
4030_ir_2022-08-04_ec0d7381-c8dd-4a3d-a6af-c081995a0510.pdf
Interim / Quarterly Report
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| PREFACE 4 |
|---|
| INTERIM MANAGEMENT REPORT AS AT 30 JUNE 2022 5 |
| HIGHLIGHTS 6 |
| MAIN ECONOMIC AND FINANCIAL FIGURES 7 |
| INDICATORS 8 |
| SHAREHOLDER INFORMATION 10 |
| RECLASSIFIED CONSOLIDATED INCOME STATEMENT 12 |
| RECLASSIFIED CONSOLIDATED BALANCE SHEET 15 |
| CONDENSED RECLASSIFIED CONSOLIDATED CASH FLOW STATEMENT 17 |
| INCOME STATEMENT REVIEW 18 |
| BALANCE SHEET REVIEW 35 |
| ACQUISITION OF COMPANIES AND BUSINESSES 45 |
| OUTLOOK 46 |
| CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS AT 30 JUNE 2022 48 |
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION 49 |
| CONSOLIDATED INCOME STATEMENT 51 |
| STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME 52 |
| STATEMENT OF CHANGES IN CONSOLIDATED EQUITY 53 |
| STATEMENT OF CONSOLIDATED CASH FLOWS 55 |
| SUPPLEMENTARY INFORMATION TO THE STATEMENT OF CONSOLIDATED CASH FLOWS 56 |
| NOTES 57 |
| 2. | Impacts of conflict in Ukraine and COVID-19 emergency on the Group's performance | |
|---|---|---|
| and financial position58 | ||
| 3. | Acquisitions and goodwill 59 |
|
| 4. | Intangible fixed assets with finite useful life62 | |
| 5. | Tangible fixed assets 63 |
|
| 6. | Right-of-use assets64 | |
| 7. | Share capital65 | |
| 8. | Net financial position 66 |
|
| 9. | Financial liabilities69 | |
| 10. | Provisions for risk and charges72 | |
| 11. | Lease liabilities 72 |
|
| 12. | Revenues from sales and services73 | |
| 13. | Operating costs, depreciation and impairment, financial income-expenses and taxes73 | |
| 14. | Performance Stock Grant74 | |
| 15. | Discontinued operations76 | |
| 16. | Non-recurring significant events77 | |
| 17. | Earnings (loss) per share 77 |
|
| 18. | Transactions with parents and other related parties 78 |
|
| 19. | Contingent liabilities 79 |
|
| 20. | Financial risk management 79 |
|
| 21. | Translation of foreign companies' financial statements80 | |
| 22. | Segment reporting 81 |
|
| 23. | Accounting policies 86 |
|
| 24. | Subsequent events91 | |
| ANNEXES | 92 | |
| Consolidation scope92 | ||
| Declaration of the Executive Responsible for Corporate Accounting Information pursuant to | ||
| Article 154-bis of Legislative Decree 58/1998 (Consolidated finance act)95 | ||
| INDEPENDENT AUDITOR'S REPORT ON REVIEW OF CONDENSED INTERIM CONSOLIDATED | ||
| FINANCIAL STATEMENTS AS AT 30 JUNE 2022 96 |
||
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 several factors, the majority of which are out of the Group's control.
PREFACE
This Interim Financial Report was prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) endorsed by the European Union and should be read together with the Group's consolidated financial statements as at and for the year ended 31 December 2021 that includes additional information on the risks and uncertainties that could impact the Group's operating results or its financial position.
INTERIM MANAGEMENT REPORT
AS AT 30 JUNE 2022
HIGHLIGHTS
In the first six months of 2022 Amplifon recorded an important increase in revenues, with positive results across all geographies, as well as improved profitability and cash generation. This result was achieved thanks to solid organic growth driven by the effectiveness of the continuous investments made in the business and operating efficiency.
| (€ thousands) | First Half 2022 | First Half 2021 | ||||
|---|---|---|---|---|---|---|
| Recurring | Total | Recurring | Total | |||
| Economic figures: | ||||||
| Revenues from sales and services | 1,037,206 | 1,037,206 | 931,786 | 931,786 | ||
| Gross operating profit (loss) (EBITDA) | 260,117 | 255,088 | 230,741 | 226,449 | ||
| Operating profit (loss) (EBIT) | 142,196 | 137,167 | 123,892 | 119,600 | ||
| Profit (loss) before tax | 124,899 | 119,870 | 109,550 | 105,258 | ||
| Group net profit (loss) | 89,901 | 86,283 | 78,609 | 77,144 |
The first six months of the year closed with:
- turnover of €1,037,206 thousand, an increase of 11.3% compared to the same period of the prior year (+9.1% at constant exchange rates).
- a gross operating margin (EBITDA) of €255,088 thousand, 12.7% higher on a recurring basis compared to the first six months of 2021, with an EBITDA margin of 25.1% (+0.3 p.p. against the comparison period).
- Group net profit of €86,283 thousand, an increase of €9,139 thousand (+11.8%) against the first half of 2021 on a recurring basis.
Net financial debt excluding lease liabilities came to €895,298 thousand, compared to €871,186 thousand at year-end 2021. The Group's ability to generate cash flow was confirmed with free cash flow reaching a positive €107,592 thousand (versus €118,783 thousand in the first six months of the prior year) after absorbing net capital expenditure of €48,004 thousand (€36,580 thousand in the comparison period). This result made it possible to finance cash-outs for acquisitions of €31,049 thousand (€46,526 thousand in the comparison period), continue with the buyback program (€42,872 thousand versus €13,331 thousand in the comparison period) and pay €58,237 thousand in dividends to shareholders (€49,356 thousand in the comparison period).
| (€ thousands) | First Half 2022 | First Half 2021 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | % on revenues recurring |
Recurring | Non recurring |
Total | % on revenues recurring |
Change % on recurring |
|
| Economic figures: | |||||||||
| Revenues from sales and services |
1,037,206 | - | 1,037,206 | 100.0% | 931,786 | - | 931,786 | 100.0% | 11.3% |
| Gross operating profit (loss) (EBITDA) |
260,117 | (5,029) | 255,088 | 25.1% | 230,741 | (4,292) | 226,449 | 24.8% | 12.7% |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
165,431 | (5,029) | 160,402 | 15.9% | 145,108 | (4,292) | 140,816 | 15.6% | 14.0% |
| Operating profit (loss) (EBIT) |
142,196 | (5,029) | 137,167 | 13.7% | 123,892 | (4,292) | 119,600 | 13.3% | 14.8% |
| Profit (loss) before tax | 124,899 | (5,029) | 119,870 | 12.0% | 109,550 | (4,292) | 105,258 | 11.8% | 14.0% |
| Group net profit (loss) | 89,901 | (3,618) | 86,283 | 8.7% | 78,609 | (1,465) | 77,144 | 8.4% | 14.4% |
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change |
|---|---|---|---|
| Financial figures: | |||
| Non-current assets | 2,860,638 | 2,772,581 | 88,057 |
| Net invested capital | 2,349,418 | 2,250,398 | 99,020 |
| Group net equity | 976,277 | 925,178 | 51,099 |
| Total net equity | 978,603 | 927,281 | 51,322 |
| Net financial indebtedness | 895,298 | 871,186 | 24,112 |
| Lease liabilities | 475,518 | 451,931 | 23,587 |
| Total lease liabilities and net financial indebtedness | 1,370,816 | 1,323,118 | 47,698 |
| (€ thousands) | First Half 2022 | First Half 2021 |
|---|---|---|
| Free cash flow | 107,592 | 118,783 |
| Cash flow generated from (absorbed by) business combinations | (31,049) | (46,526) |
| (Purchase) sale of other investments and securities | - | 3,644 |
| Cash flow provided by (used in) financing activities | (100,978) | (62,652) |
| Net cash flow from the period | (24,435) | 13,249 |
| Effect of exchange rate fluctuations on the net financial position | 323 | (61) |
| Effect of discontinued operations on net financial indebtedness | - | (52) |
| Net cash flow from the period with changes for exchange rate fluctuations and discontinued operations |
(24,112) | 13,136 |
- EBITDA is the operating result before charging amortization, depreciation, impairment of both tangible and intangible fixed assets and the right of use depreciation.
- 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.
| 06/30/2022 | 12/31/2021 | 06/30/2021 | |
|---|---|---|---|
| Net financial indebtedness (€ thousands) | 895,298 | 871,186 | 620,529 |
| Lease liabilities (€ thousands) | 475,517 | 451,931 | 426,449 |
| Total lease liabilities & net financial indebtedness (€ thousands) | 1,370,815 | 1,323,117 | 1,046,978 |
| Net equity (€ thousands) | 978,603 | 927,281 | 833,644 |
| Group Net Equity (€ thousands) | 976,277 | 925,178 | 832,602 |
| Net financial indebtedness/Net Equity | 0.91 | 0.94 | 0.74 |
| Net financial indebtedness/Group Net Equity | 0.92 | 0.94 | 0.75 |
| Net financial indebtedness/EBITDA | 1.67 | 1.68 | 1.23 |
| EBITDA/Net financial expenses | 23.09 | 29.13 | 29.09 |
| Earnings per share (EPS) (€) | 0.38474 | 0.70182 | 0.34337 |
| Diluted EPS (€) | 0.37992 | 0.69409 | 0.33947 |
| EPS (€) adjusted for non-recurring transactions and amortization/depreciation related to purchase price allocations to tangible and intangible assets |
0.37992 | 0.92550 | 0.42768 |
| Group Net Equity per share (€) | 4.361 | 4.112 | 3.707 |
| Period-end price (€) | 29.250 | 47.450 | 41.640 |
| Highest price in period (€) | 47.430 | 47.590 | 42.340 |
| Lowest price in period (€) | 25.260 | 29.330 | 29.330 |
| Share price/net equity per share | 6.707 | 11.539 | 11.232 |
| Market capitalization (€ millions) | 6,547,621 | 10,675,36 | 9,371,15 |
| Number of shares outstanding | 223,850,303 | 224,981,270 | 225,051,615 |
INDICATORS
- Net financial indebtedness/net equity is the ratio of net financial indebtedness, excluding lease liabilities and short-term investments not cash equivalents, to total net equity.
- Net financial indebtedness/Group net equity is the ratio of the net financial indebtedness, excluding lease liabilities and short-term investments not cash equivalents, to the Group's net equity.
-
Net financial indebtedness/EBITDA is the ratio of net financial indebtedness, excluding lease liabilities and short-term investments not cash equivalents, 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 period 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 June 2022 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. | 95,604,369 | 42.2% | 59.3% |
| Treasury shares | 2,538,217 | 1.1% | 0.8% |
| Market | 128,246,034 | 56.7% | 39.9% |
| Total | 226,388,620 | 100.0% | 100.0% |
(*) Number of shares related to the share capital registered with the Company registrar on 30 June 2022.
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 its indirect parent.
The shares of the parent Amplifon S.p.A. have been listed on the screen-based stock market Euronext Milano (EXM) since 27 June 2001 and since 10 September 2008 in the STAR segment. Amplifon is also included in the FTSE MIB index and in the Stoxx Europe 600 index.
The chart shows the performance of the Amplifon share price and its trading volumes from 30 December 2021 to 30 June 2022.
Interim Financial Report as at 30 June 2022 > Interim Management Report
As at 30 June 2022 market capitalization was €6,547.6 million.
Dealings in Amplifon shares in the screen-based stock market Euronext Milano (EXM) during the period 30 December 2021– 30 June 2022, showed:
- average daily value: €21,363,690.03;
- average daily volume: €591,959.82 shares;
- total volume traded of 75,178,897 shares, or 33.6% of the total number of shares comprising the share capital, net of treasury shares.
RECLASSIFIED CONSOLIDATED INCOME STATEMENT
| (€ thousands) | First Half 2022 | First Half 2021 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Recurring | Non recurring (*) |
Total | % on recurring |
Recurring | Non recurring (*) |
Total | % on recurring |
Change % on recurring |
|
| Revenues from sales and | - | 100.0% | - | 100.0% | 11.3% | ||||
| services Operating costs |
1,037,206 (780,764) |
(4,978) | 1,037,206 (785,742) |
-75.3% | 931,786 (704,278) |
(4,156) | 931,786 (708,434) |
-75.5% | -10.9% |
| Other income and costs | 3,675 | (51) | 3,624 | 0.4% | 3,233 | (136) | 3,097 | 0.3% | 13.7% |
| Gross operating profit (loss) (EBITDA) |
260,117 | (5,029) | 255,088 | 25.1% | 230,741 | (4,292) | 226,449 | 24.8% | 12.7% |
| Depreciation, amortization and impairment losses on non-current assets |
(41,011) | - | (41,011) | -4.0% | (38,935) | - | (38,935) | -4.2% | -5.3% |
| Right-of-use depreciation | (53,675) | - | (53,675) | -5.2% | (46,698) | - | (46,698) | -5.0% | -14.9% |
| Operating result before the amortization and impairment of PPA related assets (EBITA) |
165,431 | (5,029) | 160,402 | 15.9% | 145,108 | (4,292) | 140,816 | 15.6% | 14.0% |
| PPA related depreciation, amortization and impairment |
(23,235) | - | (23,235) | -2.2% | (21,216) | - | (21,216) | -2.3% | -9.5% |
| Operating profit (loss) (EBIT) | 142,196 | (5,029) | 137,167 | 13.7% | 123,892 | (4,292) | 119,600 | 13.3% | 14.8% |
| Income, expenses, valuation and adjustments of financial assets |
267 | - | 267 | 0.0% | 829 | - | 829 | 0.1% | -67.8% |
| Net financial expenses | (15,837) | - | (15,837) | -1.5% | (14,489) | - | (14,489) | -1.5% | -9.3% |
| Exchange differences, inflation accounting and Fair Value valuation |
(1,727) | - | (1,727) | -0.2% | (682) | - | (682) | -0.1% | -153.2% |
| Profit (loss) before tax | 124,899 | (5,029) | 119,870 | 12.0% | 109,550 | (4,292) | 105,258 | 11.8% | 14.0% |
| Tax | (34,815) | 1,411 | (33,404) | -3.3% | (30,910) | 1,109 | (29,801) | -3.4% | -12.6% |
| Profit (loss) from continuing operations |
90,084 | (3,618) | 86,466 | 8.7% | 78,640 | (3,183) | 75,457 | 8.4% | 14.6% |
| Profit (loss) from discontinued operations |
- | - | - | 0.0% | - | 1,718 | 1,718 | 0.0% | - |
| Net profit (loss) | 90,084 | (3,618) | 86,466 | 8.7% | 78,640 | (1,465) | 77,175 | 8.4% | 14.6% |
| Profit (loss) of minority interests |
183 | - | 183 | 0.0% | 31 | - | 31 | 0.0% | 490.3% |
| Net profit (loss) attributable to the Group |
89,901 | (3,618) | 86,283 | 8.7% | 78,609 | (1,465) | 77,144 | 8.4% | 14.4% |
(*) See table at page 14 for details of non-recurring transactions.
Interim Financial Report as at 30 June 2022 > Interim Management Report
| (€ thousands) | Second Quarter 2022 | Second Quarter 2021 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Recurring | Non recurring (*) |
Total | % on recurring |
Recurring | Non recurring (*) |
Total | % on recurring |
Change % on recurring |
|
| Revenues from sales and services |
541,399 | - | 541,399 | 100.0% | 503,274 | - | 503,274 | 100.0% | 7.6% |
| Operating costs | (396,247) | (1,982) | (398,229) | -73.2% | (369,008) | (1,752) | (370,760) | -73.3% | -7.4% |
| Other income and costs | 2,112 | - | 2,112 | 0.4% | 557 | (136) | 421 | 0.1% | 279.2% |
| Gross operating profit (loss) (EBITDA) |
147,264 | (1,982) | 145,282 | 27.2% | 134,823 | (1,888) | 132,935 | 26.8% | 9.2% |
| Depreciation, amortization and impairment losses on non-current assets |
(20,989) | - | (20,989) | -3.9% | (19,709) | - | (19,709) | -3.9% | -6.5% |
| Right-of-use depreciation | (27,558) | - | (27,558) | -5.1% | (23,513) | - | (23,513) | -4.7% | -17.2% |
| Operating result before the amortization and impairment of PPA related assets (EBITA) |
98,717 | (1,982) | 96,735 | 18.2% | 91,601 | (1,888) | 89,713 | 18.2% | 7.8% |
| PPA related depreciation, amortization and impairment |
(11,725) | - | (11,725) | -2.1% | (10,657) | - | (10,657) | -2.1% | -10.0% |
| Operating profit (loss) (EBIT) | 86,992 | (1,982) | 85,010 | 16.1% | 80,944 | (1,888) | 79,056 | 16.1% | 7.5% |
| Income, expenses, valuation and adjustments of financial assets |
218 | - | 218 | 0.0% | 842 | - | 842 | 0.2% | -74.1% |
| Net financial expenses | (7,993) | - | (7,993) | -1.4% | (7,327) | - | (7,327) | -1.5% | -9.1% |
| Exchange differences, inflation accounting and Fair Value valuation |
(1,079) | - | (1,079) | -0.2% | (343) | - | (343) | -0.1% | -214.6% |
| Profit (loss) before tax | 78,138 | (1,982) | 76,156 | 14.5% | 74,116 | (1,888) | 72,228 | 14.7% | 5.4% |
| Tax | (20,934) | 558 | (20,376) | -3.9% | (19,921) | 464 | (19,457) | -3.9% | -5.1% |
| Profit (loss) from continuing operations |
57,204 | (1,424) | 55,780 | 10.6% | 54,195 | (1,424) | 52,771 | 10.8% | 5.6% |
| Profit (loss) from discontinued operations |
- | - | - | 0.0% | - | 1,106 | 1,106 | 0.0% | - |
| Net profit (loss) | 57,204 | (1,424) | 55,780 | 10.6% | 54,195 | (318) | 53,877 | 10.8% | 5.6% |
| Profit (loss) of minority interests |
183 | - | 183 | 0.0% | 7 | - | 7 | 0.0% | 2514.3% |
| Net profit (loss) attributable to the Group |
57,021 | (1,424) | 55,597 | 10.6% | 54,188 | (318) | 53,870 | 10.8% | 5.2% |
(*) See table at page 14 for details of non-recurring transactions.
The details of the non-recurring transactions, included in the previous tables, are shown below. More in detail, in addition to the costs stemming from the Bay Audio integration for €2,347 thousand, costs of €1,682 thousand were incurred for the second phase of the GAES integration and a €1 million for donation was made to UNHCR to help Ukraine.
| (€ thousands) | H1 2022 | H1 2021 |
|---|---|---|
| BAY AUDIO integration costs | (2,347) | - |
| GAES integration costs | (1,682) | (2,666) |
| Donations to UNHCR for emergency in Ukraine | (1,000) | - |
| Amplifon S.p.A restructuring costs | - | (1,626) |
| Impact of the non-recurring items on EBITDA | (5,029) | (4,292) |
| Impact of the non-recurring items on EBIT | (5,029) | (4,292) |
| Impact of the non-recurring items on profit before tax | (5,029) | (4,292) |
| Impact of the above items on the tax burden for the period | 1,411 | 1,109 |
| Impact of the non-recurring items on profit from continued operations in the period | (3,618) | (3,183) |
| Profit (loss) from discontinued operations | - | 1,718 |
| Impact of the non-recurring items on net profit | (3,618) | (1,465) |
| (€ thousands) | Q2 2022 | Q1 2021 |
|---|---|---|
| BAY AUDIO integration costs | (1,347) | - |
| GAES integration costs | (635) | (1,230) |
| Donations to UNHCR for emergency in Ukraine | - | - |
| Amplifon S.p.A restructuring costs | - | (658) |
| Impact of the non-recurring items on EBITDA | (1,982) | (1,888) |
| Impact of the non-recurring items on EBIT | (1,982) | (1,888) |
| Impact of the non-recurring items on profit before tax | (1,982) | (1,888) |
| Impact of the above items on the tax burden for the period | 558 | 464 |
| Impact of the non-recurring items on profit from continued operations in the period | (1,424) | 1,424 |
| Profit (loss) from discontinued operations | - | 1,106 |
| Impact of the non-recurring items on net profit | (1,424) | (318) |
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) | 06/30/2022 | 12/31/2021 | Change |
|---|---|---|---|
| Goodwill | 1,743,543 | 1,681,470 | 62,073 |
| Customer lists, non-compete agreements, trademarks and location rights | 277,280 | 284,592 | (7,312) |
| Software, licenses, other int.ass., wip and advances | 134,902 | 129,938 | 4,964 |
| Tangible assets | 194,591 | 186,845 | 7,746 |
| Right of use assets | 458,442 | 437,377 | 21,065 |
| Fixed financial assets (1) | 10,378 | 11,923 | (1,545) |
| Other non-current financial assets (1) | 41,502 | 40,436 | 1,066 |
| Total fixed assets | 2,860,638 | 2,772,581 | 88,057 |
| Inventories | 67,271 | 62,570 | 4,701 |
| Trade receivables | 179,178 | 168,680 | 10,498 |
| Other receivables | 103,140 | 96,761 | 6,379 |
| Current assets (A) | 349,589 | 328,011 | 21,578 |
| Total assets | 3,210,227 | 3,100,592 | 109,635 |
| Trade payables | (294,632) | (242,507) | (52,125) |
| Other payables (2) | (355,470) | (377,394) | 21,924 |
| Provisions for risks (current portion) | (2,155) | (3,282) | 1,127 |
| Short term liabilities (B) | (652,257) | (623,183) | (29,074) |
| Net working capital (A) - (B) | (302,668) | (295,172) | (7,496) |
| Derivative instruments (3) | 11,148 | (3,447) | 14,595 |
| Deferred tax assets | 94,716 | 85,185 | 9,531 |
| Deferred tax liabilities | (117,902) | (105,191) | (12,711) |
| Provisions for risks (non-current portion) | (24,368) | (29,079) | 4,711 |
| Employee benefits (non-current portion) | (12,719) | (20,763) | 8,044 |
| Loan fees (4) | 6,005 | 7,017 | (1,012) |
| Other long-term payables | (165,432) | (160,733) | (4,699) |
| NET INVESTED CAPITAL | 2,349,418 | 2,250,398 | 99,020 |
| Shareholders' equity | 976,277 | 925,178 | 51,099 |
| Third parties' equity | 2,326 | 2,103 | 223 |
| Net equity | 978,603 | 927,281 | 51,322 |
| Long term net financial debt (4) | 950,058 | 1,023,780 | (73,722) |
| Short term net financial debt (4) | (54,760) | (152,594) | 97,834 |
| Total net financial debt | 895,298 | 871,186 | 24,112 |
| Lease liabilities | 475,517 | 451,931 | 23,586 |
| Total lease liabilities & net financial debt | 1,370,815 | 1,323,117 | 47,698 |
| NET EQUITY, LEASE LIABILITIES AND NET FINANCIAL DEBT | 2,349,418 | 2,250,398 | 99,020 |
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 instruments" 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. The cash flow shown below includes discontinued activities impacts, for further details see
paragraph "Cash flow statement".
| (€ thousands) | First Half 2022 | First Half 2021 |
|---|---|---|
| EBIT | 137,167 | 121,554 |
| Amortization, depreciation and write-downs | 117,921 | 106,861 |
| Provisions, other non-monetary items and gain/losses from disposals | 7,817 | 6,577 |
| Net financial expenses | (13,850) | (13,543) |
| Taxes paid | (25,060) | (30,931) |
| Changes in net working capital | (16,183) | 10,702 |
| Cash flow provided by (used in) operating activities before repayment of lease liabilities |
207,812 | 201,220 |
| Repayment of lease liabilities | (52,216) | (45,857) |
| Cash flow provided by (used in) operating activities (A) | 155,596 | 155,363 |
| Cash flow provided by (used in) operating investing activities (B) | (48,004) | (36,580) |
| Free Cash Flow (A) + (B) | 107,592 | 118,783 |
| Net cash flow provided by (used in) acquisitions (C) | (31,049) | (46,526) |
| (Purchase) sale of other investment and securities (D) | - | 3,644 |
| Cash flow provided by (used in) investing activities (B+C+D) | (79,053) | (79,462) |
| Cash flow provided by (used in) operating activities and investing activities | 76,543 | 75,901 |
| Dividends | (58,237) | (49,356) |
| Treasury Shares | (42,872) | (13,331) |
| Capital increases, third parties' contributions and dividends paid by subsidiaries to third parties |
(67) | (119) |
| Hedging instruments and other changes in non-current assets | 198 | 154 |
| Net cash flow from the period | (24,435) | 13,249 |
| Net financial indebtedness at the beginning of the period | (871,186) | (633,665) |
|---|---|---|
| Effect of exchange rate fluctuations on net financial indebtedness | 323 | (61) |
| Effect of discontinued operations on net financial indebtedness | - | (52) |
| Changes in net indebtedness | (24,435) | 13,249 |
| Net financial indebtedness at the end of the period | (895,298) | (620,529) |
The impact of non-recurring transactions on free cash flow in the period is shown in the following table.
| (€ thousands) | First Half 2022 | First Half 2021 |
|---|---|---|
| Free cash flow | 107,592 | 118,783 |
| Free cash flow generated by non-recurring transactions (see page 44 for details) | (4,141) | (3,731) |
| Free cash flow generated by recurring transactions | 111,733 | 122,514 |
INCOME STATEMENT REVIEW
Consolidated income statement by segment and geographic area
| (€ thousands) | First Half 2022 | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | |
| Revenues from sales and services | 704,649 | 180,790 | 151,493 | 274 | 1,037,206 |
| Operating costs | (499,672) | (131,683) | (114,165) | (40,222) | (785,742) |
| Other income and costs | 3,195 | (559) | 193 | 795 | 3,624 |
| Gross operating profit (loss) (EBITDA) | 208,172 | 48,548 | 37,521 | (39,153) | 255,088 |
| Depreciation, amortization and impairment of non-current assets |
(19,868) | (5,457) | (6,584) | (9,102) | (41,011) |
| Right-of-use depreciation | (37,548) | (3,716) | (11,280) | (1,131) | (53,675) |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
150,756 | 39,375 | 19,657 | (49,386) | 160,402 |
| PPA related depreciation, amortization and impairment |
(15,466) | (1,632) | (6,096) | (41) | (23,235) |
| Operating profit (loss) (EBIT) | 135,290 | 37,743 | 13,561 | (49,427) | 137,167 |
| Income, expenses, revaluation and adjustments of financial assets |
267 | ||||
| Net financial expenses | (15,837) | ||||
| Exchange differences, inflation accounting and Fair Value valuation |
(1,727) | ||||
| Profit (loss) before tax | 119,870 | ||||
| Tax | (33,404) | ||||
| Profit (loss) from continuing operations | 86,466 | ||||
| Profit (loss) from discontinued operations | - | ||||
| Net profit (loss) | 86,466 | ||||
| Profit (loss) of minority interests | 183 | ||||
| Net profit (loss) attributable to the Group | 86,283 |
| (€ thousands) | First Half 2022 – Only recurring operations | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | |
| Revenues from sales and services | 704,649 | 180,790 | 151,493 | 274 | 1,037,206 |
| Gross operating profit (loss) (EBITDA) | 209,854 | 48,548 | 39,868 | (38,153) | 260,117 |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
152,437 | 39,375 | 22,005 | (48,386) | 165,431 |
| Operating profit (loss) (EBIT) | 136,972 | 37,743 | 15,908 | (48,427) | 142,196 |
| Profit (loss) before tax | - | - | - | - | 124,899 |
| Profit (loss) from continuing operations | - | - | - | - | 90,084 |
| Net profit (loss) attributable to the Group | 89,901 |
| (€ thousands) | First Half 2021 | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | |
| Revenues from sales and services | 673,954 | 144,592 | 113,240 | - | 931,786 |
| Operating costs | (484,648) | (106,735) | (79,189) | (37,862) | (708,434) |
| Other income and costs | 3,129 | 41 | (385) | 312 | 3,097 |
| Gross operating profit (loss) (EBITDA) | 192,435 | 37,898 | 33,666 | (37,550) | 226,449 |
| Depreciation, amortization and impairment of non-current assets |
(20,774) | (5,851) | (5,209) | (7,101) | (38,935) |
| Right-of-use depreciation | (37,067) | (3,055) | (6,155) | (421) | (46,698) |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
134,594 | 28,992 | 22,302 | (45,072) | 140,816 |
| PPA related depreciation, amortization and impairment |
(16,361) | (1,479) | (3,376) | - | (21,216) |
| Operating profit (loss) (EBIT) | 118,233 | 27,513 | 18,926 | (45,072) | 119,600 |
| Income, expenses, revaluation and adjustments of financial assets |
829 | ||||
| Net financial expenses | (14,489) | ||||
| Exchange differences, inflation accounting and Fair Value valuation |
(682) | ||||
| Profit (loss) before tax | 105,258 | ||||
| Tax | (29,801) | ||||
| Profit (loss) from continuing operations | 75,457 | ||||
| Profit (loss) from discontinued operations | 1,718 | ||||
| Net profit (loss) | 77,175 | ||||
| Profit (loss) of minority interests | 31 | ||||
| Net profit (loss) attributable to the Group | 77,144 |
| (€ thousands) | First Half 2021 – Only recurring operations | |||||
|---|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | ||
| Revenues from sales and services | 673,954 | 144,592 | 113,240 | - | 931,786 | |
| Gross operating profit (loss) (EBITDA) | 195,297 | 37,898 | 33,666 | (36,120) | 230,741 | |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
137,456 | 28,992 | 22,303 | (43,643) | 145,108 | |
| Operating profit (loss) (EBIT) | 121,096 | 27,513 | 18,926 | (43,643) | 123,892 | |
| Profit (loss) before tax | 109,550 | |||||
| Profit (loss) from continuing operations | 78,640 | |||||
| Net profit (loss) attributable to the Group | 78,609 |
| (€ thousands) | Second Quarter 2022 | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | |
| Revenues from sales and services | 364,478 | 96,769 | 80,031 | 121 | 541,399 |
| Operating costs | (250,927) | (68,326) | (61,075) | (17,901) | (398,229) |
| Other income and costs | 2,212 | (565) | 234 | 231 | 2,112 |
| Gross operating profit (loss) (EBITDA) | 115,763 | 27,878 | 19,190 | (17,549) | 145,282 |
| Depreciation, amortization and impairment of non-current assets |
(10,132) | (3,021) | (3,137) | (4,699) | (20,989) |
| Right-of-use depreciation | (18,894) | (1,818) | (6,274) | (572) | (27,558) |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
86,737 | 23,039 | 9,779 | (22,820) | 96,735 |
| PPA related depreciation, amortization and impairment |
(7,762) | (879) | (3,065) | (19) | (11,725) |
| Operating profit (loss) (EBIT) | 78,975 | 22,160 | 6,714 | (22,839) | 85,010 |
| Income, expenses, revaluation and adjustments of financial assets |
(218) | ||||
| Net financial expenses | (7,993) | ||||
| Exchange differences, inflation accounting and Fair Value valuation |
(1,079) | ||||
| Profit (loss) before tax | 76,156 | ||||
| Tax | (20,376) | ||||
| Profit (loss) from continuing operations | 55,780 | ||||
| Profit (loss) from discontinued operations | - | ||||
| Net profit (loss) | 55,780 | ||||
| Profit (loss) of minority interests | 183 | ||||
| Net profit (loss) attributable to the Group | 55,597 |
| (€ thousands) | Second Quarter 2022 – Only recurring operations | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | |
| Revenues from sales and services | 364,478 | 96,769 | 80,031 | 121 | 541,399 |
| Gross operating profit (loss) (EBITDA) | 116,398 | 27,878 | 20,537 | (17,549) | 147,264 |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
87,372 | 23,038 | 11,126 | (22,819) | 98,717 |
| Operating profit (loss) (EBIT) | 79,610 | 22,160 | 8,061 | (22,839) | 86,992 |
| Profit (loss) before tax | - | - | - | - | 78,138 |
| Profit (loss) from continuing operations | 57,204 | ||||
| Net profit (loss) attributable to the Group | - | - | - | - | 57,021 |
| (€ thousands) | Second Quarter 2021 | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | |
| Revenues from sales and services | 362,870 | 79,811 | 60,593 | - | 503,274 |
| Operating costs | (252,235) | (57,577) | (42,565) | (18,383) | (370,760) |
| Other income and costs | 405 | (24) | (254) | 294 | 421 |
| Gross operating profit (loss) (EBITDA) | 111,040 | 22,210 | 17,774 | (18,089) | 132,935 |
| Depreciation, amortization and impairment of non-current assets |
(10,259) | (2,877) | (2,627) | (3,946) | (19,709) |
| Right-of-use depreciation | (18,608) | (1,492) | (3,109) | (304) | (23,513) |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
82,173 | 17,841 | 12,038 | (22,339) | 89,713 |
| PPA related depreciation, amortization and impairment |
(8,281) | (691) | (1,685) | - | (10,657) |
| Operating profit (loss) (EBIT) | 73,892 | 17,150 | 10,353 | (22,339) | 79,056 |
| Income, expenses, revaluation and adjustments of financial assets |
842 | ||||
| Net financial expenses | (7,327) | ||||
| Exchange differences, inflation accounting and Fair Value valuation |
(343) | ||||
| Profit (loss) before tax | 72,228 | ||||
| Tax | (19,457) | ||||
| Profit (loss) from continuing operations | 52,771 | ||||
| Profit (loss) from discontinued operations | 1,106 | ||||
| Net profit (loss) | 53,877 | ||||
| Profit (loss) of minority interests | 7 | ||||
| Net profit (loss) attributable to the Group | 53,870 |
| (€ thousands) | Second Quarter 2021 – Only recurring operations | |||||
|---|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | ||
| Revenues from sales and services | 362,870 | 79,811 | 60,593 | - | 503,274 | |
| Gross operating profit (loss) (EBITDA) | 112,464 | 22,210 | 17,774 | (17,625) | 134,823 | |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
83,597 | 17,842 | 12,038 | (21,876) | 91,601 | |
| Operating profit (loss) (EBIT) | 75,316 | 17,150 | 10,354 | (21,876) | 80,944 | |
| Profit (loss) before tax | 74,116 | |||||
| Profit (loss) from continuing operations | 54,195 | |||||
| Net profit (loss) attributable to the Group | 54,188 |
Revenues from sales and services
| (€ thousands) | First Half 2022 | First Half 2021 | Change | Change % |
|---|---|---|---|---|
| Revenues from sales and services |
1,037,206 | 931,786 | 105,420 | 11.3% |
| (€ thousands) | Second Quarter 2022 | Second Quarter 2021 | Change | Change % |
| Revenues from sales and services |
541,399 | 503,274 | 38,125 | 7.6% |
Consolidated revenues from sales and services amounted to €1,037,206 thousand in the first six months of 2022, an increase of €105,420 thousand (+11.3%) compared to the same period of the prior year.
The increase against the first half of 2021 is explained for €40,196 thousand (+4.3%) by organic growth and for €45,103 thousand (+4.8%) by acquisitions. The foreign exchange effect was positive for €20,121 thousand (+2.2%).
The performance was positive across all regions: EMEA recorded a slight increase compared to prior period; in the AMERICAS, USA reported an excellent performance boosted by organic growth, as well as a double-digit growth in revenues; the revenue growth reported in APAC was fueled mainly by the consolidation of the revenues generated by Bay Audio Ltd., acquired in the fourth quarter of 2021.
In the second quarter alone, consolidated revenues from sales and services were €38,125 thousand (+7.6%) higher than in the comparison period, coming in at €541,399 thousand. The increase against the second quarter of 2021 is explained for €2,499 thousand (+0.5%) by organic growth and for €22,672 thousand (+4.5%) by acquisitions. The exchange effect was positive for €12,954 thousand (+2.6%).
The following table shows the breakdown of revenues from sales and services by Region.
| Change % | ||||||||
|---|---|---|---|---|---|---|---|---|
| % on | in local | |||||||
| (€ thousands) | H1 2022 | % on Total | H1 2021 | Total | Change | Change % | Exchange diff. | currency |
| EMEA | 704,649 | 67.9% | 673,954 | 72.3% | 30,695 | 4.6% | 2,900 | 4.1% |
| Americas | 180,790 | 17.4% | 144,592 | 15.5% | 36,198 | 25.0% | 13,512 | 15.7% |
| Asia Pacific | 151,493 | 14.7% | 113,240 | 12.2% | 38,253 | 33.8% | 3,709 | 30.6% |
| Corporate | 274 | 0.0% | - | 0.0% | 274 | 0.0% | - | 0.0% |
| Total | 1,037,206 | 100.0% | 931,786 | 100.0% | 105,420 | 11.3% | 20,121 | 9.1% |
Europe, Middle-East and Africa
| Period (€ thousands) | 2022 | 2021 | Change | Change % |
|---|---|---|---|---|
| I quarter | 340,171 | 311,084 | 29,087 | 9.4% |
| II quarter | 364,478 | 362,870 | 1,608 | 0.4% |
| I Half Year | 704,649 | 673,954 | 30,695 | 4.6% |
Consolidated revenues from sales and services amounted to €704,649 thousand in the first six months of 2022, an increase of €30,695 thousand (+4.6%) compared to the same period of the prior year, of which €23,310 thousand is attributable to organic growth (+3.5%).
The contribution of acquisitions was positive for €4,485 thousand (+0.7%) and the foreign exchange effect was positive for €2,900 thousand (+0.4%).
A significant growth was recorded in Spain, Portugal, the UK and the Netherlands. France performance was impacted by an anticipated contraction due to the significant structural growth posted in 2021 for the regulatory reform.
In the second quarter alone, consolidated revenues from sales and services amounted to €364,478 thousand, €1,608 thousand (+0.4%) higher than in the comparison period. The difference is explained for €1,788 thousand (+ 0.5%) by the positive contribution of acquisitions while organic growth was negative by €1,435 thousand (-0.4%). The foreign exchange effect was positive for €1,255 thousand (+0.3%).
Americas
| Period (€ thousands) | 2022 | 2021 | Change | Change % |
|---|---|---|---|---|
| I quarter | 84,021 | 64,781 | 19,240 | 29.7% |
| II quarter | 96,769 | 79,811 | 16,958 | 21.2% |
| I Half Year | 180,790 | 144,592 | 36,198 | 25.0% |
Consolidated revenues from sales and services amounted to €180,790 thousand in the first six months of 2022, an increase of €36,198 thousand (+25.0%).
The increase against the first half of 2021 is explained for €18,709 thousand (+12.9%) by organic growth, driven mainly by the outstanding performance of Miracle-Ear. Acquisitions contributed €3,977 thousand (+2.8%), while the foreign exchange effect was positive for €13,512 thousand (+9.3%).
In addition to the excellent performance reported in the United States, there was also significant growth in Latin America.
In the second quarter alone, consolidated revenues from sales and services amounted to €96,769 thousand, €16,958 thousand (+21.2%) higher than in the comparison period. The increase against the second quarter of 2021 is explained for €6,017 thousand (+7.5%) by organic growth, for €2,049 thousand (+2.6%) by acquisitions, and for €8,892 thousand (+11.1%) by a positive foreign exchange effect.
Asia Pacific
| Period (€ thousands) | 2022 | 2021 | Change | Change % |
|---|---|---|---|---|
| I quarter | 71,462 | 52,647 | 18,815 | 35.7% |
| II quarter | 80,031 | 60,593 | 19,438 | 32.1% |
| I Half Year | 151,493 | 113,240 | 38,253 | 33.8% |
Consolidated revenues from sales and services amounted to €151,493 thousand in the first six months of 2022, an increase of €38,253 thousand (+33.8%) compared to the first half of 2021, explained mainly by acquisitions which contributed €36,367 thousand (+32.1%). The foreign exchange effect was positive for €3,709 thousand (+3.3%) and organic growth was negative for €1,823 thousand (-1.6%).
In the second quarter alone, consolidated revenues from sales and services rose €19,438 thousand (+32.1%) to €80,031 thousand as a result of contribution made by acquisitions (€18,714 thousand), a negative organic growth for €2,083 thousand (-3.4%) and the foreign exchange effect which was positive for €2,807 thousand (+4.6%).
Gross operating profit (EBITDA)
| (€ thousands) | First Half 2022 | |||||
|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Gross operating profit (loss) (EBITDA) | 260,117 | (5,029) | 255,088 | 230,741 | (4,292) | 226,449 |
| (€ thousands) | Second Quarter 2022 | Second Quarter 2021 | |||||
|---|---|---|---|---|---|---|---|
| Non Recurring recurring |
Total | Recurring | Non recurring |
Total | |||
| Gross operating profit (loss) (EBITDA) | 147,264 | (1,982) | 145,282 | 134,823 | (1,888) | 132,935 |
Gross operating profit (EBITDA) amounted to €255,088 thousand in the first six months of 2022, an increase of €28,639 thousand (+12.6%) with respect to the comparison period. The EBITDA margin came to 24.6%, 0.3 p.p. higher than in the comparison period.
Non-recurring expenses of €5,029 thousand were incurred during the reporting period explained for €2,347 thousand by the integration of Bay Audio, for €1,682 thousand by the second phase of the GAES integration, for €1,000 thousand by the donation made to UNHCR to help Ukraine.
In the first six months of 2021 non-recurring expenses of €4,292 thousand were also incurred. Net of these items, EBITDA would have been €29,376 thousand (+12.7%) higher than in the first six months of 2021 with an increase in the EBITDA margin of +0.3 p.p.
In the second quarter alone, EBITDA amounted to €145,282 thousand (with an EBITDA margin of 26.8%), an increase against the comparison period of €12,347 thousand (+9.3%). The EBITDA margin was +0.4 p.p. higher.
Non-recurring expenses of €1,982 thousand were incurred in the quarter explained for €1,347 thousand by the integration of Bay Audio and for €635 thousand by the second phase of the GAES integration.
The second quarter of 2021 was also impacted by non-recurring expenses of € 1,888 thousand. Net of these items, recurring EBITDA would have been €12,441 thousand (+9.2%) higher than in the second quarter of 2021 with a +0.4 p.p. increase in the EBITDA margin.
(€ thousands) H1 2022 EBITDA Margin H1 2021 EBITDA Margin Change Change % EMEA 208,172 29.5% 192,435 28.6% 15,737 8.2% Americas 48,548 26.9% 37,898 26.2% 10,650 28.1% Asia Pacific 37,521 24.8% 33,666 29.7% 3,855 11.5% Corporate (*) (39,153) -3.8% (37,550) -4.0% (1,603) 4.3% Total 255,088 24.6% 226,449 24.3% 28,639 12.6%
The breakdown of EBITDA by region is shown below.
| (€ thousands) | Q2 2022 | EBITDA Margin |
Q2 2021 | EBITDA Margin |
Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 115,763 | 31.8% | 111,040 | 30.6% | 4,723 | 4.3% |
| Americas | 27,878 | 28.8% | 22,210 | 27.8% | 5,668 | 25.5% |
| Asia Pacific | 19,190 | 24.0% | 17,774 | 29.3% | 1,416 | 8.0% |
| Corporate (*) | (17,549) | -3.2% | (18,089) | -3.6% | 540 | -3.0% |
| Total | 145,282 | 26.8% | 132,935 | 26.4% | 12,347 | 9.3% |
(*) 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) | H1 2022 | EBITDA Margin |
H1 2021 | EBITDA Margin |
Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 209,854 | 29.8% | 195,297 | 29.0% | 14,557 | 7.5% |
| Americas | 48,548 | 26.9% | 37,898 | 26.2% | 10,650 | 28.1% |
| Asia Pacific | 39,868 | 26.3% | 33,666 | 29.7% | 6,202 | 18.4% |
| Corporate (*) | (38,153) | -3.7% | (36,120) | -3.9% | (2,033) | 5.6% |
| Total | 260,117 | 25.1% | 230,741 | 24.8% | 29,376 | 12.7% |
| EBITDA | EBITDA | |||||
|---|---|---|---|---|---|---|
| (€ thousands) | Q2 2022 | Margin | Q2 2021 | Margin | Change | Change % |
| EMEA | 116,398 | 31.9% | 112,464 | 31.0% | 3,934 | 3.5% |
| Americas | 27,878 | 28.8% | 22,210 | 27.8% | 5,668 | 25.5% |
| Asia Pacific | 20,537 | 25.7% | 17,774 | 29.3% | 2,763 | 15.5% |
| Corporate (*) | (17,549) | -3.2% | (17,625) | -3.5% | 76 | -0.4% |
| Total | 147,264 | 27.2% | 134,823 | 26.8% | 12,441 | 9.2% |
(*) Centralized costs are shown as a percentage of the Group's total sales.
Europe, Middle-East and Africa
Gross operating profit (EBITDA) amounted to €208,172 thousand in the first six months of 2022, an increase of €15,737 thousand (+8.2%) with respect to the comparison period. The EBITDA margin came to 29.5%, 0,9 p.p. higher than in the first half of 2021.
The result for the first half reflects non-recurring expenses of €1,682 thousand attributable to the second phase of the GAES integration. Non-recurring expenses of €2,862 thousand were also incurred in the first six months of 2021. Net of this item, EBITDA would have been €14,557 thousand (+7.5%) higher than in the first six months of 2021 with the EBITDA margin up +0.8 p.p.
In the second quarter alone, EBITDA amounted to €115,763 thousand, an increase against the comparison period of €4,723 thousand (+4.3%). At 31.8% the EBITDA margin was 1.2 p.p. higher than in the comparison quarter.
The result for the quarter reflects non-recurring expenses of €635 thousand attributable to the second phase of the GAES integration.
The second quarter of 2021 was also impacted by non-recurring expenses of €1,424 thousand. Net of these items, recurring EBITDA would have been €3,934 thousand (+3.5%) higher than in the second quarter of 2021 with the EBITDA margin up +0.9 p.p.
Americas
Gross operating profit (EBITDA) amounted to €48,548 thousand in the first six months of 2022, an increase of €10,650 thousand (+28.1%) with respect to the comparison period. The EBITDA margin came to 26.9%, 0.7 p.p. higher than in the first half of 2021.
In the second quarter alone, EBITDA amounted to €27,878 an increase against the comparison period of €5,668 thousand (+25.5%). The EBITDA margin was 1.0 p.p. higher than in the comparison period, coming in at 28.8%.
Asia Pacific
Gross operating profit (EBITDA) amounted to €37,521 thousand in the first six months of 2022, an increase of €3,855 thousand (+11.5%) with respect to the comparison period. The EBITDA margin came to 24.8%, 4.9 p.p. lower than in the first half of 2021.
The result reflects non-recurring expenses of €2,347 thousand attributable to the integration of Bay Audio. Net of this item, EBITDA would have been €6,202 thousand (+18.4%) higher than in the first six months of 2021 with the EBITDA margin down 3.4 p.p.
In the second quarter alone, EBITDA amounted to €19,190 thousand, an increase against the comparison period of €1,416 thousand (+8.0%).
The EBITDA margin came to 24.0%, 5.3 p.p. lower than in the comparison period.
The result for the reporting period reflects non-recurring expenses of €1,347 thousand relating to the Bay Audio integration. Net of this item, EBITDA would have been €2,763 thousand (+15.5%) higher than in the second quarter of 2021 with the EBITDA margin down 3.6 p.p.
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 €39,153 thousand in the first six months of 2022 (-3.8% of the revenues generated by the Group's sales and services), a change of €1,603 thousand (+4.3%) with respect to the same period of the prior year.
The result for the reporting period reflects non-recurring corporate costs of €1,000 thousand explained by the donation made to UNHCR to help Ukraine. In the first six months of 2021 nonrecurring expenses of €1,430 thousand were also incurred
Net of these items, costs would have been €2,033 thousand (5.6%) higher than in the first six months of 2021 and the margin would have been 0.2 p.p. higher
In the second quarter alone, the corporate costs amounted to €17,549 thousand (-3.2% of the revenues generated by the Group's sales and services), €540 thousand (-3.0%) lower than in the second quarter of 2021.
The result for the comparison quarter was impacted for €464 thousand by non-recurring expenses relating to the corporate restructuring of Amplifon S.p.A.
Net of this item, the costs would have been €76 thousand lower (-0.4%) than in the second quarter of 2021 and the margin would have been +0,3 p.p. higher.
Operating Profit (EBIT)
| (€ thousands) | First Half 2022 | First Half 2021 | ||||
|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Operating profit (loss) (EBIT) | 142,196 | (5,029) | 137,167 | 123,892 | (4,292) | 119,600 |
| (€ thousands) | Second Quarter 2022 | Second Quarter 2021 | ||||
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Operating profit (loss) (EBIT) | 86,992 | (1,982) | 85,010 | 80,944 | (1,888) | 79,056 |
Operating profit (EBIT) amounted to €137,167 thousand in the first six months of 2022, an increase of €17,567 thousand (+14.7%) with respect to the comparison period.
The EBIT margin came to 13.2%, an increase of 0.4 p.p. against the comparison period.
The result was impacted for €5,029 thousand by the same non-recurring expenses described in the section on EBITDA. The first six months of 2021 were also impacted by the non-recurring expenses described above in the section on EBITDA. Net of these items, EBIT would have been €18,304 thousand higher (+14.8%) compared to the first six months of 2021, with the EBIT margin rising +0.4 p.p.
With respect to the gross operating profit (EBITDA), EBIT was also impacted by higher depreciation and amortization as a result of the opening of new stores, investments in IT systems, as well as higher amortization for right-of-use assets.
In the second quarter alone, operating profit (EBIT) amounted to €85,010 thousand (15.7% of revenues from sales and services), an increase against the comparison period of €5.954 thousand (+7.5%).
The EBIT margin came to 15.7%, in line with the same period of 2021.
The result was impacted for €1,982 thousand by the same non-recurring expenses described in the section on EBITDA. The second quarter of 2021 was impacted by non-recurring expenses described in the section on EBITDA.
Net of this item, recurring EBIT would have been €6,048 thousand higher (+7.5%) compared to the second quarter of 2021, with the EBIT margin in line with the prior quarter.
| (€ thousands) | H1 2022 | EBIT Margin | H1 2021 | EBIT Margin | Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 135,290 | 19.2% | 118,233 | 17.5% | 17,057 | 14.4% |
| Americas | 37,743 | 20.9% | 27,513 | 19.0% | 10,230 | 37.2% |
| Asia Pacific | 13,561 | 9.0% | 18,926 | 16.7% | (5,365) | -28.3% |
| Corporate (*) | (49,427) | -4.8% | (45,072) | -4.8% | (4,355) | 9.7% |
| Total | 137,167 | 13.2% | 119,600 | 12.8% | 17,567 | 14.7% |
| (€ thousands) | Q2 2022 | EBIT Margin | Q2 2021 | EBIT Margin | Change | Change % |
| EMEA | 78,975 | 21.7% | 73,892 | 20.4% | 5,083 | 6.9% |
| Americas | 22,160 | 22.9% | 17,150 | 21.5% | 5,010 | 29.2% |
| Asia Pacific | 6,714 | 8.4% | 10,353 | 17.1% | (3,639) | -35.1% |
| (22,839) | -4.2% | (22,339) | -4.4% | (500) | 2.2% | |
| Corporate (*) | ||||||
| Total | 85,010 | 15.7% | 79,056 | 15.7% | 5,954 | 7.5% |
The breakdown of EBIT by segment is shown below.
The following table shows the breakdown of EBIT by segment with reference to the recurring transactions:
| (€ thousands) | H1 2022 | EBIT Margin | H1 2021 | EBIT Margin | Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 136,972 | 19.4% | 121,096 | 18.0% | 15,876 | 13.1% |
| Americas | 37,743 | 20.9% | 27,513 | 19.0% | 10,230 | 37.2% |
| Asia Pacific | 15,908 | 10.5% | 18,926 | 16.7% | (3,018) | -15.9% |
| Corporate (*) | (48,427) | -4.7% | (43,643) | -4.7% | (4,784) | 11.0% |
| Total | 142,196 | 13.7% | 123,892 | 13.3% | 18,304 | 14.8% |
| (€ thousands) | Q2 2022 | EBIT Margin | Q2 2021 | EBIT Margin | Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 79,610 | 21.8% | 75,316 | 20.8% | 4,294 | 5.7% |
| Americas | 22,160 | 22.9% | 17,150 | 21.5% | 5,010 | 29.2% |
| Asia Pacific | 8,061 | 10.1% | 10,354 | 17.1% | (2,293) | -22.1% |
| Corporate (*) | (22,839) | -4.2% | (21,876) | -4.3% | (963) | 4.4% |
| Total | 86,992 | 16.1% | 80,944 | 16.1% | 6,048 | 7.5% |
(*) Centralized costs are shown as a percentage of the Group's total sales.
Europe, Middle-East and Africa
Operating profit (EBIT) amounted to €135,290 thousand in the first six months of 2022, an increase of €17,057 thousand (+14.4%) with respect to the comparison period. The EBIT margin came to 19.2% (+1.7 p.p. against the first six months of 2021).
The result was impacted for €1,682 thousand by the same non-recurring expenses described above. The first six months of 2021 were also affected by non-recurring expenses of €2,863 thousand.
Net of these items, EBIT would have been €15,876 thousand higher (+13.1%) compared to the first six months of 2021, with the EBIT margin up +1.4 p.p.
In the second quarter alone, EBIT amounted to €78,975 thousand, an increase against the comparison period of €5,083 thousand (+6.9%). The EBIT margin rose by 1.3 p.p. against the comparison period to 21.7%.
The result for the quarter was impacted for €635 thousand by the same non-recurring expenses described in the section on EBITDA. The second quarter of 2021 were also affected by nonrecurring expenses of €1,424 thousand.
Net of this item, recurring EBIT would have been €4,294 thousand higher (+5.7%) compared to the second quarter of 2021, with the EBIT margin up +1,0 p.p.
Americas
Operating profit (EBIT) amounted to €37,743 thousand in the first six months of 2022, an increase of €10,230 thousand (+37.2%) with respect to the comparison period. The EBIT margin came to 20.9%, 1.9 p.p. higher than in the first half of 2021. The increase in EBIT was largely in line with the growth seen in EBITDA.
In the second quarter alone, EBIT amounted to €22,160 thousand, an increase against the comparison period of €5,010 thousand (+29.2%). The EBIT margin rose by 1.4 p.p. against the comparison period to 22.9%.
Asia Pacific
Operating profit (EBIT) amounted to €13,561 thousand in the first six months of 2022, a decrease of €5,365 thousand (-28.3%) with respect to the comparison period. The EBIT margin came to 9.0%, 7.7 p.p. lower than in the first half of 2021.
The result was impacted for €2,347 thousand by the same non-recurring expenses described above. Net of this item, EBIT would have been €3,018 thousand lower (-15.9%) compared to the first six months of 2021, with the EBIT margin down 6.2 p.p.
In the second quarter alone, EBIT amounted to €6,714 thousand, a decrease against the comparison period of €3,639 thousand (-35.1%). The EBIT margin fell by 8.7 p.p. against the second quarter of 2021 to 8.4%.
The result for the quarter was impacted for €1,347 thousand by the same non-recurring expenses described above. Net of this item, recurring EBIT would have been €2,293 thousand lower (-22.1%) compared to the second quarter of 2021, with the EBIT margin down 7.0 p.p.
Corporate
The net cost of centralized Corporate functions at the EBIT level amounted to €49,427 thousand in the first six months of 2022 (4.8% of the revenues generated by the Group's sales and services), a change of €4,355 thousand.
The result was impacted for €1,000 thousand by the non-recurring expenses described above. The first half of 2021 was also impacted by non-recurring expenses which amounted to €1,430 thousand.
Net of these items, the costs would have been €4,784 thousand (+11.0%) higher.
In the second quarter alone, the cost of centralized Corporate functions totaled €22,839 thousand (4.2% of the revenues generated by the Group's sales and services), an increase of €500 thousand (+2.2%) against the second quarter of 2021.
The second quarter of 2021 was impacted for €464 thousand by the same non-recurring expenses described in the section on EBITDA.
Net of this item, costs would have been €963 thousand higher (+4.4%) compared to the second quarter of 2021, with the EBIT margin up +0.1 p.p.
Profit before taxes
| (€ thousands) | First Half 2022 | First Half 2021 | ||||
|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Profit before taxes | 124,899 | (5,029) | 119,870 | 109,550 | (4,292) | 105,258 |
| (€ thousands) | Second Quarter 2022 | Second Quarter 2021 | ||||
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Profit before taxes | 78,138 | (1,982) | 76,156 | 74,116 | (1,888) | 72,228 |
Profit before tax amounted to €119,870 thousand in the first six months of 2022, showing an increase of €14,612 thousand (+13.9%) against the comparison period, with a gross profit margin of 11.6% (+0.3 p.p. with respect to the comparison period).
Financial expenses have been negatively impacted by inflation accounting on the Argentinian subsidiary and the fact that the comparison period benefitted from a gain following the disposal of the Irish subsidiary. The result for the first half of 2022 was impacted for €5,029 thousand by the same non-recurring costs described above. The first six months of 2021 were also affected by non-recurring expenses of €4,292 thousand. Net of these items profit before tax would have been €15,349 thousand (+14.0%) higher.
In the second quarter alone, where, as mentioned above, financial expenses have been negatively impacted by inflation accounting on the Argentinian subsidiary and the fact that the comparison period benefitted from a gain following the disposal of the Irish subsidiary; profit before tax amounted to €76,156 thousand, an increase against the comparison period of €3,928 thousand (+5.4%). The gross profit margin came to 14.1% (-0.3 p.p. against the comparison period).
The result for the second quarter of 2022 was impacted for €1,982 thousand by the same nonrecurring costs described in the section on EBITDA. The second quarter of 2021 were also affected by non-recurring expenses of €1,888 thousand. Net of this item profit before tax would have been €4,022 thousand (+5.4%) higher than in the second quarter of 2021.
Group net profit
| (€ thousands) | First Half 2022 | First Half 2021 | ||||
|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Group net profit | 89,901 | (3,618) | 86,283 | 78,609 | (1,465) | 77,144 |
| (€ thousands) | Second Quarter 2022 | Second Quarter 2021 | ||||
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Group net profit | 57,021 | (1,424) | 55,597 | 54,188 | (318) | 53,870 |
The Group's net profit came to €86,283 thousand in the first six months of 2022, an increase of €9,139 thousand (+11.8%) against the comparison period, with a profit margin of 8.3% (+0.0 p.p. against the comparison period).
The result for the reporting period was impacted for €3,618 thousand by the same non-recurring expenses described above, net of the tax effect. The amount reported in the first six months of 2021 net of non-recurring expenses also included the contribution made by discontinued operations of €1,465 thousand.
On a recurring basis, the increase in net profit would have reached €11,292 thousand (+14.4%) with respect to the first six months of 2021, with the profit margin up 0.2 p.p.
The tax rate was 27.9% in the reporting period compared to 28.3% in the first half of 2021.
In the second quarter alone, the Group's net profit came to €55,597 thousand (10.3% of revenues from sales and services), an increase of €1,727 thousand (+3.2%) against the comparison period with the profit margin down 0.4 p.p.
Net of the non-recurring expenses, the increase would have reached €2,833 thousand (-0.2 p.p.).
Consolidated balance sheet by geographical area (*)
| (€ thousands) | 06/30/2022 | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Eliminations | Total | |
| Goodwill | 908,836 | 187,900 | 646,807 | - | 1,743,543 |
| Non-competition agreements, trademarks, customer lists and lease rights |
189,852 | 20,979 | 66,449 | - | 277,280 |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
97,554 | 27,608 | 9,740 | - | 134,902 |
| Tangible assets | 142,638 | 18,092 | 33,861 | - | 194,591 |
| Right-of-use assets | 371,544 | 30,289 | 56,609 | - | 458,442 |
| Financial fixed assets | 3,937 | 6,441 | - | - | 10,378 |
| Other non-current financial assets | 38,159 | 2,143 | 1,200 | - | 41,502 |
| Non-current assets | 1,752,520 | 293,452 | 814,666 | - | 2,860,638 |
| Inventories | 51,328 | 5,648 | 10,295 | - | 67,271 |
| Trade receivables | 195,644 | 30,614 | 19,847 | (66,927) | 179,178 |
| Other receivables | 67,630 | 26,927 | 8,792 | (209) | 103,140 |
| Current assets (A) | 314,602 | 63,189 | 38,934 | (67,136) | 349,589 |
| Operating assets | 2,067,122 | 356,641 | 853,600 | (67,136) | 3,210,227 |
| Trade payables | (268,953) | (57,264) | (35,342) | 66,927 | (294,632) |
| Other payables | (275,193) | (49,536) | (30,950) | 209 | (355,470) |
| Provisions for risks and charges (current portion) |
(1,669) | (486) | - | - | (2,155) |
| Current liabilities (B) | (545,815) | (107,286) | (66,292) | 67,136 | (652,257) |
| Net working capital (A) - (B) | (231,213) | (44,097) | (27,358) | - | (302,668) |
| Derivative instruments | 11,148 | - | - | - | 11,148 |
| Deferred tax assets | 64,907 | 18,970 | 10,839 | - | 94,716 |
| Deferred tax liabilities | (65,646) | (32,796) | (19,460) | - | (117,902) |
| Provisions for risks and charges (non current portion) |
(18,298) | (4,546) | (1,524) | - | (24,368) |
| Liabilities for employees' benefits (non current portion) |
(11,792) | (251) | (676) | - | (12,719) |
| Loan fees | 6,005 | - | - | - | 6,005 |
| Other non-current liabilities | (148,421) | (14,922) | (2,089) | - | (165,432) |
| NET INVESTED CAPITAL | 1,359,210 | 215,810 | 774,398 | - | 2,349,418 |
| Group net equity | 976,277 | ||||
| Minority interests | 2,326 | ||||
| Total net equity | 978,603 | ||||
| Net medium and long-term financial indebtedness |
950,058 | ||||
| Net short-term financial indebtedness | (54,760) | ||||
| Total net financial indebtedness | 895,298 | ||||
| Lease liabilities | 381,978 | 33,016 | 60,523 | - | 475,517 |
| Total lease liabilities & net financial indebtedness |
1,370,815 | ||||
| NET EQUITY, LEASE LIABILITIES AND NET FINANCIAL INDEBTEDNESS |
2,349,418 |
(*) 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) | 12/31/2021 | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Eliminations | Total | |
| Goodwill | 894,227 | 166,694 | 620,549 | - | 1,681,470 |
| Non-competition agreements, trademarks, customer lists and lease rights |
196,789 | 19,391 | 68,412 | - | 284,592 |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
91,502 | 27,521 | 10,915 | - | 129,938 |
| Tangible assets | 140,362 | 13,836 | 32,647 | - | 186,845 |
| Right-of-use assets | 360,625 | 23,100 | 53,652 | - | 437,377 |
| Financial fixed assets | 3,968 | 7,954 | - | - | 11,923 |
| Other non-current financial assets | 37,631 | 1,808 | 998 | - | 40,437 |
| Non-current assets | 1,725,104 | 260,304 | 787,173 | - | 2,772,581 |
| Inventories | 49,896 | 5,557 | 7,117 | - | 62,570 |
| Trade receivables | 166,832 | 20,334 | 18,478 | (36,964) | 168,680 |
| Other receivables | 84,542 | 27,310 | 7,205 | (22,296) | 96,761 |
| Current assets (A) | 301,270 | 53,201 | 32,800 | (59,260) | 328,011 |
| Operating assets | 2,026,374 | 313,505 | 819,973 | (59,260) | 3,100,592 |
| Trade payables | (210,434) | (42,938) | (26,099) | 36,964 | (242,507) |
| Other payables | (290,527) | (69,422) | (39,741) | 22,296 | (377,394) |
| Provisions for risks and charges (current portion) |
(2,804) | (478) | - | - | (3,282) |
| Current liabilities (B) | (503,765) | (112,838) | (65,840) | 59,260 | (623,183) |
| Net working capital (A) - (B) | (202,495) | (59,637) | (33,040) | - | (295,172) |
| Derivative instruments | (3,447) | - | - | - | (3,447) |
| Deferred tax assets | 67,388 | 6,796 | 11,001 | - | 85,185 |
| Deferred tax liabilities | (65,339) | (19,607) | (20,245) | - | (105,191) |
| Provisions for risks and charges (non current portion) |
(21,291) | (6,369) | (1,419) | - | (29,079) |
| Liabilities for employees' benefits (non current portion) |
(19,624) | (375) | (763) | - | (20,762) |
| Loan fees | 7,018 | - | - | - | 7,018 |
| Other non-current liabilities | (146,630) | (12,386) | (1,716) | - | (160,732) |
| NET INVESTED CAPITAL | 1,340,684 | 168,726 | 740,991 | - | 2,250,401 |
| Group net equity | 925,178 | ||||
| Minority interests | 2,103 | ||||
| Total net equity | 927,281 | ||||
| Net medium and long-term financial indebtedness |
1,023,780 | ||||
| Net short-term financial indebtedness | (152,594) | ||||
| Total net financial indebtedness | 871,186 | ||||
| Lease liabilities | 369,516 | 25,496 | 56,922 | - | 451,934 |
| Total lease liabilities & net financial indebtedness |
1,323,118 | ||||
| NET EQUITY, LEASE LIABILITIES AND NET FINANCIAL INDEBTEDNESS |
2,250,401 |
Non-current assets
Non-current assets amounted to €2,860,638 thousand at 30 June 2022, an increase of €88,057 thousand against the €2,772,581 thousand recorded at 31 December 2021.
The changes in the reporting period are explained (i) for €50,170 thousand by capital expenditure (ii) for €70,235 thousand by the recognition of right-of-use assets acquired in the reporting period; (iii) for €38,276 thousand by acquisitions; (iv) for €117,996 thousand by depreciation, amortization and impairment which includes the amortization of the above leased right-of-use assets; (v) for €47,372 thousand by other net increases relating primarily to positive foreign exchange differences.
The following table shows the breakdown of non-current assets by geographical segment.
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change | |
|---|---|---|---|---|
| Goodwill | 908,836 | 894,227 | 14,609 | |
| Non-competition agreements, trademarks, customer lists and lease rights |
189,852 | 196,789 | (6,937) | |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
97,554 | 91,502 | 6,052 | |
| EMEA | Tangible assets | 142,638 | 140,362 | 2,276 |
| Right-of-use assets | 371,544 | 360,625 | 10,919 | |
| Financial fixed assets | 3,937 | 3,968 | (31) | |
| Other non-current financial assets | 38,159 | 37,631 | 528 | |
| Non-current assets | 1,752,520 | 1,725,104 | 27,416 | |
| Goodwill | 187,900 | 166,694 | 21,206 | |
| Non-competition agreements, trademarks, customer lists and lease rights |
20,979 | 19,391 | 1,588 | |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
27,608 | 27,521 | 87 | |
| Americas | Tangible assets | 18,092 | 13,836 | 4,256 |
| Right-of-use assets | 30,289 | 23,100 | 7,189 | |
| Financial fixed assets | 6,441 | 7,954 | (1,513) | |
| Other non-current financial assets | 2,143 | 1,808 | 335 | |
| Non-current assets | 293,452 | 260,304 | 33,148 | |
| Goodwill | 646,807 | 620,549 | 26,258 | |
| Non-competition agreements, trademarks, customer lists and lease rights |
66,449 | 68,412 | (1,963) | |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
9,740 | 10,915 | (1,175) | |
| Asia Pacific | Tangible assets | 33,861 | 32,647 | 1,214 |
| Right-of-use assets | 56,609 | 53,652 | 2,957 | |
| Financial fixed assets | - | - | - | |
| Other non-current financial assets | 1,200 | 998 | 202 | |
| Non-current assets | 814,666 | 787,173 | 27,493 | |
| Total | 2,860,638 | 2,772,581 | 88,057 |
Europe, Middle-East and Africa
Non-current assets amounted to €1,752,520 thousand at 30 June 2022, an increase of €27,416 thousand against the €1,725,104 thousand recorded at 31 December 2021. This increase is explained:
- for €48,332 thousand, by right-of-use assets acquired during the year as a result of the renewal of existing leases, network expansion, as well as a new lease for the offices of the Italian subsidiary;
- for €24,663 thousand, by acquisitions made in the period;
- for €20,862 thousand, by investments in plant, property and equipment, relating primarily to the opening of new stores and the renewal of existing ones, as well as the purchase of hardware needed for the Group Information Technology projects detailed below;
- for €16,929 thousand, by investments in intangible assets, relating to the ongoing implementation and standardization of the Group ERP cloud system for back-office functions (Human Resources, Procurement, Administration and Finance), as well as front office systems;
- for €83,232 thousand, by amortization, depreciation and impairment losses, including the amortization and depreciation of the right-of-use assets referred to above;
- for €138 thousand, by other decreases.
Americas
Non-current assets amounted to €293,452 thousand at 30 June 2022, an increase of €33,148 thousand against the €260,304 thousand recorded at 31 December 2021. This increase is explained:
-
for €9,034 thousand, by right-of-use assets acquired during the year as a result of the renewal of existing leases and network expansion;
-
for €3,310 thousand, by investments in property, plant and equipment, relating mainly to the opening of stores and the renewal of existing ones, particularly those pertaining to the Latin American subsidiaries;
- for €4,482 thousand, by investments in intangible assets relating mainly to the development of front office IT systems primarily at US subsidiaries;
- for €6,321 thousand, by acquisitions made in the reporting period;
- for €10,805 thousand, by amortization and depreciation, including the amortization and depreciation of the right-of-use assets referred to above;
- for €21,806 thousand, by other changes relating primarily to positive foreign exchange differences due to the strengthening of the US dollar against the Euro.
Asia Pacific
Non-current assets amounted to €814,666 thousand at 30 June 2022, an increase of €27,493 thousand against the €787,173 thousand recorded at 31 December 2021.
This increase is explained:
- for €12,869 thousand, by right-of-use assets acquired during the year as a result of the renewal of existing leases and network expansion, relative primarily to the Australian subsidiaries and, to a lesser degree, the Chinese ones;
- for €7,292 thousand, by acquisitions made in the reporting period;
- for €5,025 thousand, by investments in property, plant and equipment, relating mainly to the opening of stores and the renewal of existing ones, as well as the purchase of the hardware needed to implement IT projects;
- for €562 thousand, by investments in intangible assets;
- for €23,959 thousand, by amortization and depreciation, including the amortization and depreciation of the right-of-use assets referred to above;
- for €25,704 thousand, by other changes relating primarily to positive foreign exchange differences which had the greatest impact on the goodwill of companies in Asia Pacific.
Net invested capital
Net invested capital came to €2,349,418 thousand at 30 June 2022, an increase of €99,017 thousand against the €2,250,401 thousand recorded at 31 December 2021.
This increase is substantially attributable to the change in non-current assets described above.
The breakdown of net invested capital by geographical region is shown below.
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change |
|---|---|---|---|
| EMEA | 1,359,210 | 1,340,684 | 18,526 |
| Americas | 215,810 | 168,726 | 47,084 |
| Asia Pacific | 774,398 | 740,991 | 33,407 |
| Total | 2,349,418 | 2,250,401 | 99,017 |
Europe, Middle East and Africa
Net invested capital came to €1,359,210 thousand at 30 June 2022, an increase of €18,526 thousand against the €1,340,684 thousand recorded at 31 December 2021.
The increase in non-current assets described above was partially offset by a decrease in working capital of €28,718 thousand. The items other than working capital had a positive impact on net invested capital of €19,828 thousand due mainly to an increase in the value of derivatives.
Factoring without recourse in the period involved trade receivables with a face value of €15,179 thousand (€31,044 thousand in the same period of the prior year).
Americas
Net invested capital came to €215,810 thousand at 30 June 2022, an increase of €47,084 thousand against the €168,726 thousand recorded at 31 December 2021.
This increase is explained mainly by the change in non-current assets described above which was supported by the change in working capital.
Asia Pacific
Net invested capital came to €774,398 thousand at 30 June 2022, an increase of €33,407 thousand against the €740,991 thousand recorded at 31 December 2021. This increase is attributable mainly to the change in non-current assets described above, along
with the increase in working capital.
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change |
|---|---|---|---|
| Net medium and long-term financial indebtedness | 950,058 | 1,023,780 | (73,722) |
| Net short-term financial indebtedness | 157,622 | 165,771 | (8,149) |
| Cash and cash equivalents | (212,383) | (318,365) | 105,982 |
| Net financial indebtedness (A) | 895,298 | 871,186 | 24,112 |
| Lease liabilities – current portion | 100,748 | 98,665 | 2,083 |
| Lease liabilities – non-current portion | 374,770 | 353,267 | 21,503 |
| Lease liabilities (B) | 475,518 | 451,932 | 23,586 |
| Total lease liabilities & net financial indebtedness (A+B) (C) |
1,370,816 | 1,323,118 | 47,698 |
| Group net equity (D) | 976,277 | 925,178 | 51,099 |
| Minority interests | 2,326 | 2,103 | 223 |
| Net Equity (E) | 978,603 | 927,281 | 51,322 |
| Financial indebtedness/Group net equity (A/D) | 0.92 | 0.94 | |
| Financial indebtedness/Net equity (A/E) | 0.91 | 0.94 | |
| Financial indebtedness/EBITDA (*) | 1.67 | 1.68 |
Net financial indebtedness
(*) Net financial indebtedness/EBITDA is the ratio of net financial indebtedness, excluding lease liabilities and short-term investments not cash equivalents, 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).
Excluding lease liabilities net financial debt amounted to €895,298 thousand at 30 June 2022, an increase of €24,112 thousand compared to 31 December 2021.
In the first half of 2022 the Group confirmed good cash generation, with free cash flow reaching a positive €107,592 thousand (slightly lower than the €118,783 thousand recorded in the first six months of the prior year) after absorbing net capital expenditure of €48,004 thousand (€11,424 thousand higher than in the same period of the prior year). This result made possible to finance €31,049 thousand in acquisitions (€46,526 thousand in the comparison period), pay €58,237 thousand in dividends (€49,356 thousand in the first six months of 2021), and continue with the buyback program (€42,872 thousand versus €13,331 thousand in the comparison period).
At 30 June 2022, the Group had cash and cash equivalents, as well as other liquid investments, of €212,383 thousand compared to total net financial indebtedness of €895,298 thousand, net of lease liabilities.
Long-term debt amounts to €950,058 thousand, €7,405 thousand of which refers to the longterm portion of deferred payments for acquisitions. The decrease in the period is attributable mainly to the reclassification of portions of bank debt from long- to short-term.
Short-term debt amounts to €157,622 thousand, a decrease of €8,149 thousand. The short-term portion refers primarily to the short-term portion of long-term bank debt (€105,630 thousand), the hot money accounts used to support treasury activities (€20,000 thousand) and other credit lines (€6,848 thousand), the interest payable on the Eurobond (€1,498 thousand) and on the
private placement (€1,615 thousand) and other bank loans and, lastly, the best estimate of the deferred payments for acquisitions (€16,963 thousand).
The chart below shows the debt maturities compared to the €212 million in available cash and cash equivalents and the unutilized portions of irrevocable credit lines which amount to €255 million, as well as the €197 million in other uncommitted credit lines. The total liquidity includes quotas in low-risk money market funds managed by top-tier financial institutions for €50 million.
Interest payable on financial indebtedness amounted to €9,450 thousand at 30 June 2022, €8,819 thousand at 30 June 2021.
Interest payable on leases recognized in accordance with IFRS 16 amounted to €5,535 thousand versus €5,216 thousand at 30 June 2021.
Interest receivable on bank deposits came to €71 thousand at 30 June 2022 versus €76 thousand at 30 June 2021.
The reasons for the changes in net indebtedness are described in the next section on the statement of cash flows.
CASH FLOW STATEMENT
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. The reclassified statement of cash flow below includes impacts of discontinued operations (business "Elite"). For further details, please refer to note 15.
| (€ thousands) | First six months 2022 |
First six months 2021 |
|---|---|---|
| OPERATING ACTIVITIES | ||
| Net profit (loss) attributable to the Group | 86,283 | 77,144 |
| Minority interests | 183 | 31 |
| Amortization, depreciation and impairment: | ||
| - Intangible fixed assets | 38,807 | 35,325 |
| - Tangible fixed assets | 25,439 | 24,283 |
| - Right-of-use assets | 53,675 | 47,253 |
| Total amortization, depreciation and impairment | 117,921 | 106,861 |
| Provisions, other non-monetary items and gain/losses from disposals | 7,817 | 6,577 |
| Group's share of the result of associated companies | (267) | (9) |
| Financial income and charges | 17,568 | 14,012 |
| Current and deferred income taxes | 33,404 | 30,374 |
| Change in assets and liabilities: | ||
| - Utilization of provisions | (6,037) | (4,801) |
| - (Increase) decrease in inventories | (2,695) | (2,201) |
| - Decrease (increase) in trade receivables | (5,501) | (2,879) |
| - Increase (decrease) in trade payables | 47,176 | 22,684 |
| - Changes in other receivables and other payables | (49,126) | (2,100) |
| Total change in assets and liabilities | (16,183) | 10,703 |
| Dividends received | 340 | - |
| Net interest charges | (14,194) | (13,542) |
| Taxes paid | (25,060) | (30,931) |
| Cash flow provided by (used in) operating activities before repayment of lease liabilities | 207,812 | 201,220 |
| Repayment of lease liabilities | (52,216) | (45,857) |
| Cash flow generated from (absorbed) by operating activities | 155,596 | 155,363 |
| INVESTING ACTIVITIES: | ||
| Purchase of intangible fixed assets | (20,973) | (19,143) |
| Purchase of tangible fixed assets | (29,197) | (19,510) |
| Consideration from sale of tangible fixed assets and businesses | 2,166 | 2,073 |
| Cash flow generated from (absorbed) by investing activities | (48,004) | (36,580) |
| Cash flow generated from operating and investing activities (Free cash flow) | 107,592 | 118,783 |
| Business combinations (*) | (31,049) | (46,526) |
| (Purchase) sale of other investments and securities | - | 3,644 |
| Net cash flow generated from acquisitions | (31,049) | (42,882) |
| Cash flow generated from (absorbed) by investing activities | (79,053) | (79,462) |
| First six months | First six months | |
|---|---|---|
| (€ thousands) | 2022 | 2021 |
| FINANCING ACTIVITIES: | ||
| Other non-current assets | 198 | 154 |
| Treasury shares | (42,872) | (13,331) |
| Dividends | (58,237) | (49,356) |
| Capital increases, third parties' contributions and dividends paid by subsidiaries to third | (67) | (119) |
| parties | ||
| Cash flow generated from (absorbed) by financing activities | (100,978) | (62,652) |
| Changes in net financial indebtedness | (24,435) | 13,249 |
| Net financial indebtedness at the beginning of the period | (871,186) | (633,665) |
| Effect of disposal operations on net financial indebtedness | - | (52) |
| Effect of exchange rate fluctuations on net financial indebtedness | 323 | (61) |
| Changes in net indebtedness | (24,435) | 13,249 |
| Net financial indebtedness at the end of the period | (895,298) | (620,529) |
(*) The item refers to the net cash flows used in the acquisition of businesses and equity investments.
The change in net financial indebtedness of €24,435 thousand is attributable to:
- (i) Investing activities:
- capital expenditure on property, plant and equipment and intangible assets of €50,170 thousand relating primarily to ongoing implementation and standardization of the Group cloud based ERP system, new front-office solutions and network expansion.
- acquisitions amounting to €31,049 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 €2,166 thousand.
- (ii) Operating activities:
- interest payable on financial indebtedness and other net financial expenses of €14,194 thousand;
- payment of taxes amounting to €25,060 thousand;
- payment of principle on lease obligations of €52,216 thousand;
- cash flow generated by operations of €247,065 thousand.
- (iii) financing activities:
- dividends distribution of €58,237 thousand;
- purchase of €42,872 thousand in treasury shares;
- net proceeds from other financial assets of €198 thousand relating mainly to reimbursement on active financing;
- €67 thousand dividends paid to third parties
- (iv) Net debt was also impacted by exchange gains of €323 thousand.
Non-recurring transactions had a negative impact on cash flow of €4,141 thousand in the first six months of 2022 attributable for €1,000 thousand to the costs for charitable donation to the UNHCR for the Ukraine emergency, and €1,594 thousand to the costs incurred for the second part of GAES Integration and €1,547 thousand to the acquisition related cost for Bay Audio acquisition.
ACQUISITION OF COMPANIES AND BUSINESSES
The Group's external growth continued in the first six months of 2022, 75 points of sale were acquired for a total investment of €31.049 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 three months:
- 29 points of sale were acquired in Germany
- 19 points of sale were acquired in China;
- 9 points of sale were acquired in France;
- 7 points of sale were acquired in Canada;
- 4 points of sale were acquired in the United States;
- 4 points of sale were acquired in Belgium;
- 2 points of sale were acquired in Ecuador;
- a point of sale was acquired in Switzerland.
OUTLOOK
In a general environment characterized by increasing volatility and uncertainty, the Group achieved results in the first half of 2022 overall in line with expectations. Looking into the second half of 2022:
- a still high comparison base is expected in the third quarter, then easing in the fourth quarter;
- French hearing care market is expected to develop in line with the Group's FY 2022 expectations previously disclosed (namely a 5-10% market contraction due to the significant structural growth reported in 2021 as a result of the regulatory reform);
- Covid negative impact across APAC markets is still today affecting consumers and staff.
The Group also expects to be in the ideal position to continue to grow faster than the reference market also in the second half of the year and to further strengthen its global leadership in any possible scenario.
In light of the above, under the assumption of no further global economic activity slowdown due to, among others, the well-known pandemic, geopolitical (also with reference to Ukraine conflict) and inflation related issues, we are positive on our previously issued FY 2022 outlook.
Milan, June 28th, 2022 CEO
Enrico VIta
CONDENSED INTERIM CONSOLIDATED FINANCIAL
STATEMENTS AS AT 30 JUNE 2022
CONSOLIDATED STATEMENT OF FINANCIAL POSITION (*)
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change | |
|---|---|---|---|---|
| ASSETS | ||||
| Non-current assets | ||||
| Goodwill | Note 3 | |||
| Intangible fixed assets with finite useful life | Note 4 | 412,183 | 414,531 | (2,348) |
| Tangible fixed assets | Note 5 | 194,591 | 186,845 | 7,746 |
| Right-of-use assets | Note 6 | 458,442 | 437,377 | 21,065 |
| Equity-accounted investments | 2,057 | 2,133 | (76) | |
| Hedging instruments | 31,708 | 10,983 | 20,725 | |
| Deferred tax assets | 94,716 | 85,185 | 9,531 | |
| Contract costs | 10,459 | 9,452 | 1,007 | |
| Other assets | 39,363 | 40,773 | (1,410) | |
| Total non-current assets | 2,987,062 | 2,868,749 | 118,313 | |
| Current assets | ||||
| Inventories | 67,271 | 62,570 | 4,701 | |
| Trade receivables | 179,179 | 168,680 | 10,499 | |
| Contract costs | 5,249 | 5,187 | 62 | |
| Other receivables | 97,873 | 91,555 | 6,318 | |
| Hedging instruments | 8 | 168 | (160) | |
| Other financial assets | 49,958 | 49,836 | 122 | |
| Cash and cash equivalents | Note 8 | 162,443 | 268,546 | (106,103) |
| Total current assets | ||||
| 561,981 | 646,542 | (84,561) |
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change | |
|---|---|---|---|---|
| LIABILITIES | ||||
| Net Equity | ||||
| Share capital | Note 7 | 4,528 | 4,528 | - |
| Share premium reserve | 202,712 | 202,712 | - | |
| Treasury shares | (69,812) | (28,841) | (40,971) | |
| Other reserves | 52,650 | (5,272) | 57,922 | |
| Retained earnings | 699,916 | 594,266 | 105,650 | |
| Profit (loss) for the period | 86,283 | 157,785 | (71,502) | |
| Group net equity | 976,277 | 925,178 | 51,099 | |
| Minority interests | 2,326 | 2,103 | 223 | |
| Total net equity | 978,603 | 927,281 | 51,322 | |
| Non-current liabilities | ||||
| Medium/long-term financial liabilities | Note 9 | 958,767 | 1,010,585 | (51,818) |
| Lease liabilities | Note 11 | 374,770 | 353,267 | 21,503 |
| Provisions for risks and charges | Note 10 | 24,368 | 29,079 | (4,711) |
| Liabilities for employees' benefits | 12,719 | 20,762 | (8,043) | |
| Hedging instruments | - | 2,531 | (2,531) | |
| Deferred tax liabilities | 117,902 | 105,191 | 12,711 | |
| Payables for business acquisitions | 7,405 | 19,571 | (12,166) | |
| Contract liabilities | 147,942 | 144,414 | 3,528 | |
| Other long-term liabilities | 17,489 | 16,318 | 1,171 | |
| Total non-current liabilities | 1,661,362 | 1,701,718 | (40,356) | |
| Current liabilities | ||||
| Trade payables | 294,631 | 242,507 | 52,124 | |
| Payables for business acquisitions | 16,963 | 12,667 | 4,296 | |
| Contract liabilities | 114,711 | 107,414 | 7,297 | |
| Tax liabilities | 61,686 | 54,537 | 7,149 | |
| Other payables | 177,118 | 211,475 | (34,357) | |
| Hedging instruments | 876 | 552 | 324 | |
| Provisions for risks and charges | Note 10 | 2,155 | 3,282 | (1,127) |
| Liabilities for employees' benefits | 3,539 | 4,081 | (542) | |
| Short-term financial liabilities | Note 9 | 136,651 | 151,112 | (14,461) |
| Lease liabilities | Note 11 | 100,748 | 98,665 | 2,083 |
| Total current liabilities | 909,078 | 886,292 | 22,786 | |
| TOTAL LIABILITIES | 3,549,043 | 3,515,291 | 33,752 |
(*) Transactions with related parties have not been reported separately because not material both at single entity and at consolidated level. Please refer to note 18 for more details.
CONSOLIDATED INCOME STATEMENT (*)
| (€ thousands) | First Half 2022 | First Half 2021 | ||||||
|---|---|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | Change | ||
| Revenues from sales and services | Note 12 | 1,037,206 | - | 1,037,206 | 931,786 | - | 931,786 | 105,420 |
| Operating costs | Note 13 | (780,764) | (4,978) | (785,742) | (704,278) | (4,156) | (708,434) | (77,308) |
| Other income and costs | 3,675 | (51) | 3,624 | 3,233 | (136) | 3,097 | 527 | |
| Gross operating profit (EBITDA) | 260,117 | (5,029) | 255,088 | 230,741 | (4,292) | 226,449 | 28,639 | |
| Amortization, depreciation and impairment |
||||||||
| Amortization of intangible fixed assets | Note 4 | (38,831) | - | (38,831) | (35,074) | - | (35,074) | (3,757) |
| Depreciation of tangible fixed assets | Note 5 | (25,252) | - | (25,252) | (23,237) | - | (23,237) | (2,015) |
| Right-of-use depreciation | Note 6 | - | (53,675) | (46,698) | - | (46,698) | (6,977) | |
| Impairment losses and reversals of non-current assets |
(163) | - | (163) | (1,840) | - | (1,840) | 1,677 | |
| (117,921) | - | (117,921) | (106,849) | - | (106,849) | (11,072) | ||
| Operating result | 142,196 | (5,029) | 137,167 | 123,892 | (4,292) | 119,600 | 17,567 | |
| Financial income, expenses and value adjustments to financial assets |
||||||||
| Group's share of the result of associated companies valued at equity and gains/losses on disposals of equity investments |
267 | - | 267 | (568) | - | (568) | 835 | |
| Other income and expenses, impairment and revaluations of financial assets |
- | - | - | 1,397 | - | 1,397 | (1,397) | |
| Interest income and expenses | (9,379) | - | (9,379) | (8,743) | - | (8,743) | (636) | |
| Interest expenses on lease liabilities | (5,535) | - | (5,535) | (5,216) | - | (5,216) | (319) | |
| Other financial income and expenses | (923) | - | (923) | (530) | - | (530) | (393) | |
| Exchange gains and losses | (277) | - | (277) | (794) | - | (794) | 517 | |
| Gain (loss) on assets accounted at fair value |
(1,450) | - | (1,450) | 112 | - | 112 | (1,562) | |
| (17,297) | - | (17,297) | (14,342) | - | (14,342) | (2,955) | ||
| Profit (loss) before tax | 124,899 | (5,029) | 119,870 | 109,550 | (4,292) | 105,258 | 14,612 | |
| Current and deferred income tax | ||||||||
| Current tax | (39,387) | 1,411 | (37,976) | (32,223) | 1,109 | (31,114) | (6,862) | |
| Deferred tax | 4,572 | - | 4,572 | 1,313 | - | 1,313 | 3,259 | |
| (34,815) | 1,411 | (33,404) | (30,910) | 1,109 | (29,801) | (3,603) | ||
| Profit (loss) from continuing operations |
90,084 | (3,618) | 86,466 | 78,640 | (3,183) | 75,457 | 11,009 | |
| Profit (loss) from discontinued operations |
- | - | - | - | 1,718 | 1,718 | (1,718) | |
| Net profit (loss) | 90,084 | (3,618) | 86,466 | 78,640 | (1,465) | 77,175 | 9,291 | |
| Net profit (loss) attributable to Minority interests |
183 | - | 183 | 31 | - | 31 | 152 | |
| Net profit (loss) attributable to the Group |
89,901 | (3,618) | 86,283 | 78,609 | (1,465) | 77,144 | 9,139 |
(*) Transactions with related parties have not been reported separately because not material both at single entity and at consolidated level. Please refer to note 18 for more details.
| Earnings per share (€ per share) | Note 17 | First Half 2022 | First Half 2021 |
|---|---|---|---|
| Earnings per share - Basic - Diluted |
0.38474 0.37992 |
0.34337 0.33947 |
STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME
| (€ thousands) | First Half 2022 | First Half 2021 |
|---|---|---|
| Net income (loss) for the period | 86,466 | 77,175 |
| Other comprehensive income (loss) that will not be reclassified subsequently to profit or loss: |
||
| Remeasurement of defined benefit plans | 7,742 | 2,327 |
| Tax effect on items of other comprehensive income (expense) that will not be reclassified subsequently to profit or loss |
(1,363) | (303) |
| Total other comprehensive income (loss) that will not be reclassified subsequently to profit or loss after the tax effect (A) |
6,379 | 2,024 |
| Other comprehensive income (loss) that will be reclassified subsequently to profit or loss | ||
| Gains/(losses) on cash flow hedging instruments | 14,441 | 2,625 |
| Gains/(losses) from Foreign Currency Basis Spread on hedging instruments | 742 | (26) |
| Gains/(losses) on exchange differences from translation of financial statements of foreign entities |
31,051 | 5,315 |
| Tax effect on components of other comprehensive income that will be reclassified subsequently to profit or loss |
(3,644) | (538) |
| Total other comprehensive income (loss) that will be reclassified subsequently to profit or loss after the tax effect (B) |
42,590 | 7,376 |
| Total other comprehensive income (loss) (A)+(B) | 48,969 | 9,400 |
| Comprehensive income (loss) for the period | 135,435 | 86,575 |
| Attributable to the Group | 135,144 | 86,523 |
| Attributable to Minority interests | 291 | 52 |
STATEMENT OF CHANGES IN CONSOLIDATED EQUITY
| Stock | ||||||
|---|---|---|---|---|---|---|
| option | ||||||
| Share | Treasury | and stock | ||||
| Share | premium | Legal | Other | shares | grant | |
| (€ thousands) | capital | reserve | reserve | reserves | reserve | reserve |
| Balance at 1 January 2021 as reported | 4,528 | 202,712 | 934 | 3,636 | (14,281) | 34,780 |
| Allocation of profit (loss) for 2020 | ||||||
| Share capital increase | ||||||
| Treasury shares | (13,331) | |||||
| Dividend distribution | ||||||
| Notional cost of stock options and stock grants | 8,740 | |||||
| Other changes | 9,360 | (8,989) | ||||
| - Stock Grant | 9,360 | (8,989) | ||||
| - Inflation accounting | ||||||
| - Other changes | ||||||
| Total comprehensive income (expense) for the period | ||||||
| - Hedge accounting | ||||||
| - Actuarial gains (losses) | ||||||
| - Deferred Tax recognized in net equity | ||||||
| - Translation differences | ||||||
| - Profit for the first half of 2021 | ||||||
| Balance at 30 June 2021 | 4,528 | 202,712 | 934 | 3,636 | (18,252) | 34,531 |
| Stock | ||||||
|---|---|---|---|---|---|---|
| option | ||||||
| Share | Treasury | and stock | ||||
| Share | premium | Legal | Other | shares | grant | |
| (€ thousands) | capital | reserve | reserve | reserves | reserve | reserve |
| Balance at 1 January 2022 | 4,528 | 202,712 | 934 | 3,636 | (28,841) | 38,566 |
| Allocation of profit (loss) for 2021 | ||||||
| Share capital increase | ||||||
| Treasury shares | (42,872) | |||||
| Dividend distribution | ||||||
| Notional cost of stock options and stock grants | 8,667 | |||||
| Other changes | 1,901 | 394 | ||||
| - Stock Grant | 1,901 | 394 | ||||
| - Inflation accounting | ||||||
| - Other changes | ||||||
| Total comprehensive income (expense) for the period | ||||||
| - Hedge accounting | ||||||
| - Actuarial gains (losses) | ||||||
| - Deferred Tax recognized in net equity | ||||||
| - Translation difference | ||||||
| - Profit for the first half of 2022 | ||||||
| Balance at 30 June 2022 | 4,528 | 202,712 | 934 | 3,636 | (69,812) | 47,627 |
Interim Financial Report as at 30 June 2022 > Condensed Interim Consolidated Financial Statements
| Cash flow hedge |
Foreign Curr. Basis Spread |
Actuarial gains and |
Retained | Translation | Profit for the | Total Shareholders' |
Minority | Total net |
|---|---|---|---|---|---|---|---|---|
| reserve | reserve | (losses) | earnings | difference | period | equity | interests | equity |
| (2,893) | (1,122) | (9,783) | 547,482 | (66,114) | 101,004 | 800,883 | 985 | 801,868 |
| 101,004 | (101,004) | - | - | |||||
| - | - | |||||||
| (13,331) | (13,331) | |||||||
| (49,356) | (49,356) | (49,356) | ||||||
| 8,740 | 8,740 | |||||||
| (1,228) | (857) | 5 | (852) | |||||
| (371) | - | - | ||||||
| 3,188 | 3,188 | 3,188 | ||||||
| (4,045) | (4,045) | 5 | (4,040) | |||||
| 1,995 | (20) | 2,024 | 86 | 5,294 | 77,144 | 86,523 | 52 | 86,575 |
| 1,995 | (20) | 1,975 | 1,975 | |||||
| 2,024 | 2,024 | 2,024 | ||||||
| 86 | 86 | 86 | ||||||
| 5,294 | 5,294 | 21 | 5,315 | |||||
| 77,144 | 77,144 | 31 | 77,175 | |||||
| (898) | (1,142) | (7,759) | 597,988 | (60,820) | 77,144 | 832,602 | 1,042 | 833,644 |
| Cash flow hedge reserve |
Foreign Curr. Basis Spread reserve |
Actuarial gains and (losses) |
Retained earnings |
Translation difference |
Profit for the period |
Total Shareholders' equity |
Minority interests |
Total net equity |
|---|---|---|---|---|---|---|---|---|
| (1,033) | (993) | (7,010) | 594,266 | (39,372) | 157,785 | 925,178 | 2,103 | 927,281 |
| 157,785 | (157,785) | - | - | |||||
| - | - | |||||||
| (42,872) | (42,872) | |||||||
| (58,237) | (58,237) | (58,237) | ||||||
| 8,667 | 8,667 | |||||||
| 6,102 | 8,397 | (68) | 8,329 | |||||
| (1,006) | 1,289 | 1,289 | ||||||
| 7,256 | 7,256 | 7,256 | ||||||
| (148) | (148) | (68) | (216) | |||||
| 10,975 | 564 | 6,379 | 30,943 | 86,283 | 135,144 | 291 | 135,435 | |
| 10,975 | 564 | 11,539 | 11,539 | |||||
| 6,379 | 6,379 | 6,379 | ||||||
| - | - | |||||||
| 30,943 | 30,943 | 108 | 31,051 | |||||
| 86,283 | 86,283 | 183 | 86,466 | |||||
| 9,942 | (429) | (631) | 699,916 | (8,429) | 86,283 | 976,277 | 2,326 | 978,603 |
STATEMENT OF CONSOLIDATED CASH FLOWS
| (€ thousands) | First Half 2022 | First Half 2021 |
|---|---|---|
| OPERATING ACTIVITIES | ||
| Net profit (loss) | 86,466 | 77,175 |
| Amortization, depreciation and impairment: | ||
| - intangible fixed assets | 38,807 | 35,324 |
| - tangible fixed assets | 25,439 | 24,283 |
| - right-of-use assets | 53,675 | 47,254 |
| Provisions, other non-monetary items and gain/losses from disposals | 7,817 | 6,577 |
| Group's share of the result of associated companies | (267) | (9) |
| Financial income and expenses | 17,568 | 14,012 |
| Current and deferred taxes | 33,404 | 30,374 |
| Cash flow from operating activities before change in working capital | 262,909 | 234,990 |
| Utilization of provisions | (6,036) | (4,801) |
| (Increase) decrease in inventories | (2,695) | (2,200) |
| Decrease (increase) in trade receivables | (5,501) | (2,879) |
| Increase (decrease) in trade payables | 47,176 | 22,684 |
| Changes in other receivables and other payables | (49,126) | (2,101) |
| Total change in assets and liabilities | (16,182) | 10,703 |
| Dividends received | 340 | - |
| Interest received (paid) | (16,709) | (16,043) |
| Taxes paid | (25,059) | (30,931) |
| Cash flow generated from (absorbed by) operating activities (A) | 205,299 | 198,719 |
| INVESTING ACTIVITIES: | ||
| Purchase of intangible fixed assets | (20,973) | (19,143) |
| Purchase of tangible fixed assets | (29,197) | (19,510) |
| Consideration from sale of non-current assets | 2,166 | 2,073 |
| Cash flow generated from (absorbed by) operating investing activities (B) | (48,004) | (36,580) |
| Purchase of subsidiaries and business units net of cash and cash equivalents acquired or dismissed |
(31,049) | (46,526) |
| Increase (decrease) in payables for business acquisitions | (9,210) | 4,138 |
| (Purchase) sale of other investments and securities | - | 3,644 |
| Cash flow generated from (absorbed by) acquisition activities (C) | (40,259) | (38,744) |
| Cash flow generated from (absorbed by) investing activities (B+C) | (88,263) | (75,324) |
| FINANCING ACTIVITIES: | ||
| Increase (decrease) in financial payables | (72,362) | (56,903) |
| (Increase) decrease in financial receivables | (57) | (30,855) |
| Principal portion of lease payments | (52,216) | (45,856) |
| Other non-current assets and liabilities | 198 | 154 |
| Dividend distributed | (58,237) | (49,356) |
| Treasury shares purchase | (42,872) | (13,331) |
| Capital increases and minority shareholders' contributions and dividends paid to third parties by subsidiaries |
(67) | (119) |
| Cash flow generated from (absorbed by) financing activities (D) | (225,613) | (196,266) |
| Net increase in cash and cash equivalents (A+B+C+D) | (108,577) | (72,871) |
| (€ thousands) | First Half 2022 | First Half 2021 |
|---|---|---|
| Cash and cash equivalents at beginning of period | 268,546 | 545,027 |
| Effect of exchange rate fluctuations on cash & cash equivalents | 2,474 | 387 |
| Flows of cash and cash equivalents | (108,577) | (72,871) |
| Cash and cash equivalents at end of period | 162,443 | 472,543 |
Related-party transactions relate to lease 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 costs and loans. Such transactions are detailed in Note 18. The impact of related-party transactions is immaterial at Group level, so they are not specifically reported in the statement of consolidated cash flow.
SUPPLEMENTARY INFORMATION TO THE STATEMENT OF CONSOLIDATED CASH FLOWS
The fair values of the assets and liabilities acquired are summarized in the table below:
| (€ thousands) | First Half 2022 | First Half 2021 |
|---|---|---|
| - Goodwill | 24,915 | 31,503 |
| - Customer lists | 10,663 | 15,118 |
| - Trademarks, licenses and non-competition agreements | 80 | 1 |
| - Other intangible fixed assets | 181 | 301 |
| - Tangible fixed assets | 1,175 | 3,223 |
| - Right-of-use assets | 1,239 | 4,521 |
| - Current assets | 3,251 | 5,678 |
| - Provisions for risks and charges | - | (1,041) |
| - Current liabilities | (4,101) | (8,390) |
| - Other non-current assets and liabilities | (4,271) | (7,195) |
| - Third parties equity | - | 3,076 |
| Total investments | 33,132 | 46,795 |
| Net financial debt acquired | 310 | 1,930 |
| Total business combinations | 33,442 | 48,725 |
| (Increase) decrease in payables through business acquisition | 9,210 | (4,138) |
| Purchase (sale) of other investments and securities | - | (3,644) |
| Cash flow absorbed by (generated from) acquisitions | 42,652 | 40,943 |
| (Cash and cash equivalents acquired) | (2,393) | (2,199) |
| Net cash flow absorbed by (generated from) acquisitions | 40,259 | 38,744 |
NOTES
1. General Information
The Amplifon Group is global leader in the distribution of hearing solutions and the fitting of customized products.
The parent company, Amplifon S.p.A. is based in Via Ripamonti 133, Milan, Italy. The Group is controlled directly by Ampliter S.r.l. (42.23% as at 30 June 2022), held 100% by Amplifin S.p.A. which is fully controlled by Susan Carol Holland.
The condensed interim consolidated financial statements at 30 June 2022 have been prepared in accordance with Article 154-bis of Legislative Decree no. 58/1998 (Consolidated Finance Act) and subsequent amendments and 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 June 2022. 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 June 2022 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 2021.
The publication of the condensed interim consolidated financial statements of the Amplifon Group at 30 June 2022 was authorized by a resolution of the Board of Directors of 28 July 2022 which approved their publication.
Pursuant to the Consob Communication of 28 July 2006, it is specified that during the first six months of 2022 the Group did not carry out atypical and/or unusual transactions, as defined by the Communication itself.
2. Impacts of conflict in Ukraine and COVID-19 emergency on the Group's performance and financial position
The Group has no business activities in either Ukraine or Russia. The military conflict in Ukraine, therefore, currently has no impact on the Group's performance or business.
With regard to Covid-19 pandemic, in the first half of 2022 a positive performance was reported across all the Group's geographies despite a few local restrictive measures that were still in place which confirms the resiliency of the business.
The Group continued to benefit, albeit to a much smaller degree, from the subsidies and relief made available by the different governmental authorities and the concessions on leases, but also continued to incur a series of costs attributable directly to the crisis.
The impact on the income statement and cash flow in the reporting period broken down by type of benefit/expense is shown below.
| Impact of Covid-19 in the first half of 2022 | ||
|---|---|---|
| (€ thousands) | Profit & Loss | Cash Flow |
| CONTRIBUTIONS RECEIVED/COSTS INCURRED | ||
| Subsidies received from the governmental authorities and other public entities |
314 | 913 |
| - For the cost of labor | 272 | 42 |
| - Other business assistance | 42 | 242 |
| - Tax credits, other exemptions and delays in tax payments and pension contributions |
- | 629 |
| Lease concessions received from landlords | 208 | 99 |
| Costs tied directly to the crisis | (245) | (173) |
| - Costs of personal protective equipment | (208) | (136) |
| - Costs incurred to sanitize offices and stores | (30) | (30) |
| - Costs incurred for consultancies (virologists and other experts, smart working, social plans) |
(6) | (6) |
| - Costs for advertising and communication targeting customers | (1) | (1) |
| Cost of labor for personnel of closed stores not covered by social plans |
(13) | (13) |
3. Acquisitions and goodwill
The Group's external growth continued in the first six months of 2022 with a series of acquisitions aimed at increasing coverage: more in detail, 43 points of sale were purchased in EMEA, 19 in Asia Pacific and 13 in Americas.
The total investment, including the indebtedness 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 €31,049 thousand.
The changes in goodwill and amounts recognized as a result of the acquisitions made in the period are reported in the table below and shown by groups of Cash Generating Units.
| (€ thousands) | Value at 12/31/2021 |
Business combinations |
Disposals | Impairment | Other net changes | Net carrying value at 06/30/2022 |
|---|---|---|---|---|---|---|
| EMEA | 894,228 | 14,437 | - | - | 172 | 908,837 |
| AMERICAS | 166,693 | 5,355 | - | - | 15,851 | 187,899 |
| APAC | 620,549 | 5,123 | - | - | 21,135 | 646,807 |
| Total | 1,681,470 | 24,915 | - | - | 37,158 | 1,743,543 |
"Business combinations" refers to the temporary allocation to goodwill of the portion of the purchase price paid, including deferments and contingent consideration (earn-outs), which is not directly attributable to the fair value of assets and liabilities, but is based on the positive contribution to cash flows that is expected to be made for an indefinite period of time. "Other net changes" refers almost entirely to foreign exchange differences.
Identification of the Groups of Cash Generating Units
For the purposes of monitoring the recoverable value, the total goodwill stemming from the cost incurred for a business combination was allocated to groups of Cash Generating Units; these groups of Cash Generating Units were identified by region and benefit from synergies, as well as shared policies, and are autonomous in the management and use of resources.
The assets allocated to the groups of Cash Generating Units and the methods used to determine these groups are the same as those applied to the financial Statements as at 31 December 2021.
The groups of Cash Generating Units recognized are:
- EMEA which includes Italy, France, the Netherlands, Germany, Belgium, Switzerland, Spain, Portugal, the UK, Hungary, Poland, Israel and Egypt);
- AMERICAS which includes both the single businesses through which operations are carried out in the US market (Franchising and Managed Care) and the countries (Canada, Argentina, Chile, Mexico, Panama, Ecuador and Colombia);
- ASIA PACIFIC which includes Australia, New Zealand, India and China.
The recoverable value of goodwill is determined based on the value in use or, if the latter is less than book value, on fair value. As at 31 December 2021 the management's evaluations were made taking into consideration the value in use. No loss in value was identified as a result of the impairment tests conducted as at 31 December 2021.
The Group tests for impairment of goodwill once a year and in the event of any impairment indicators.
The results recorded at 30 June were, overall, in line with the budget, but lower in EMEA and APAC (mainly in the latter part of the half). This decline was largely offset by the good performances recorded in the Americas and greater corporate efficiencies.
The global market conditions also changed as a result of rising interest rates and inflation which led to downward revisions in the expectations for general economic growth.
With regard to the first point, the results for the first half were, however, higher than in the prior year across all geographies, including EMEA and APAC, with cash generation maintained at a very high level. More specifically, the Group's management believes that any deviations from the budget targets reported in EMEA and APAC will be recovered, at least partially, in the second part of the year. The budget for the year was also very challenging, particularly in the second quarter, and, at this point, has been confirmed for the full year. Moreover, when the impairment tests were carried out at 12/31/2021. it was clear that there was ample headroom to absorb any flows which might be under budget and was decidedly higher than any deviations recorded in the first half in the two regions mentioned above.
With regard to the second point, sensitivity analyses were carried out of the parameters used to determine the recoverable value of the groups of Cash Generating Units. More specifically, the impact on changes (increases) in interest rates and WACC were assessed. More in detail, the impact on the existing headroom of a change (increase) in interest rates and the WACC and the effect of a drop in the growth expected to be seen in the future ("G").
The following assumptions were subject to sensitivity analyses:
- deviations from business plan targets;
- change (increase) in interest rates and the WACC;
- change (decrease) in the perpetual growth rates.
The results obtained showed that there was still very ample headroom for all the groups of Cash Generating Units in the changed scenario and, therefore, no impairment indicators were found and new impairment tests were not conducted at 30 June 2022. For more information on the impairment tests conducted at 12/31/2021 refer to the 2021 Annual Report.
A summary of the book value and the fair value of assets and liabilities, deriving from the temporary allocation of the purchase price made as a result of business combinations and the purchase of minority interests in subsidiaries, is provided in the following table.
| (€ thousands) | EMEA | Americas | APAC | Total |
|---|---|---|---|---|
| Cost of acquisitions of the period | 20,887 | 5,370 | 6,874 | 33,131 |
| Assets and liabilities acquired – Book value | ||||
| Current assets | 580 | 278 | - | 858 |
| Current liabilities | (1,973) | (440) | (39) | (2,452) |
| Net working capital | (1,393) | (162) | (39) | (1,594) |
| Other intangible, tangible and right-of-use assets | 2,142 | 278 | 176 | 2,596 |
| Provisions for risks and charges | - | - | - | - |
| Other non-current assets and liabilities | (1,117) | (92) | - | (1,209) |
| Non-current assets and liabilities | 1,025 | 186 | 176 | 1,387 |
| Net invested capital | (368) | 24 | 137 | (207) |
| Minority interests | - | - | - | - |
| Net financial position | 2,083 | - | - | 2,083 |
| NET EQUITY ACQUIRED - BOOK VALUE | 1,715 | 24 | 137 | 1,876 |
| DIFFERENCE TO BE ALLOCATED | 19,172 | 5,346 | 6,737 | 31,255 |
| ALLOCATIONS | ||||
| Trademarks and licenses | 80 | - | - | 80 |
| Non-competition agreements | - | - | - | - |
| Customer lists | 7,983 | 688 | 1,992 | 10,663 |
| Contract liabilities - Short and long-term | (2,570) | (697) | - | (3,267) |
| Deferred tax assets | 2,012 | 64 | - | 2,076 |
| Deferred tax liabilities | (2,770) | (64) | (378) | (3,212) |
| Total allocations | 4,735 | (9) | 1,614 | 6,340 |
| GOODWILL | 14,437 | 5,355 | 5,123 | 24,915 |
4. Intangible fixed assets with finite useful life
The following table shows the changes in intangible assets.
| (€ thousands) | Historical cost at 12/31/2021 |
Accumulated amortization and write downs at 12/31/2021 |
Net book value at 12/31/2021 |
Historical cost at 06/30/2022 |
Accumulated amortization and write downs at 06/30/2022 |
Net book value at 06/30/2022 |
|---|---|---|---|---|---|---|
| Software | 195,983 | (117,195) | 78,788 | 219,591 | (134,299) | 85,292 |
| Licenses | 22,508 | (16,669) | 5,839 | 22,591 | (17,485) | 5,106 |
| Non-competition agreements | 13,262 | (3,860) | 9,402 | 14,391 | (5,881) | 8,510 |
| Customer lists | 438,617 | (224,188) | 214,429 | 454,540 | (243,084) | 211,456 |
| Trademarks and concessions | 96,853 | (36,485) | 60,368 | 97,702 | (40,735) | 56,967 |
| Other | 24,816 | (12,484) | 12,332 | 26,209 | (14,282) | 11,927 |
| Fixed assets in progress and advances |
33,373 | - | 33,373 | 32,925 | - | 32,925 |
| Total | 825,412 | (410,881) | 414,531 | 867,949 | (455,766) | 412,183 |
| Net book | Other | Net book | ||||||
|---|---|---|---|---|---|---|---|---|
| value at | Business | net | value at | |||||
| (€ thousands) | 12/31/2021 | Investments | Disposals | Amortization | combinations | Impairment | changes | 06/30/2022 |
| Software | 78,788 | 6,001 | 2 | (13,683) | 3 | - | 14,181 | 85,292 |
| Licenses | 5,839 | 198 | (6) | (1,108) | 80 | - | 103 | 5,106 |
| Non-competition agreements |
9,402 | 434 | - | (1,899) | - | - | 573 | 8,510 |
| Customer lists | 214,429 | - | - | (17,301) | 10,663 | - | 3,665 | 211,456 |
| Trademarks and concessions |
60,368 | - | - | (3,977) | - | - | 576 | 56,967 |
| Other | 12,332 | 312 | (69) | (863) | 27 | - | 188 | 11,927 |
| Fixed assets in progress and advances |
33,373 | 14,028 | (183) | - | 152 | 25 | (14,470) | 32,925 |
| Total | 414,531 | 20,973 | (256) | (38,831) | 10,925 | 25 | 4,816 | 412,183 |
The investments in intangible fixed assets recorded in the reporting period (€20,973 thousand) is mainly attributable to the ongoing implementation and standardization of the Group cloud based ERP system for back office functions (HR, Procurement, Administration and Finance), as well as the development of front office systems.
The change in "business combinations" comprises:
- for €8,091 thousand, the temporary allocation of the price paid for acquisitions made in EMEA;
- for €1,992 thousand, the temporary allocation of the price paid for acquisitions made in APAC;
- for €842 thousand, the temporary allocation of the price paid for acquisitions made in Americas.
"Other net changes" is explained by foreign exchange differences recorded in the reporting period and the reclassification of work in progress completed in the period.
5. Tangible fixed assets
The following table shows the changes in tangible fixed assets.
| (€ thousands) | Historical cost at 12/31/2021 |
Accumulated amortization and write downs at 12/31/2021 |
Net book value at 12/31/2021 |
Historical cost at 06/30/2022 |
Accumulated amortization and write downs at 06/30/2022 |
Net book value at 06/30/2022 |
|---|---|---|---|---|---|---|
| Land | 219 | - | 219 | 231 | - | 231 |
| Buildings, constructions and leasehold improvements |
290,394 | (197,365) | 93,029 | 301,799 | (207,133) | 94,664 |
| Plant and machines | 62,620 | (47,363) | 15,257 | 62,784 | (47,838) | 14,946 |
| Industrial and commercial equipment |
59,791 | (45,961) | 13,830 | 63,572 | (49,294) | 14,278 |
| Motor vehicles | 2,643 | (2,140) | 503 | 2,269 | (1,931) | 338 |
| Computers and office machinery |
72,845 | (58,136) | 14,709 | 78,857 | (62,038) | 16,819 |
| Furniture and fittings | 126,417 | (90,869) | 35,548 | 130,625 | (95,210) | 35,415 |
| Other tangible fixed assets | 3,205 | (1,412) | 1,793 | 2,991 | (1,316) | 1,675 |
| Fixed assets in progress and advances |
11,957 | - | 11,957 | 16,225 | - | 16,225 |
| Total | 630,091 | (443,246) | 186,845 | 659,353 | (464,760) | 194,591 |
| Net book | Other | Net book | ||||||
|---|---|---|---|---|---|---|---|---|
| value at | Business | net | value at | |||||
| (€ thousands) | 12/31/2021 | Investments | Disposals | Depreciation | combinations | Impairment | changes | 06/30/2022 |
| Land | 219 | - | (14) | - | 14 | - | 12 | 231 |
| Buildings, constructions and leasehold improvements |
93,029 | 8,396 | (214) | (11,545) | 557 | (91) | 4,532 | 94,665 |
| Plant and machines | 15,257 | 1,371 | 34 | (2,172) | 113 | (72) | 415 | 14,946 |
| Industrial and commercial equipment |
13,830 | 1,482 | (82) | (2,051) | 41 | 34 | 1,024 | 14,278 |
| Motor vehicles | 503 | 38 | (168) | (65) | 21 | - | 9 | 338 |
| Computers and office machinery |
14,709 | 2,979 | (19) | (4,576) | 166 | (4) | 3,564 | 16,819 |
| Furniture and fittings | 35,548 | 3,268 | (17) | (4,693) | 123 | (55) | 1,241 | 35,415 |
| Other tangible fixed assets | 1,793 | 26 | (13) | (150) | - | - | 19 | 1,675 |
| Fixed assets in progress and advances |
11,957 | 11,637 | (155) | - | 140 | - | (7,354) | 16,225 |
| Total | 186,845 | 29,197 | (648) | (25,252) | 1,175 | (188) | 3,462 | 194,591 |
The investments made in the reporting period refer primarily to network expansion with the opening of new stores and renewal of existing ones, as well as the purchase of hardware needed for the implementation of Group Information Technology projects.
The change in "business combinations" comprises:
- for €965 thousand, the temporary allocation of the price paid for acquisitions made in EMEA;
-
for €176 thousand, the temporary allocation of the price paid for acquisitions made in APAC;
-
for €34 thousand, the temporary allocation of the price paid for acquisitions made in Americas.
"Other net changes" is explained primarily by foreign exchange differences recorded in the reporting period and the reclassification of work in progress completed in the period.
6. Right-of-use assets
Right-of-use assets are reported here below:
| Accumulated amortization and write |
Accumulated amortization and write |
|||||
|---|---|---|---|---|---|---|
| (€ thousands) | Historical cost at 12/31/2021 |
downs at 12/31/2021 |
Net book value at 12/31/2021 |
Historical cost at 06/30/2022 |
downs at 06/30/2022 |
Net book value at 06/30/2022 |
| Stores and offices | 681,738 | (253,738) | 428,000 | 741,251 | (292,680) | 448,571 |
| Motor vehicles | 22,188 | (13,230) | 8,958 | 22,998 | (14,076) | 8,922 |
| Electronic machinery | 871 | (452) | 419 | 1,449 | (500) | 949 |
| Totale | 704,797 | (267,420) | 437,377 | 765,698 | (307,256) | 458,442 |
| Net book | Other | Net book | ||||||
|---|---|---|---|---|---|---|---|---|
| value at | Business | net | value at | |||||
| (€ thousands) | 12/31/2021 | Increase | Decrease | Depreciation | combinations | Impairment | changes | 06/30/2022 |
| Stores and offices | 428,000 | 71,735 | (3,879) | (50,893) | 1,239 | - | 2,369 | 448,571 |
| Motor vehicles | 8,958 | 2,406 | 93 | (2,606) | - | - | 71 | 8,922 |
| Electronic machinery | 419 | 349 | 357 | (176) | - | - | - | 949 |
| Total | 437,377 | 74,490 | (3,429) | (53,675) | 1,239 | - | 2,440 | 458,442 |
The increase in right of use assets acquired in the year is explained by the renewal of existing leases, network expansion, as well as a new lease for the offices of an Italian subsidiary.
The change in "Business combinations" comprises the allocation of the price paid for right of use assets acquired in EMEA for €1,147 thousand and in Americas for €92 thousand.
"Other changes" refers mainly to foreign exchange differences recorded in the reporting period.
7. Share capital
At 30 June 2022 the share capital comprised 226,388,620 ordinary shares with a par value of €0.02 fully paid in and subscribed, unchanged with respect to 31 December 2021.
During the reporting period 1,200,000 treasury shares were purchased as per the buyback program approved by the shareholders during the Annual General Meeting held on 22 April 2021.
A total of 69,133 of the performance stock grant rights were exercised in the period, as a result of which the Group transferred the same number of treasury shares to the beneficiaries.
A total of 2,538,217 treasury shares, or 1.121% of the parent's share capital, were held at 30 June 2022.
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 12/31/2021 | 1,407,350 | 20.493 | 28,841 |
| Purchases | 1,200,000 | 35.726 | 42,872 |
| Transfers due to exercise of performance stock grants | (69,133) | 27.504 | (1,901) |
| Held at 06/30/2022 | 2,538,217 | 27.504 | 69,812 |
Interim Financial Report as at 30 June 2022 > Condensed Interim Consolidated Financial Statements
8. Net financial position
The Group's net financial position prepared in accordance with ESMA Guideline 32-382-1138 of 4 March 2021 and CONSOB Warning Notice n. 5/21 of 29 April 2021 is shown below.
| 162,443 - 49,940 212,383 136,811 105,630 30,344 837 121,560 3,849 16,963 100,748 |
268,546 - 49,819 318,365 147,031 84,394 62,402 235 117,404 6,072 12,667 98,665 |
(106,103) - 121 (105,982) (10,220) 21,236 (32,058) 602 4,156 (2,223) 4,296 2,083 |
|---|---|---|
| 258,370 | 264,435 | (6,065) |
| 45,987 | (53,930) | 99,917 |
| 889,458 | 941,676 | (52,218) |
| 507,283 | 568,838 | (61,555) |
| 7,405 | 19,571 | (12,166) |
| 374,770 | 353,267 | 21,503 |
| 455,902 | 447,122 | 8,780 |
| 350,000 | 350,000 | - |
| 105,902 | 97,122 | 8,780 |
| (20,531) | (11,750) | (8,781) |
| (20,531) | (11,750) | (8,781) |
| 1,377,048 | (52,219) | |
| 47,698 | ||
| 1,324,828 | 1,370,816 1,323,118 |
Net of lease liabilities (€475,518 thousand at 30 June 2022) net financial debt amounted to €895,298 thousand at 30 June 2022, broken down as follows:
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change |
|---|---|---|---|
| Cash and Cash Equivalents | 162,443 | 268,546 | (106,103) |
| Short Term Investments | 49,940 | 49,819 | 121 |
| Cash, Cash Equivalents and Short Term Investments | 212,383 | 318,365 | (105,982) |
| Current Financial Indebtedness (excluding lease liabilities) |
157,622 | 165,770 | (8,148) |
| Current Financial Indebtedness (excluding lease liabilities) |
(54,761) | (152,595) | 97,834 |
| Non current Financial Indebtedness (excluding lease liabilities) |
950,058 | 1,023,780 | (73,722) |
| Total Financial Indebtedness (excluding lease liabilities) | 895,298 | 871,185 | 24,112 |
Long-term net financial debt, excluding lease liabilities, amounted to €950,058 thousand at 30 June 2022, €73,722 thousand lower than the €1,023,780 thousand recorded at 31 December 2021. The change is attributable mainly to the reclassification as short-term debt of the portions of bank debt maturing in the next 12 months and amounts owed for acquisitions.
The short-term portion of the net financial position, excluding lease liabilities, was €97,834 thousand lower, going from €152,595 thousand at 31 December 2021 to €54,761 thousand at 30 June 2022. This change is attributable mainly to the use of €58,237 in available liquidity to pay dividends to shareholders, the purchase of €42,872 thousand in treasury shares, as well as investments in fixed assets and acquisitions of €48,004 thousand and €31,049 thousand, respectively), net the operating cash flow generated of €107,593 thousand.
More in detail, the short-term portion of the net financial position includes the short-term portion of long-term bank loans (€105,630 thousand), other bank borrowings including hot money used for treasury activities (€20,000 thousand) and other credit lines (€6,848 thousand), interest payable on the private placement (€1,615 thousand) and on the Eurobond (€1,498 thousand), as well as on other bank financing, and lastly, the best estimate of the deferred payments for acquisitions (€16,963 thousand), net of the €212,383 thousand in liquidity. Liquidity includes €162,443 thousand in available cash and €49,940 thousand in other financial assets that are easily liquidated. These financial assets refer to quotas in low-risk money market funds managed by top-tier financial institutions.
Bank loans, the Eurobond 2020-2027 and the private placement 2013-2025 are shown in the primary statement of financial position:
a. under the caption "Medium/long-term financial liabilities" for the non-current portion.
| (€ thousands) | 06/30/2022 |
|---|---|
| Private placement 2013-2025 | 105,902 |
| Eurobond 2020-2027 | 350,000 |
| Other medium/long-term debt | 507,283 |
| Fees for Eurobond 2020-2027, fees for bank loans and private placement 2013-2025 | (4,418) |
| Medium/long-term financial liabilities | 958,767 |
b. under the caption "Short-term financial liabilities" for the current portion.
| (€ thousands) | 06/30/2022 |
|---|---|
| Bank overdraft and other short-term debt (including current portion of other long-term debt) | 134,390 |
| Other financial payables | 3,849 |
| Fees for Eurobond 2020-2027, fees for bank loans and private placement 2013-2025 | (1,588) |
| Short-term financial liabilities | 136,651 |
All the other items in the net financial indebtedness table correspond to items in the statement of financial position.
9. Financial liabilities
Financial liabilities breakdown is as follows:
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change |
|---|---|---|---|
| Eurobond 2020-2027 | 350,000 | 350,000 | - |
| Private placement 2013-2025 | 105,902 | 97,122 | 8,780 |
| Medium long-term bank loans | 507,283 | 568,838 | (61,555) |
| Fees for bank loans and private placement 2013-2025 | (4,419) | (5,375) | 956 |
| Total medium/long-term financial liabilities | 958,766 | 1,010,585 | (51,819) |
| Passività finanziarie a breve termine | 136,651 | 151,112 | (14,461) |
| - of which current portion of short-term bank loans | 105,630 | 84,394 | 21,236 |
| - of which current portion of bank overdrafts and other short-term bank loans | 27,118 | 61,901 | (34,783) |
| - of which fees for bank loans and private placement 2013-2025 | (1,588) | (1,644) | 56 |
| Total short-term financial liabilities | 136,651 | 151,112 | (14,461) |
| Total financial liabilities | 1,095,417 | 1,161,697 | (66,280) |
The main financial liabilities are detailed below.
- Eurobond 2020-2027
This is a €350,000 thousand 7-year nonconvertible bond with a fixed annual coupon of 1.125% that is listed on the Luxembourg Stock Exchange's unregulated market.
| Issue Date | Debtor | Maturity | Nominal value (€/000) |
Fair Value (€/000) |
Nominal interest rate (*) |
Euro interest rate after hedging |
|---|---|---|---|---|---|---|
| 02/13/2020 | Amplifon S.p.A. | 02/13/2027 | 350,000 | 303,748 | 1.125% | N/A |
| Total in Euro | 350,000 | 303,748 |
(*) The nominal interest rate is equal to the mid swap plus a spread.
- Private placement 2013-2025
It is a USD 130 million private placement made in the US by Amplifon USA.
| Issue Date | Debtor | Maturity | Currency | Nominal value (USD/000) |
Outstanding debt (USD/000 |
Fair Value (USD/000) |
Nominal interest rate (*) |
Euro interest rate after hedging |
|---|---|---|---|---|---|---|---|---|
| 05/30/2013 | Amplifon USA | 07/31/2023 | USD | 8,000 | 8,000 | 8,244 | 4.46% | 3.90% |
| 07/31/2013 | Amplifon USA | 07/31/2023 | USD | 52,000 | 52,000 | 53,621 | 4.51% | 3.90%-3.94% |
| 07/31/2013 | Amplifon USA | 07/31/2025 | USD | 50,000 | 50,000 | 53,195 | 4.66% | 4.00%-4.05% |
| Total | 110,000 | 110,000 | 115,060 |
(*) The rate shown is the nominal rate in USD at the issue date;
(**) 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 €85,371 thousand.
- Bank loans
These are the main bilateral and pooled loans which are detailed below:
| Issue Date | Debtor | Type | Maturity | Nominal value (€/000) |
Outstanding debt (€/000 |
Fair Value (€/000) |
Nominal interest rate (*) |
Interest rate after hedging (**) |
Euro interest rate after hedging (**) |
|---|---|---|---|---|---|---|---|---|---|
| 04/30/2020 | Amplifon S.p.A. | Amortizing | 04/30/2023 | 30,000 | 15,051 | 15,120 | 0.544% | ||
| 04/07/2020 | Amplifon S.p.A. | Bullet | 03/22/2024 | 60,000 | 60,000 | 61,471 | 1.755% | ||
| 04/06/2020 | Amplifon S.p.A. | Amortizing | 04/06/2025 | 50,000 | 42,857 | 43,650 | 0.702% | 42,857 | 1.012% |
| 04/07/2020 | Amplifon S.p.A. | Amortizing | 04/07/2025 | 150,000 | 135,000 | 137,984 | 0.724% | 100,000 | 1.17% |
| 04/28/2020 | Amplifon S.p.A. | Amortizing | 04/28/2025 | 50,000 | 50,000 | 50,666 | 0.517% | 50,000 | 1.530% |
| 04/29/2020 | Amplifon S.p.A. | Amortizing | 04/29/2025 | 78,000 | 58,500 | 60,035 | 0.964% | 54,600 | 1.540% |
| 04/23/2020 | Amplifon S.p.A. | Amortizing | 06/30/2025 | 35,000 | 35,000 | 35,705 | 0.587% | 35,000 | 0.990% |
| 08/03/2020 | Amplifon S.p.A. | Amortizing | 06/30/2025 | 10,000 | 6,063 | 6,156 | 1.050% | ||
| 12/23/2021 | Amplifon S.p.A. | Amortizing | 12/23/2026 | 210,000 | 210,000 | 217,054 | 1.225% | 210,000 | 1.163% |
| Total | 673,000 | 612,471 | 627,841 | 492,457 |
(*) The nominal interest rate comprises the benchmark rate (Euribor) plus the applicable spread.
(**) An Interest Rate Swap was used to hedge these loans against interest rate risk at the IRS rate plus a spread.
Group's loans, bonds and revolving credit lines are subject to the following financial covenants:
- the net financial indebtedness, excluding lease liabilities, to net worth ratio must not exceed 1.65;
- the Leverage Ratio, calculated as the ratio of net financial debt, excluding lease liabilities, to EBITDA recorded in the last four quarters (determined excluding the fair value of the stock-based payments, based solely on recurring business, and restated if the Group's structure should change significantly), must not exceed 2.85;
- the Interest Cover, calculated as the ratio of EBITDA (restated like the EBITDA used to calculate the leverage ratio) recorded in the last four quarters and the net interest owed in the same four quarters, must not exceed 4.9.
Typically, in the event of relevant acquisitions, the first two ratios may be increased to 2.20 and 3.26, respectively, for a period of not more than 12 months, twice over the life of the respective loans.
The trigger events for these covenants and the "spikes" relative to significant acquisitions (i.e. increase in benchmark index for maximum 12 months and twice along the duration of the financial liability) are summarized below:
| Primary Credit Facility Agreement | Leverage Ratio | Net Worth Ratio | Interest Cover (*) | Spike |
|---|---|---|---|---|
| - Private placement 2013-2025 of USD 110 million (of EUR 85.4 million, including the fair value of the derivatives which set the EUR/USD exchange rate at 1.2885) |
≤ 3.26 (Leverage Ratio) |
|||
| - Medium/long-term bilateral loans with top-tier banking institutions of EUR 266 million |
≤ 2.85 | ≤ 1.65 | - | ≤ 2.20 (Net Worth Ratio) |
| - Irrevocable credit lines with top tier banking institutions of EUR 125 million; |
||||
| - EUR 43 million bank loan expiring in 2025 |
≤ 2.85 | - | > 4.90 | - |
| - Revolving irrevocable credit line of EUR 15 million |
≤ 2.85 | - | > 4.90 | ≤ 3.26 (Leverage Ratio) |
| - Medium/long-term bilateral loans with top-tier banking institutions of EUR 94 million; |
≤ 2.85 | ≤ 1.65 | > 4.90 | ≤ 3.26 (Leverage Ratio) |
| - Irrevocable credit lines with top tier banking institutions of EUR 115 million; |
≤ 2.20 (Net Worth Ratio) |
(*) This covenant is applicable to the private placement being a favorable condition granted to the lenders.
The EUR 210 million "sustainability-linked" line negotiated at year-end 2021 used to refinance the syndicated loan for the GAES acquisition is not subject to financial covenants. However, the financial covenants on the other credit facilities will also be extended to the lenders of the "sustainability-linked" facility as a result of a most favored clause.
The three financial covenants and the relative spikes, shown in the table above, are, therefore, applied to this credit line as long as they are also applied to the other facilities.
As at 30 June 2022 these ratios were as follows:
| Value as at | |
|---|---|
| 06/30/2022 | |
| Net financial indebtedness excluding lease liabilities/Group net equity | 0.92 |
| Net financial position excluding lease liabilities /EBITDA for the last 4 quarters | 1.67 |
| EBITDA for the last 4 quarters/Net financial expenses | 23.09 |
The above-mentioned ratios were determined based on an EBITDA which was restated, in order to reflect the main changes in the Group structure.
| (€ thousands) | Value as at 06/30/2022 |
|---|---|
| Group EBITDA first half 2022 | 255,088 |
| EBITDA July-December 2021 | 239,912 |
| Fair value of stock grant assignment | 17,488 |
| EBITDA normalized (from acquisitions and disposals) | 7,013 |
| Acquisitions and non-recurring costs | 16,200 |
| EBITDA for the covenant calculation | 535,700 |
The same agreements are also subject to other covenants applied in current international practice which limit the ability to issue guarantees and complete sales and lease backs, as well as extraordinary transactions involving the sale of assets.
10. Provisions for risk and charges
Provisions for risks and charges amounted to €26,523 thousand (€32,361 thousand at 31 December 2021). The change is attributable largely to lower provisions for the agents' leaving indemnity and similar provisions caused mainly by an increase in the consumer price index.
The provisions for risks at 30 June 2022 are detailed in the following table:
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change |
|---|---|---|---|
| Product warranty provision | 1,252 | 1,245 | 7 |
| Provision on contract risks | 4,091 | 4,835 | (744) |
| Agents' leaving indemnities | 15,990 | 20,099 | (4,109) |
| Other reserves for risks and charges | 3,035 | 2,900 | 135 |
| Total Long-term provision for risk and charges | 24,368 | 29,079 | (4,711) |
| Product warranty provision | 394 | 415 | (21) |
| Other reserves for risks and charges | 1,761 | 2,867 | (1,106) |
| Total Short-term provision for risk and charges | 2,155 | 3,282 | (1,127) |
| Total provision for risk and charges | 26,523 | 32,361 | (5,838) |
11. Lease liabilities
The lease liabilities stem from long-term leases and rental agreements. These liabilities are equal to the present value of future installments payable over the lease term.
The liabilities for finance leases are shown in the statement of financial position as follows:
| (€ thousands) | 06/30/2022 | 12/31/2021 | Change |
|---|---|---|---|
| Short-term lease liabilities | 100,748 | 98,665 | 2,083 |
| Long-term lease liabilities | 374,770 | 353,267 | 21,503 |
| Lease liabilities | 475,518 | 451,932 | 23,586 |
The following charges were recognized in the income statement during the reporting period:
| (€ thousands) | First Half 2022 |
|---|---|
| Interest paid on leased assets | (5,535) |
| Right-of-use depreciation | (53,675) |
| Costs relating to short-term and low-value leases | (6,048) |
12. Revenues from sales and services
| (€ thousands) | First Half 2022 | First Half 2021 | Change |
|---|---|---|---|
| Revenues from sales of products | 907,390 | 812,114 | 95,276 |
| Revenues from services | 129,816 | 119,672 | 10,144 |
| Revenues from sales and services | 1,037,206 | 931,786 | 105,420 |
| Goods and services provided at a point in time | 907,390 | 812,114 | 95,276 |
| Goods and services provided over time | 129,816 | 119,672 | 10,144 |
| Revenues from sales and services | 1,037,206 | 931,786 | 105,420 |
Consolidated revenues from sales and services amounted to €1,037,206 thousand in the first six months of 2022, an increase of €105,420 thousand (+11.3%) compared to the same period of the prior year.
The increase over the six months of 2022 is attributable for €40,196 thousand to organic growth (+4.3%), acquisitions for €45,103 thousand (+4.8%) and exchange differences for €20,121 thousand (+2.2%).
The comparison period, as was the case in the consolidated financial statements at 31 December 2021, is shown net of the items relating to the discontinued business of Elite Hearing LLC (see note 15).
13. Operating costs, depreciation and impairment, financial income-expenses and taxes
Operating costs amounted to €785,742 thousand in the first half of 2022 (€708,434 thousand in the first half of 2021), an increase of €77,308 thousand (+10.9%).
"Amortization, depreciation and impairment" amounted to €117,921 thousand at 30 June 2022, higher than the €106,849 thousand recorded in the first six months of 2021.
"Financial income, expenses and value adjustments to financial assets" came to €17,297 thousand in the first half of 2022 (€14,342 thousand in the first half of 2021).
Financial expenses were negatively impacted by inflation accounting on the Argentinian subsidiary. Furthermore, the comparison period benefitted from a gain following the disposal of the Irish subsidiary.
Current and deferred tax amounted to €33,404 thousand in the first quarter of 2022, €3,603 thousand higher than in the first six months of 2021 (€29,801 thousand). The tax rate was 27.9% in the reporting period versus 28.3% at 30 June 2021.
The comparison period, as was the case in the consolidated financial statements at 31 December 2021, is shown net of the items relating to the discontinued business of Elite Hearing LLC (see note 15).
14. Performance Stock Grant
On 3 May 2022, the Board of Directors, based on the recommendation of the Remuneration and Appointments Committee and pursuant to Art. 84 bis, paragraph 5 of CONSOB Regulation n. 11971/99, as amended, resolved to assign 438,750 rights per target as the first tranche of the stock grant cycle 2022-2024 at the end of the vesting period which was set at 3 years.
A fair value per unit of €36.75 was used for the stock grants assigned in the reporting period.
The following assumptions were used to determine the fair value:
| Valuation model | Binomial (Cox-Ross-Rubinstein method) |
|---|---|
| Price at grant date | €36.75 |
| Threshold | - € |
| Exercise price | 0.00 |
| Volatility (3 years) | 34.95% |
| Risk free interest rate | 1.265% |
| Vesting (in years) | 3 |
| Vesting date | 3 months after the Board approves the draft Consolidated Financial Statements as at 12.31.24 (i.e., June 2025). |
| Expected dividend yield | 0.6511% |
A figurative cost of €721 thousand for this grant cycle was recognized in the income statement at 30 June 2022.
Sustainable Value Sharing Plan 2022-2027
The Board of Directors, based on the recommendation of the Remuneration and Appointments Committee and pursuant to Art. 84 bis, paragraph 5 of CONSOB Regulation n. 11971/99, as amended, resolved to assign a maximum of 48,000 rights under the Sustainable Value Sharing Plan 2022-2027, reserved for the Chief Executive Officer, as described in the Information Document approved during the Shareholders' Meeting held on 22 April 2022.
The Plan is an incentive tool which involves two separate phases, the second of which is dependent on the first ("Phase A" and "Phase B"). Phase A: beginning in 2022 the MBO Bonus payable to the beneficiary under the MBO Plan of the prior year (and, therefore, including 2021) will not be paid and the MBO bonus will be substituted with a certain number of rights (the "Co-Investment Rights") as a result of which the CEO will receive shares at the end of the Phase B vesting period indicated below or prior to this deadline if Phase B fails to vest.
Phase B: if, in a specific year, the Beneficiary receives the Co-Investment Rights as per the above, the Beneficiary will receive other share-based incentives, namely the matching rights that the Company may assign if certain performance targets connected to the Group's value creation and sustainable success, are achieved.
Under the Sustainable Value Sharing Plan 2022-2027 reserved for the CEO/GM, the conversion of the MBO bonus matured resulted in the assignment of 24,000 co-investment rights and 24,000 matched rights.
The following assumptions were used to determine the fair value:
| PHASE A | PHASE B | |
|---|---|---|
| Valuation model | Binomial (Cox-Ross-Rubinstein method) | Binomial (Cox-Ross-Rubinstein method) |
| FV | €31.61 | €21.55 |
| KPI | - | ESG/TSR |
| Exercise price | 0.00 | |
| Volatility (3 years) | 35.28% | 35.28% |
| Risk free interest rate | 1.292% | 1.292% |
| Vesting (in years) | 3 | 3 |
| Vesting date | 3 months after the Board approves the draft Consolidated Financial Statements as at 12.31.24 |
3 months after the Board approves the draft Consolidated Financial Statements as at 12.31.24 (i.e., June 2025). |
| Expected dividend yield | 0.6511% | 0.6511% |
15. Discontinued operations
During the fourth quarter of 2021 the wind-down of the Elite Hearing LLC's business ("Elite") in the United States was completed and the Group exited the wholesale business as resolved by the Board of Directors on 29 July 2021.
The wind-down of the Elite business, which represented a separate major line of business, was treated as a discontinued operation in accordance with IFRS 5 as of the date operations were effectively discontinued.
In this financial report, therefore, Elite's income statement figures for the comparison period are recognized in the line "Profit (loss) from Discontinued Operations, net of tax" and through the line "Profit (Loss) from Continuing Operations" do not include the results of the discontinued business.
Highlights of the income statement of the discontinued business for first half of 2021 are provided below.
| (€ thousands) | First Half 2021 | ||||
|---|---|---|---|---|---|
| Amplifon continuing operations |
Discontinued operation (Elite) |
Amplifon with discontinued operation |
|||
| Revenues from sales and services | 931,786 | 27,701 | 959,487 | ||
| Operating costs | (708,434) | (25,735) | (734,169) | ||
| Other income and costs | 3,097 | (1) | 3,096 | ||
| EBITDA | 226,449 | 1,965 | 228,414 | ||
| Amortization, depreciation and impairment | |||||
| Amortization of intangible fixed assets | (35,074) | (8) | (35,082) | ||
| Depreciation of tangible fixed assets | (23,237) | (4) | (23,241) | ||
| Right-of-use depreciation | (46,698) | - | (46,698) | ||
| Impairment losses and reversals of non-current assets | (1,840) | - | (1,840) | ||
| (106,849) | (12) | (106,861) | |||
| EBIT | 119,599 | 1,954 | 121,553 | ||
| Financial income, expenses and value adjustments to financial assets Share of the result of associated companies valued at equity and gains/losses on disposals of equity investments |
(568) | - | (568) | ||
| Other income and expenses, impairment and revaluations of financial assets | 1,397 | - | 1,397 | ||
| Interest income and expenses | (8,743) | - | (8,743) | ||
| Interest expenses on lease liabilities | (5,216) | - | (5,216) | ||
| Other financial income and expenses | (530) | 333 | (197) | ||
| Exchange gains and losses | (794) | 5 | (789) | ||
| Gain (loss) on assets measured at fair value | 112 | - | 112 | ||
| (14,342) | 337 | (14,004) | |||
| Profit (loss) before tax | 105,258 | 2,291 | 107,549 | ||
| Current and deferred income tax | |||||
| Current tax | (31,114) | (573) | (31,687) | ||
| Deferred tax | 1,313 | - | 1,313 | ||
| (29,801) | (573) | (30,374) | |||
| Total net profit (loss) | 75,457 | 1,718 | 77,175 | ||
| Net profit (loss) attributable to minority interests | 31 | - | 31 | ||
| Net profit (loss) attributable to the Group | 75,426 | 1,718 | 77,144 |
16. Non-recurring significant events
The first six months of 2022 were impacted by the following non-recurring items:
| (€ thousands) | First Half 2022 | First Half 2021 | |
|---|---|---|---|
| Costs related to Bay Audio Pty. integration | (2,347) | - | |
| Costs related to second phase of the GAES integration | (1,682) | (2,666) | |
| Operating costs Charitable donation costs for Ukraine |
- | ||
| Costs related to the project to redefine the corporate structure of Amplifon S.p.A. |
- | (1,626) | |
| Profit (loss) before tax | (5,029) | (4,292) | |
| Impact of the above items on the tax burden for the period | 1,411 | 1,109 | |
| Total net profit (loss) from operating activities | (3,618) | (3,183) | |
| Net profit (loss) of discontinued activities | - | 1,718 | |
| Total net profit (loss) | (3,618) | (1,465) |
17. 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 period, considering purchases and disposals of own shares as cancellations and issues of shares.
Earnings per share are determined as follows:
| Earnings per share | First Half 2022 | First Half 2021 |
|---|---|---|
| Net profit (loss) attributable to ordinary shareholders (€ thousand) | 86,283 | 77,144 |
| Average number of shares outstanding in the period | 224,260,359 | 224,666,794 |
| Average earnings per share (€ per share) | 0.38474 | 0.34337 |
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 Half 2022 | First Half 2021 |
|---|---|---|
| Average number of shares outstanding in the period | 224,260,359 | 224,666,794 |
| Weighted average of potential and diluting ordinary shares | 2,846,770 | 2,580,900 |
| Weighted average of shares potentially subject to options in the period | 227,107,129 | 227,247,694 |
The diluted earnings per share were determined as follows:
| Diluted earnings per share | First Half 2022 | First Half 2021 |
|---|---|---|
| Net profit attributable to ordinary shareholders (€ thousand) | 86,283 | 77,144 |
| Average number of shares outstanding in the period | 227,107,129 | 227,247,694 |
| Average diluted earnings per share (€) | 0.37992 | 0.33947 |
18. Transactions with parents and other related parties
The parent company, Amplifon S.p.A. is based in Via Ripamonti 133, Milan, Italy. The Group is controlled directly by Ampliter S.r.l. (42.23% of share capital and 59.27% of voting rights), of which the 100% of share capital is owned 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.
The following table details transactions with related parties:
| 06/30/2022 | First Half 2022 | ||||||
|---|---|---|---|---|---|---|---|
| (€ thousands) | Trade receivables |
Trade payables |
Other receivables |
Other assets | Revenues for sales and services |
Operating costs |
Interest income and expense |
| Amplifin S.p.A. | 369 | - | 875 | - | - | (120) | 8 |
| Total – Parent | 369 | - | 875 | - | - | (120) | 8 |
| Comfoor BV (The Netherlands) | 6 | 1,447 | - | - | 38 | (757) | - |
| Comfoor GmbH (Germany) | - | 2 | - | - | - | - | - |
| Ruti Levinson Institute Ltd (Israel) | 127 | - | - | - | - | - | - |
| Afik - Test Diagnosis & Hearing Aids Ltd (Israel) |
122 | - | - | 24 | - | - | - |
| Total – Other related parties | 255 | 1,449 | - | 24 | 38 | (757) | - |
| Total related parties | 624 | 1,449 | 875 | 24 | 38 | (877) | 8 |
| Total as per financial statements | 179,178 | 294,632 | 97,872 | 39,363 | 1,037,206 | (785,743) | (9,378) |
| % of financial statements total | 0.35% | 0.49% | 0.89% | 0.06% | 0.00% | 0.11% | -0.09% |
The trade and other receivables refer primarily to:
- the recovery of maintenance costs and building fees from 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, a joint venture from which hearing protection devices are purchased and then distributed in Group stores.
With the application of IFRS 16, the lease for the Milan headquarters (leased to Amplifon by the parent company Amplifin) is no longer recognized as an operating cost, but is recognized under right-of-use depreciation for €907 thousand, interest on leases for €160 thousand and lease liabilities of €14,475 thousand.
19. Contingent liabilities
Currently the Group is not exposed to any particular risks, uncertainties or legal disputes in excess of the provisions already made in the financial statements, shown in Note 10. The usual tax audits are currently underway and no findings of not have been reported so far and the Group is, at any rate, confident in the fairness and adequacy of its operations.
20. Financial risk management
As this condensed consolidated interim financial report does not include all the additional information that is mandatorily included in the Annual Report relating to the management of financial risk, for a detailed analysis of financial risk management reference should be made to the Group's 2021 Annual Report.
Furthermore, the new global economic conditions have not resulted in specific changes being made to the financial risk management strategy: more than 90% of the liabilities stemming from financing agreements were already hedged with interest rate swaps before the second quarter of 2022; the main loan in currency (USD 130 million private placement) was also already hedged against currency risk using a cross currency swap.
Interim Financial Report as at 30 June 2022 > Condensed Interim Consolidated Financial Statements
21. Translation of foreign companies' financial statements
The exchange rates used to translate non-Euro zone companies' financial statements are as follows:
| 30 June 2022 | 2021 | 30 June 2021 | |||
|---|---|---|---|---|---|
| Average exchange rate |
As at 30 June |
As at 31 December |
Average exchange rate |
As at 30 June |
|
| Panamanian balboa | 1.0934 | 1.0387 | 1.1326 | 1.2053 | 1.1884 |
| Australian dollar | 1.5204 | 1.5099 | 1.5615 | 1.5626 | 1.5853 |
| Canadian dollar | 1.39 | 1.3425 | 1.4393 | 1.5030 | 1.4722 |
| New Zealand dollar | 1.6491 | 1.6705 | 1.6579 | 1.6810 | 1.7026 |
| Singapore dollar | 1.4921 | 1.4483 | 1.5279 | 1.6059 | 1.5976 |
| US dollar | 1.0934 | 1.0387 | 1.1326 | 1.2053 | 1.1884 |
| Hungarian florin | 375.13 | 397.04 | 369.19 | 357.880 | 351.680 |
| Swiss franc | 1.0319 | 0.996 | 1.0331 | 1.0946 | 1.0980 |
| Egyptian lira | 18.876 | 19.533 | 17.801 | 18.911 | 19.121 |
| New Israeli shekel | 3.5765 | 3.6392 | 3.5159 | 3.9373 | 3.8763 |
| Argentine peso | 129.8984 | 129.8984 | 116.3622 | 113.6435 | 113.6435 |
| Chilean peso | 902.67 | 962.06 | 964.35 | 868.020 | 866.750 |
| Colombian peso | 4,282.19 | 4,279.07 | 4,598.68 | 4,370.330 | 4,474.180 |
| Mexican peso | 22.1653 | 20.9641 | 23.1438 | 24.3270 | 23.5784 |
| Brazilian real | 5.5565 | 5.4229 | 6.3101 | 6.4902 | 5.9050 |
| Chinese renminbi | 7.0823 | 6.9624 | 7.1947 | 7.7960 | 7.6742 |
| Indian rupee | 83.3179 | 82.113 | 84.2292 | 88.4126 | 88.3240 |
| British pound | 0.8424 | 0.8582 | 0.8403 | 0.8680 | 0.8581 |
| Polish zloty | 4.6354 | 4.6904 | 4.5969 | 4.5374 | 4.5201 |
(*) Argentina is a high inflationary country. As requested by IAS 29, profit and loss items have been converted at 06/30/2022 exchange rate.
Average Argentine peso exchange rate as at 30 June 2022 is 129.1020 (113.6435 as at 30 June 2021).
22. 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, Spain, Portugal, Switzerland, Belgium, Hungary, Egypt, 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 June 30 th , 2022 (*)
| (€ thousands) | EMEA | AMERICAS | APAC | ELIM. | CONSOLIDATED |
|---|---|---|---|---|---|
| ASSETS | |||||
| Non-current assets | |||||
| Goodwill | 908,837 | 187,899 | 646,807 | - | 1,743,543 |
| Intangible fixed assets with finite useful life | 287,407 | 48,587 | 76,189 | - | 412,183 |
| Tangible fixed assets | 142,637 | 18,092 | 33,862 | - | 194,591 |
| Right-of-use assets | 371,544 | 30,289 | 56,609 | - | 458,442 |
| Equity-accounted investments | 2,057 | - | - | - | 2,057 |
| Hedging instruments | 31,708 | - | - | - | 31,708 |
| Deferred tax assets | 64,907 | 18,970 | 10,839 | - | 94,716 |
| Deferred contract costs | 9,285 | 1,091 | 83 | - | 10,459 |
| Other assets | 30,754 | 7,493 | 1,116 | - | 39,363 |
| Total non-current assets | 2,987,062 | ||||
| Current assets | |||||
| Inventories | 51,327 | 5,648 | 10,296 | - | 67,271 |
| Receivables | 258,782 | 56,850 | 28,556 | (67,136) | 277,052 |
| Deferred contract costs | 4,474 | 694 | 81 | - | 5,249 |
| Hedging Instruments | 8 | - | - | - | 8 |
| Other financial assets | 49,958 | ||||
| Cash and cash equivalents | 162,443 | ||||
| Total current assets | 561,981 | ||||
| TOTAL ASSETS | 3,549,043 | ||||
| LIABILITIES | |||||
| Net Equity | 978,603 | ||||
| Non-current liabilities | |||||
| Medium/long-term financial liabilities | 958,767 | ||||
| Lease liabilities | 306,141 | 25,486 | 43,143 | - | 374,770 |
| Provisions for risks and charges | 18,298 | 4,546 | 1,524 | - | 24,368 |
| Liabilities for employees' benefits | 11,793 | 252 | 674 | - | 12,719 |
| Hedging instruments | - | - | - | - | - |
| Deferred tax liabilities | 65,646 | 32,796 | 19,460 | - | 117,902 |
| Payables for business acquisitions | 3,120 | 4,285 | - | - | 7,405 |
| Contract liabilities | 132,262 | 13,591 | 2,089 | - | 147,942 |
| Other long-term liabilities | 16,158 | 1,331 | - | - | 17,489 |
| Total non-current liabilities | 1,661,362 | ||||
| Current liabilities | |||||
| Trade payables | 268,952 | 57,264 | 35,342 | (66,927) | 294,631 |
| Payables for business acquisitions | 6,645 | 10,318 | - | - | 16,963 |
| Contract liabilities | 94,419 | 12,955 | 7,337 | - | 114,711 |
| Other payables and tax payables | 181,511 | 36,472 | 21,030 | (209) | 238,804 |
| Hedging instruments | 876 | - | - | - | 876 |
| Provisions for risks and charges | 1,670 | 485 | - | - | 2,155 |
| Liabilities for employees' benefits | 846 | 109 | 2,584 | - | 3,539 |
| Short-term financial liabilities | 136,651 | ||||
| Lease liabilities | 75,838 | 7,530 | 17,380 | - | 100,748 |
| Total current liabilities | 909,078 | ||||
| TOTAL LIABILITIES | 3,549,043 |
(*) The items in the statement of financial position are analyzed by the CEO and Top Management by geographical segment without being separated from the corporate functions which are included in EMEA. The figures of the operating segments are net of the intercompany eliminations.
Statement of Financial Position as at December 31st, 2021 (*)
| 894,227 288,292 140,362 360,625 2,133 10,983 67,388 |
166,694 46,912 13,836 23,100 - |
620,549 79,327 32,647 53,652 |
- - - |
1,681,470 414,531 |
|---|---|---|---|---|
| 186,845 | ||||
| - | 437,377 | |||
| - | - | 2,133 | ||
| - | - | - | 10,983 | |
| 6,796 | 11,001 | - | 85,185 | |
| 8,434 | 924 | 94 | - | 9,452 |
| 31,031 | 8,838 | 904 | - | 40,773 |
| 2,868,749 | ||||
| 49,896 | 5,557 | 7,117 | - | 62,570 |
| 246,764 | 47,114 | 25,615 | (59,258) | 260,235 |
| 4,591 | 529 | 67 | - | 5,187 |
| 168 | - | - | - | 168 |
| 49,836 | ||||
| 268,546 | ||||
| 646,542 | ||||
| 3,515,291 | ||||
| 927,281 | ||||
| 1,010,585 | ||||
| 353,267 | ||||
| 29,079 | ||||
| 20,762 | ||||
| 2,531 | ||||
| 105,191 | ||||
| 19,571 | ||||
| 144,414 | ||||
| 16,318 | ||||
| 1,701,718 | ||||
| 242,507 | ||||
| 12,667 | ||||
| 107,414 | ||||
| 266,012 | ||||
| 552 | ||||
| 3,282 | ||||
| 4,081 | ||||
| 151,112 | ||||
| 74,504 | 6,440 | 17,721 | - | 98,665 886,292 |
| 295,011 21,292 19,623 2,531 65,339 7,193 131,010 15,620 210,435 7,271 88,400 200,682 552 2,804 1,557 |
19,056 6,369 375 - 19,607 12,378 11,688 698 42,938 5,357 10,849 58,446 - 478 127 |
39,200 1,418 764 - 20,245 - 1,716 - 26,098 39 8,165 29,180 - - 2,397 |
- - - - - - - - (36,964) - - (22,296) - - - |
(*) The items in the statement of financial position are analyzed by the CEO and Top Management by geographical segment without being separated from the corporate functions which are included in EMEA. The figures of the operating segments are net of the intercompany eliminations.
Income Statement – First Half 2022 (*)
| (€ thousands) | EMEA | AMERICAS | APAC | CORPORATE | ELIM. | CONSOLIDATED |
|---|---|---|---|---|---|---|
| Revenues from sales and services | 704,649 | 180,790 | 151,493 | 274 | - | 1,037,206 |
| Operating costs | (499,672) | (131,683) | (114,165) | (40,222) | - | (785,742) |
| Other income and costs | 3,195 | (559) | 193 | 795 | - | 3,624 |
| Gross operating profit by segment (EBITDA) |
208,172 | 48,548 | 37,521 | (39,153) | - | 255,088 |
| Amortization, depreciation and | ||||||
| impairment Intangible assets amortization |
(18,162) | (4,897) | (7,998) | (7,774) | - | (38,831) |
| Tangible asset depreciation | (16,965) | (2,254) | (4,664) | (1,369) | - | (25,252) |
| Right-of-use depreciation | (37,548) | (3,716) | (11,280) | (1,131) | - | (53,675) |
| Impairment losses and reversals of non | ||||||
| current assets | (207) | 62 | (18) | - | - | (163) |
| (72,882) | (10,805) | (23,960) | (10,274) | - | (117,921) | |
| Operating result by segment | 135,290 | 37,743 | 13,561 | (49,427) | - | 137,167 |
| Financial income, expenses and value adjustments to financial assets Group's share of the result of associated companies valued at equity and |
267 | - | - | - | - | 267 |
| gains/losses on disposals of equity investments Other income and expenses, impairment |
- | |||||
| and revaluations of financial assets Interest income and expenses |
(9,379) | |||||
| Interest expenses on lease liabilities | (5,535) | |||||
| Other financial income and expenses | (923) | |||||
| Exchange gains and losses | (277) | |||||
| Gain (loss) on assets accounted at fair | (1,450) | |||||
| value | (17,297) | |||||
| Net profit (loss) before tax | 119,870 | |||||
| Current and deferred income tax | ||||||
| Current income tax | (37,976) | |||||
| Deferred tax | 4,572 | |||||
| (33,404) | ||||||
| Profit (loss) from continuing operations | 86,466 | |||||
| Profit (loss) from discontinued | - | |||||
| operations Net profit (loss) |
86,466 | |||||
| Net profit (loss) attributable to Minority | ||||||
| interests | 183 | |||||
| Net profit (loss) attributable to the Group |
86,283 |
(*) The figures of the operating segments are net of the intercompany eliminations.
Income Statement – First Half 2021 (*)
| (€ thousands) | EMEA | AMERICAS | APAC | CORPORATE | ELIM. | CONSOLIDATED |
|---|---|---|---|---|---|---|
| Revenues from sales and services | 673,954 | 144,592 | 113,240 | - | - | 931,786 |
| Operating costs | (484,648) | (106,735) | (79,189) | (37,862) | - | (708,434) |
| Other income and costs Gross operating profit by segment |
3,129 | 41 | (385) | 312 | - | 3,097 |
| (EBITDA) | 192,435 | 37,898 | 33,666 | (37,550) | - | 226,449 |
| Amortization, depreciation and impairment |
||||||
| Intangible assets amortization | (18,673) | (5,617) | (5,157) | (5,627) | - | (35,074) |
| Tangible asset depreciation | (17,248) | (1,487) | (3,429) | (1,073) | - | (23,237) |
| Right-of-use depreciation | (37,067) | (3,056) | (6,154) | (421) | - | (46,698) |
| Impairment losses and reversals of non current assets |
(1,214) | (225) | - | (401) | - | (1,840) |
| (74,202) | (10,385) | (14,740) | (7,522) | - | (106,849) | |
| Operating result by segment | 118,233 | 27,513 | 18,926 | (45,072) | - | 119,600 |
| Financial income, expenses and value adjustments to financial assets Group's share of the result of associated companies valued at equity and gains/losses on disposals of equity |
(568) | - | - | - | - | (568) |
| investments Other income and expenses, impairment and revaluations of financial assets |
1,397 | |||||
| Interest income and expenses | (8,743) | |||||
| Interest expenses on lease liabilities | (5,216) | |||||
| Other financial income and expenses | (530) | |||||
| Exchange gains and losses | (794) | |||||
| Gain (loss) on assets accounted at fair value |
112 | |||||
| (14,342) | ||||||
| Net profit (loss) before tax | 105,258 | |||||
| Current and deferred income tax | ||||||
| Current income tax | (31,114) | |||||
| Deferred tax | 1,313 | |||||
| (29,801) | ||||||
| Profit (loss) from continuing operations | 75,457 | |||||
| Profit (loss) from discontinued operations | 1,718 | |||||
| Net profit (loss) | 77,175 | |||||
| Net profit (loss) attributable to Minority interests |
31 | |||||
| Net profit (loss) attributable to the Group | 77,144 |
(*) The figures of the operating segments are net of the intercompany eliminations.
23. Accounting policies
23.1 Presentation of the financial statements
The consolidated half year financial statements as at June 30, 2022 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 a going concern basis.
With regard to the financial statements, the following is specified:
- 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;
- comprehensive income statement: in addition to the net result for the year, it includes the effects of changes in exchange rates, the cash flow hedge reserve, the foreign currency basis spread reserve on derivative instruments and the actuarial gains and losses that have been recognized directly in changes in shareholders' equity, these items are divided according to whether or not they can be subsequently reclassified to the income statement;
- 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);
- statement of cash flows: is prepared using the indirect method to determine cash flow from operations.
23.2 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 for 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 inventories in order to align the carrying value of inventories with the estimated realizable value;
- provisions for employee benefits, calculated based on actuarial valuations;
- amortization and depreciation of intangible assets 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;
- Impact of changes to agreements following the renegotiation of long-term financial liabilities valued using the market rate updated at the time of the negotiation when and if market rates are applied;
- 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;
- discount rate of leases falling within the scope of IFRS 16 (incremental borrowing rate) determined based on the IRS (reference interbank rate used as an index for fixed-rate mortgage loans) in the individual countries in which Amplifon Group companies operate, for maturities commensurate with the duration of the specific rental contract, plus the Parent Company's credit spread and any costs for additional guarantees. In the rare instances when the IRS rate is not available (Egypt, Ecuador, Mexico and Panama), the risk-free rate was determined based on government bonds with maturities similar to the duration of the specific rental contract.
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 verifies the existence of a loss in value of goodwill regularly once a year or in the event of impairment indicators.
The impairment test is conducted for the groups of cash generating units to which the goodwill refers and based on which the Group values, directly or indirectly, the return on the investment that includes the goodwill.
23.3 IFRS standards/interpretations approved by the IASB and endorsed in Europe
The following table lists the IFRS/interpretations approved by the IASB, endorsed in Europe and applied for the first time this year.
| Description | Endorsement date |
Publication in the G.U.C.E. |
Effective date | Effective date for Amplifon |
|---|---|---|---|---|
| Amendments of: • IFRS 3 Business Combinations • IAS 16 Property, Plant and Equipment |
28 June '21 | 2 July '21 | 1 Jan '22 | 1 Jan '22 |
| • IAS 37 Provisions, Contingent Liabilities and Contingent Assets • Annual Improvements 2018-2020 (all issued on 14 May 2020) |
- Amendments to IFRS 3 "Reference to the Conceptual Framework" in order to: (i) complete the update of the references to the Conceptual Framework for Financial Reporting in the accounting standard; (ii) provide clarification relative to the recognition, through the acquisition date, of provisions, potential liabilities, tax liabilities (i.e. levies) recognized as part of a business combination; (iii) state expressly that potential assets cannot be recognized in a business combination.
- Amendments to IAS 16 "Property, Plant and Equipment: Proceeds before Intended Use", which indicate that proceeds from selling items produced by an asset before the asset is ready for the use it was intended are recognized in the income statement along with the relative production costs.
- Amendments to IAS 37 "Onerous Contracts Cost of Fulfilling a Contract" which clarify how to assess whether or not a contract is onerous;
- "Annual Improvements to IFRS Standards 2018 2020" contain amendments to the accounting standards which are largely technical and relate to presentation.
The adoption of the standards and interpretations described above did not have a material impact on the measurement of the Group's assets, liabilities, costs and revenues.
| Description | Endorsement date |
Publication in the G.U.C.E. |
Expected effective date | Effective date for Amplifon |
|---|---|---|---|---|
| Amendments to IAS 1: "Presentation of Financial Statements" and IFRS Practice Statement 2: Disclosure of Accounting Policies (issued on 12 February 2021) |
2 March '22 | 3 March '22 | 1 Jan '23 | 1 Jan '23 |
| IFRS 17 "Insurance Contracts" (issued on 18 Mayo 2017); including the amendments to IFRS 17 (issued on 25 June 2020) |
19 Nov '21 | 23 Nov '21 | 1 Jan '23 | 1 Jan '23 |
| Amendment to IAS 8 "Accounting policies, Changes in Accounting Estimates and Errors: Definition of Accounting Estimates" (issued on 12 February 2021) |
2 March '22 | 3 March 2022 | 1 Jan '23 | 1 Jan '23 |
The IFRS Standards/ interpretations approved by the IASB and endorsed in Europe which take effect after 31 December 2022 are shown below:
Amendments to IAS 1 "Presentation of Financial Statements" and "IFRS Practice Statement 2 Disclosure of Accounting Policies" which strive to improve accounting policy disclosures, in order to provide investors and other primary users of the financial statements with more useful
information, as well as help companies clarify the distinction between changes in accounting policies and changes in accounting estimates.
IFRS 17 "Insurance Contracts" is a new standard which relates to the recognition and measurement, presentation and disclosure of insurance contracts which will substitute IFRS 4, issued in 2005. This standard is applicable to all types of insurance contracts, regardless of the issuer, as well as to a few guarantees and financial instruments with discretionary participation features.
Amendments to IAS 8 ''Accounting policies, Changes in Accounting Estimates and Errors'' which allow the entities to distinguish between accounting principle and accounting estimates through the introduction of the new definition ''accounting estimates''.
The adoption of the above standards and interpretations is not expected to have a material impact on the measurement of the Group's assets, liabilities, costs and revenues.
23.4 Future accounting standards and interpretations
IFRS standards/interpretations approved by IASB, but not endorsed in Europe
The following are the international accounting standards, interpretations, amendments to existing accounting standards and interpretations, or specific provisions contained in the standards and interpretations approved by the IASB which, at 2 May 2022, have yet to be endorsed for adoption in Europe.
| Description | Expected effective date |
|---|---|
| Amendments to IAS 1: "Presentation of Financial Statements – | |
| Classification of liabilities as current or non-current" and "Classification | Periods beginning on or after |
| of Liabilities as Current or Non-current - Deferral of Effective Date" | 1 Jan '23 |
| (issued on 23 January 2020 and 15 July 2020, respectively) | |
| Amendments to IAS 12 "Income Taxes: Deferred Tax related to Assets | Periods beginning on or after |
| and Liabilities arising from a Single Transaction" (issued on 7 May 2021) | 1 Jan '23 |
| Amendments to IFRS 17 "Insurance contracts: Initial application of IFRS | Periods beginning on or after |
| 17 and IFRS 9; comparative information" (issued on 9 December 2021) | 1 Jan '23 |
IAS 1 amendments are related to the definitions of current and non-current assets, providing a more generalized approach to the classification of liabilities under the standard, based on the contractual agreements.
IAS 12 amendments clarify how companies account for deferred tax on transactions which can generate assets and liabilities of the same amount such as leases and decommissioning obligations.
Amendments to IFRS 17 "Insurance contracts: Initial application of IFRS 17 and IFRS 9; comparative information" add a new transition option to IFRS 17 (''classification overlay'') which is aimed at helping entities to avoid temporary accounting mismatches between financial assets and insurance contract liabilities, and therefore improve the usefulness of comparative information relative to financial assets to be provided which is more consistent with IFRS 9.
The adoption of the standards and interpretations approved and not endorsed above is not expected to have a material impact on the measurement of the Group's assets, liabilities, costs and revenues.
24. Subsequent events
Subsequent to 30 June 2022 exercise of the performance stock grants continued, and the beneficiaries received a total of 9,450 treasury shares. At the date of this report the Company has a total of 2,528,767 treasury shares or 1.117% of its share capital.
The Group's external growth also continued in July 2022 with the acquisition of a total of 14 shops in France and United States.
Milan, July 28th, 2022
CEO
Enrico Vita
Annexes
Annex I
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 June 2022.
Parent company:
| Company name | Head office | Currency | Share capital |
|---|---|---|---|
| Amplifon S.p.A. | Milano (Italia) | EUR | 4,527,772 |
Subsidiaries consolidated using the line-by-line method:
| Company name | Registered head office | Direct/Indirect ownership |
Currency | Share Capital |
% held as at 06/30/22 |
|---|---|---|---|---|---|
| Amplifon Italia S.p.A | Milan (Italy) | D | EUR | 100,000 | 100.0% |
| Amplifon Rete | Milan (Italy) | I | EUR | 19,250 | 4.35% |
| Otohub S.r.l. | Naples (Italy) | D | EUR | 28,571 | 100.0% |
| Audibel S.r.l (in liquidazione) | Rome (Italy) | D | EUR | 70,000 | 100.0% |
| Pilot Blankenfelde Medizinisch Elektronische Gerate GmbH |
Blankenfelde-Mahlow (Germany) |
D | EUR | 34,595 | 100.0% |
| Amplifon France SAS | Arcueil (France) | D | EUR | 98,550,898 | 100.0% |
| SCI Eliot Leslie | Lyon (France) | I | EUR | 610 | 100.0% |
| Amplifon France Holding | Arcueil (France) | D | EUR | 1 | 100.0% |
| Centre Audio Sas | Chartres (France) | I | EUR | 7,500 | 100.0% |
| Audition 85 Sas | La Roche-sur-Yon (France) |
I | EUR | 1,000 | 100.0% |
| Cevennès Audition | Alès (France) | I | EUR | 7,000 | 100.0% |
| Bougerolle Audition | Saint-Gervais-la-Forêt (France) |
I | EUR | 8,000 | 100.0% |
| A.B. Audition | Mer (France) | I | EUR | 6,000 | 100.0% |
| Audition Frederic Rembaud | Périgueux (France) | I | EUR | 40,000 | 100.0% |
| Amplifon Iberica SA | Barcelona (Spain) | D | EUR | 26,578,809 | 100.0% |
| Microson S.A. | Barcelona (Spain) | D | EUR | 61,752 | 100.0% |
| Amplifon LATAM Holding S.L. | Barcelona (Spain) | I | EUR | 3,000 | 100.0% |
| Amplifon Portugal SA | Lisboa (Portugal) | I | EUR | 15,520,187 | 100.0% |
| Amplifon Magyarország Kft | Budapest (Hungary) | D | HUF | 723,500,000 | 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% |
| Hörberatung Loppacher AG | Rapperswill(Switzerland) | D | CHF | 100,000 | 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% |
Interim Financial Report as at 30 June 2022 > Condensed Interim Consolidated Financial Statements
| Company name | Registered head office | Direct/Indirect ownership |
Currency | Share Capital |
% held as at 06/30/22 |
|---|---|---|---|---|---|
| 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 RE SA | Luxembourg (Luxembourg) |
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 (Polonand) | D | PLN | 3,346,400 | 100.0% |
| Amplifon UK Ltd | Manchester (UK) | D | GBP | 130,951,168 | 100.0% |
| Amplifon Ltd | Manchester (UK) | I | GBP | 1,800,000 | 100.0% |
| Ultra Finance Ltd | Manchester (UK) | I | GBP | 75 | 100.0% |
| Amplifon Cell | Ta' Xbiex (Malta) | D | EUR | 2,500,125 | 100.0% |
| Medtechnica Ortophone Ltd (*) | Tel Aviv (Israel) | D | ILS | 1,100 | 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 | - | 100.0% |
| ME Pivot Holdings LLC | Minneapolis (USA) | I | USD | 2,000,000 | 100.0% |
| ME Flagship LLC | Wilmington (USA) | I | USD | - | 100.0% |
| METX LLC | Waco (USA) | I | USD | - | 100.0% |
| MEFL LLC | Waco (USA) | I | USD | - | 100.0% |
| METAMPA LLC | Waco (USA) | I | USD | - | 100.0% |
| MENM LLC | Waco (USA) | I | USD | - | 100.0% |
| Miracle Ear Canada Ltd. | Vancouver (Canada) | I | CAD | 80,201,200 | 100.0% |
| 2829663 Ontario Inc | Milton (Canada) | I | CAD | - | 100.0% |
| Ossicle Fort McMurray Inc | Fort McMurray (Canada) | I | CAD | - | 100.0% |
| Southern Alberta Hearing Aid Ltd | Lethbridge (Canada) | I | CAD | - | 100.0% |
| Burnaby Hearing Center Inc | Burnaby (Canada) | I | CAD | - | 100.0% |
| Raindrop Hearing Clinici Inc | Toronto (Canada) | I | CAD | - | 100.0% |
| Terrace Hearing Clinic Ltd. | Terrace (Canada) | I | CAD | - | 100.0% |
| The Hearing Clinic | Scarborough (Canada) | I | CAD | - | 100.0% |
| GAES S.A. | Santiago de Chile (Chile) | I | CLP | 1,901,686,034 | 100.0% |
| GAES Servicios Corporativo de Latinoamerica Spa |
Santiago de Chile (Chile) | I | CLP | 10,000,000 | 100.0% |
| Audiosonic Chile S.A. | Santiago de Chile (Chile) | I | CLP | 1,000,000 | 100.0% |
| GAES S.A. | Buenos Aires (Argentina) |
I | ARS | 120,542,331 | 100.0% |
| GAES Colombia SAS | Bogotà (Colombia) | I | COP | 21,900,000,000 | 100.0% |
| Soluciones Audiologicas de Colombia SAS (in liquidazione) |
Bogotà (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 (Messico) |
I | MXN | 194,683,815 | 100.0% |
Interim Financial Report as at 30 June 2022 > Condensed Interim Consolidated Financial Statements
| Company name | Registered head office | Direct/Indirect ownership |
Currency | Share Capital |
% held as at 06/30/22 |
|---|---|---|---|---|---|
| Compañía de Audiologia y Servicios Medicos sa de cv |
Aguascalientes (Messico) |
I | MXN | 43,306,212 | 66.4% |
| GAES Panama S.A. | Panama (Panama) | I | PAB | 510,000 | 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 | - | 100.0% |
| Attune Hearing Pty Ltd | Brisbane (Australia) | D | AUD | 14,771,093 | 100.0% |
| Attune Workplace Hearing Pty Ltd | Brisbane (Australia) | I | AUD | 1 | 100.0% |
| Ear Deals Pty Ltd | Brisbane (Australia) | I | AUD | 300,000 | 100.0% |
| Otohub Unit Trust (in liquidazione) | Brisbane (Australia) | I | AUD | - | 100.0% |
| Otohub Australasia Pty Ltd | Brisbane (Australia) | D | AUD | 10 | 100.0% |
| Bay Audio Pty Ltd | Sydney (Australia) | D | AUD | 10,000 | 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 | - | 100.0% |
| Dilworth Hearing Ltd | Auckland (New Zealand) | I | NZD | - | 100.0% |
| Auckland Hearing Ltd | Auckland (New Zealand) | I | NZD | - | 100.0% |
| Amplifon India Pvt Ltd | Gurgaon (India) | I | INR | 1,770,000,000 | 100.0% |
| Beijing Amplifon Hearing Technology Center Co. Ltd |
Běijīng (China) | D | CNY | 2,143,685 | 100.0% |
| Tianjin Amplifon Hearing Technology Co. Ltd |
Tianjin (China) | I | CNY | 3,500,000 | 100.0% |
| Shijiazhuang Amplifon Hearing Technology Co. Ltd |
Shijiazhuang (China) | I | CNY | 100,000 | 100.0% |
| Shanghai Amplifon Hearing Aid Co. Ltd |
Shanghai (China) | D | CNY | 46,000,000 | 100.0% |
| Hangzhou Amplifon Hearing Aid Co. Ltd (**) |
Hangzhou (China) | D | CNY | 11,000,000 | 60.0% |
| Zhengzhou Yuanjin Hearing Technology Co Ltd. (**) |
Zhengzhou (China) | I | CNY | - | 60.0% |
| Wuhan Amplifon Hearing Aids Co. Ltd |
Wuhan (China) | I | CNY | 1,250,000 | 100.0% |
(*) Medtechnica Ortophone Ltd, despite being owned by Amplifon at 80%, is 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%.
(**) Hangzhou Amplifon Hearing Aid Co., Ltd. and its subsidiary Zhengzhou Yuanjin Hearing Technology Co., Ltd. (together Soundbridge) are consolidated with full consolidation method with a total interest of 60%, due to 51% shares directly owned and a put-call option on a remaining 9% shares.
Companies valued using the equity method:
| Company name | Registered head office | Direct/Indirect ownership |
Currency | Share Capital |
% held as at 06/30/2022 |
|---|---|---|---|---|---|
| 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 | 16.0% |
| Afik - Test Diagnosis & Hearing Aids Ltd (**) |
Jerusalem (Israel) | I | ILS | 100 | 16.0% |
| Lakeside Specialist Centre Ltd (**) | Mairangi Bay (New Zealand) |
I | NZD | - | 50.0% |
(*) Joint Venture
(**) Related companies
Declaration of the Executive Responsible for Corporate Accounting Information pursuant to Article 154-bis of Legislative Decree 58/1998 (Consolidated finance act)
We, the undersigned, Enrico Vita, Chief Executive Officer and Gabriele Galli, Executive Responsible for Corporate Accounting Information for Amplifon S.p.A., taking into account the provisions of article § 154-bis, paragraphs 3 and 4 of Law no. 58/98, certify:
- the adequacy, by reference to the characteristics of the business and
- the effective application of the administrative and accounting procedures for the preparation of the condensed interim consolidated financial statements during the period 1 January – 30 June 2022.
We also certify that the condensed interim consolidated financial statements at 30 June 2022:
- have been prepared in accordance with the international accounting standards recognized in the European Union under the EC regulation no. 1606/2002 of the European Parliament and of the Council of 19 July 2002;
- have been prepared in accordance with the European Commission regulation no. 2019/815 and following modifications;
- correspond to the underlying accounting entries and records;
- provides a true and fair view of the performance and financial position of the issuer and of all of the companies included in the consolidation area.
The report on operations includes a reliable operating and financial review of the Company and all of the companies included in the consolidation area as well as a description of the main risks and uncertainties to which they are exposed.
Milan, June 28th, 2022
CEO Executive Responsible for Corporate Accounting Information
Enrico Vita Gabriele Galli