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Amplifon — Interim / Quarterly Report 2023
May 10, 2023
4030_ir_2023-05-10_d83bb59e-fe23-42c9-969c-183df031be3b.pdf
Interim / Quarterly Report
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Interim Financial Report as at 31 March 2023
| PREFACE 4 |
|---|
| INTERIM MANAGEMENT REPORT AS AT 31 MARCH 2023 5 |
| HIGHLIGHTS 6 |
| MAIN ECONOMIC AND FINANCIAL FIGURES 7 |
| INDICATORS 9 |
| SHAREHOLDER INFORMATION 11 |
| RECLASSIFIED CONSOLIDATED INCOME STATEMENT 13 |
| RECLASSIFIED CONSOLIDATED BALANCE SHEET 15 |
| CONDENSED RECLASSIFIED CONSOLIDATED CASH FLOW STATEMENT 17 |
| INCOME STATEMENT REVIEW 18 |
| BALANCE SHEET REVIEW 29 |
| ACQUISITION OF COMPANIES AND BUSINESSES 39 |
| OUTLOOK 40 |
| CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AS AT 31 MARCH 2023 42 |
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION(*) 43 |
| CONSOLIDATED INCOME STATEMENT(*) 45 |
| STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME 46 |
| STATEMENT OF CHANGES IN CONSOLIDATED EQUITY 47 |
| STATEMENT OF CONSOLIDATED CASH FLOWS 49 |
| SUPPLEMENTARY INFORMATION TO THE STATEMENT OF CONSOLIDATED CASH FLOWS 50 |
| NOTES 51 |
| 2. | Impact of the conflict in Ukraine, COVID-19 emergency, and climate change on the | |
|---|---|---|
| Group's performance and financial position 52 | ||
| 3. | Acquisitions and goodwill 53 | |
| 4. | Intangible fixed assets with useful life 55 | |
| 5. | Property, plant, and equipment 56 | |
| 6. | Right-of-use assets 57 | |
| 7. | Share capital 58 | |
| 8. | Net financial position 59 | |
| 9. | Financial liabilities 62 | |
| 10. | Provision for risk and charges 65 | |
| 11. | Lease liabilities 66 | |
| 12. | Revenues from sales and services 66 | |
| 13. | Operating costs, depreciation and impairment, financial income-expenses and taxes 67 | |
| 14. | Performance Stock Grant 68 | |
| 15. | Non-recurring significant events 68 | |
| 16. | Earnings (loss) per share 69 | |
| 17. | Transactions with parents and other related parties 70 | |
| 18. | Contingent liabilities 71 | |
| 19. | Financial risk management 71 | |
| 20. | Translation of foreign companies' financial statements 72 | |
| 21. | Segment reporting 73 | |
| 22. | Accounting policies 78 | |
| 23. | Subsequent events 82 | |
| ANNEXES 83 | ||
| Consolidation scope 83 | ||
Declaration of the Executive Responsible for Corporate Accounting Information pursuant to Article 154-bis of Legislative Decree 58/1998 (Consolidated finance act) .................................. 87
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 as at 31 March 2023 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 2022 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 31 MARCH 2023
HIGHLIGHTS
In the first three months of 2023 Amplifon recorded a significant increase in revenues across all geographies, as well as an improvement in profitability. This result was achieved thanks to a high organic growth significantly superior to the market driven by the effectiveness of the continuous investments made in the business and operating efficiency.
| (€ thousands) | First three months 2023 | First three months 2022 | ||
|---|---|---|---|---|
| Recurring | Total | Recurring | Total | |
| Economic figures: | ||||
| Revenues from sales and services | 540,251 | 540,251 | 495,808 | 495,808 |
| Gross operating profit (loss) (EBITDA) | 123,533 | 115,641 | 112,853 | 109,806 |
| Operating profit (loss) (EBIT) | 61,458 | 53,566 | 55,204 | 52,157 |
| Profit (loss) before tax | 49,510 | 41,618 | 46,760 | 43,713 |
| Group net profit (loss) | 34,885 | 29,299 | 32,807 | 30,613 |
The first three months of the year closed with:
- turnover of €540,521 thousand, an increase of 9.0% compared to the first three months of 2022 (+9.3% at constant exchange rates).
- gross operating margin (EBITDA) of €123,533 thousand, higher than the first three months of 2022 of 9.5% on a recurring basis, with an EBITDA margin of al 22.9% (+0.1 p.p. against the comparison period).
- Group net profit of €34,885 thousand, higher than €2,078 thousand (+6.3%) compared to first three months of 2022 on a recurring basis.
Net financial debt, without lease liabilities, amounts to €826,351 thousand compared to €829,993 thousand as of 31 December 2022, confirming the Group's ability to generate cash flow. Free cash flow reached a positive €46,301 thousand (€ 53,410 thousand in the first three months of the prior year) after absorbing capital expenditure of €26,625 thousand (€21,080 thousand in the comparison period). This result made it possible to finance cash-outs for acquisitions of €38,799 thousand (€23,855 thousand in the comparison period).
MAIN ECONOMIC AND FINANCIAL FIGURES
| (€ thousands) | First three months 2023 | First three months 2022 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | % on recurring |
Recurring | Non recurring |
Total | % on recurring |
Change % on recurring |
|
| Economic figures: | |||||||||
| Revenues from sales and services |
540,251 | - | 540,251 | 100.0% | 495,808 | - | 495,808 | 100.0% | 9.0% |
| Gross operating profit (loss) (EBITDA) |
123,533 | (7,892) | 115,641 | 22.9% | 112,853 | (3,047) | 109,806 | 22.8% | 9.5% |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
73,407 | (7,892) | 65,515 | 13.6% | 66,714 | (3,047) | 63,667 | 13.5% | 10.0% |
| Operating profit (loss) (EBIT) |
61,458 | (7,892) | 53,566 | 11.4% | 55,204 | (3,047) | 52,157 | 11.1% | 11.3% |
| Profit (loss) before tax | 49,510 | (7,892) | 41,618 | 9.2% | 46,760 | (3,047) | 43,713 | 9.4% | 5.9% |
| Group net profit (loss) | 34,885 | (5,586) | 29,299 | 6.5% | 32,807 | (2,194) | 30,613 | 6.6% | 6.3% |
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change |
|---|---|---|---|
| Financial figures: | |||
| Non-current assets | 2,890,270 | 2,874,982 | 15,288 |
| Net invested capital | 2,352,657 | 2,338,949 | 13,708 |
| Group net equity | 1,046,141 | 1,038,509 | 7,632 |
| Total net equity | 1,047,292 | 1,040,350 | 6,942 |
| Net financial indebtedness | 826,351 | 829,993 | (3,642) |
| Lease liabilities | 479,014 | 468,606 | 10,408 |
| Total lease liabilities and net financial indebtedness | 1,305,365 | 1,298,599 | 6,766 |
| (€ thousands) | First three months 2023 | First three months 2022 |
|---|---|---|
| Free cash flow | 46,301 | 53,410 |
| Cash flow generated from (absorbed by) business combinations | (38,799) | (23,855) |
| (Purchase) sale of other investments and securities | - | 40 |
| Cash flow provided by (used in) financing activities | (1,796) | (28,907) |
| Net cash flow from the period | 5,706 | 688 |
| Effect of exchange rate fluctuations on the net financial position | (2,064) | 1,927 |
| Net cash flow from the period with changes for exchange rate fluctuations and discontinued operations |
3,642 | 2,615 |
- 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.
INDICATORS
| 03/31/2023 | 12/31/2022 | 03/31/2022 | |
|---|---|---|---|
| Net financial indebtedness (€ thousands) | 826,351 | 829,993 | 868,571 |
| Lease liabilities (€ thousands) | 479,014 | 468,606 | 469,743 |
| Total lease liabilities & net financial indebtedness (€ thousands) | 1,305,365 | 1,298,599 | 1,338,314 |
| Net equity (€ thousands) | 1,047,292 | 1,040,350 | 979,532 |
| Group Net Equity (€ thousands) | 1,046,141 | 1,038,509 | 977,342 |
| Net financial indebtedness/Net Equity | 0.79 | 0.80 | 0.89 |
| Net financial indebtedness/Group Net Equity | 0.79 | 0.80 | 0.89 |
| Net financial indebtedness/EBITDA | 1.48 | 1.52 | 1.64 |
| EBITDA/Net financial expenses | 25.74 | 22.26 | 28.16 |
| Earnings per share (EPS) (€) | 0.13048 | 0.79570 | 0.13638 |
| Diluted EPS (€) | 0.15535 | 0.78699 | 0.13504 |
| EPS (€) adjusted for non-recurring transactions and amortization/depreciation related to purchase price allocations to tangible and intangible assets |
0.19629 | 0.97738 | 0.18443 |
| Group Net Equity per share (€) | 4.653 | 4.625 | 4.359 |
| Period-end price (€) | 31.94 | 27.820 | 40.540 |
| Highest price in period (€) | 32.19 | 47.044 | 47.430 |
| Lowest price in period (€) | 25.02 | 23.250 | 33.530 |
| Share price/net equity per share | 6.864 | 6.016 | 9.304 |
| Market capitalization (€ millions) | 7,173,10 | 6,247,18 | 9,089,26 |
| Number of shares outstanding | 224,580,485 | 224,557,260 | 224,204,810 |
- 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 31 march 2023 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 | 42.23% | 59.27% |
| Treasury shares | 1,808,135 | 0.80% | 0.56% |
| Market | 128,976,116 | 56.97% | 40.17% |
| Total | 226,388,620 (*) | 100.00% | 100.00% |
(*) Number of shares related to the share capital registered with the Company registrar on 31 March 2023.
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 Amplifin S.p.A.
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 2022 to 31 March 2023.
As at 31 March 2023 market capitalization was €7,173.1 million.
Dealings in Amplifon shares in the screen-based stock market Mercato Telematico Azionario during the period 30 December 2022 – 31 March 2023, showed:
- average daily value: €20,439,223.93;
- average daily volume: 727,994 shares;
- total volume traded of 48,047,522 shares, or 21.4% of the total number of shares comprising the share capital, net of treasury shares.
RECLASSIFIED CONSOLIDATED INCOME STATEMENT
| (€ thousands) | First three months 2023 | First three months 2022 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Recurring | Non recurring (*) |
Total | % on recurring |
Recurring | Non recurring (*) |
Total | % on recurring |
Change % on recurring |
|
| Revenues from sales and services |
540,251 | - | 540,251 | 100.0% | 495,808 | - | 495,808 | 100.0% | 9.0% |
| Operating costs | (420,070) | (7,892) | (427,962) | -77.7% | (384,518) | (2,996) | (387,514) | -77.5% | -9.2% |
| Other income and costs | 3,352 | - | 3,352 | 0.6% | 1,563 | (51) | 1,512 | 0.3% | 114.5% |
| Gross operating profit (loss) (EBITDA) |
123,533 | (7,892) | 115,641 | 22.9% | 112,853 | (3,047) | 109,806 | 22.8% | 9.5% |
| Depreciation, amortization and impairment losses on non-current assets |
(21,989) | - | (21,989) | -4.1% | (20,022) | - | (20,022) | -4.0% | -9.8% |
| Right-of-use depreciation | (28,137) | - | (28,137) | -5.2% | (26,117) | - | (26,117) | -5.3% | -7.7% |
| Operating result before the amortization and impairment of PPA related assets (EBITA) |
73,407 | (7,892) | 65,515 | 13.6% | 66,714 | (3,047) | 63,667 | 13.5% | 10.0% |
| PPA related depreciation, amortization and impairment |
(11,949) | - | (11,949) | -2.2% | (11,510) | - | (11,510) | -2.4% | -3.8% |
| Operating profit (loss) (EBIT) | 61,458 | (7,892) | 53,566 | 11.4% | 55,204 | (3,047) | 52,157 | 11.1% | 11.3% |
| Income, expenses, revaluation and adjustments of financial assets |
126 | - | 126 | 0.0% | 49 | - | 49 | 0.0% | 157.1% |
| Net financial expenses (**) | (10,417) | - | (10,417) | -1.9% | (7,844) | - | (7,844) | -1.7% | -32.8% |
| Exchange differences, inflation accounting and Fair Value valuation (**) |
(1,657) | - | (1,657) | -0.3% | (649) | - | (649) | 0.0% | -153.3% |
| Profit (loss) before tax | 49,510 | (7,892) | 41,618 | 9.2% | 46,760 | (3,047) | 43,713 | 9.4% | 5.9% |
| Taxes | (14,665) | 2,306 | (12,359) | -2.7% | (13,879) | 853 | (13,026) | -2.8% | -5.7% |
| Net profit (loss) | 34,845 | (5,586) | 29,259 | 6.5% | 32,881 | (2,194) | 30,687 | 6.6% | 6.0% |
| Profit (loss) of minority interests |
(40) | - | (40) | 0.0% | 74 | - | 74 | 0.0% | -154.1% |
| Net profit (loss) attributable to the Group |
34,885 | (5,586) | 29,299 | 6.5% | 32,807 | (2,194) | 30,613 | 6.6% | 6.3% |
(*) See table at page 14 for details of non-recurring transactions.
(**) It is specified that, on the 2022 comparative period, reclassifications between income, expenses and adjustments of financial assets have been made in order to better represent financial information.
The details of the non-recurring transactions, included in the previous tables, are shown below, in particular:
- On 5 January 2023 the majority shareholder Ampliter S.r.l. ("Ampliter") issued a plan which provides for the one-off assignment, free of charge, of up to a maximum of 500,000 of the Amplifon shares owned by Ampliter, to the CEO.
The shares will be transferred, free of charge, in five tranches, comprising a first tranche of 260,000 shares and subsequent ones of 60,000 shares each.
As a result of this assignment, which was made completely autonomously by Ampliter and does not envisage any cash-out by Amplifon, based on IFRS 2 "Share Based Payments" an estimated one-off notional cost of €13.7 million will be recognized in the income statement, of which €12.4 million in 2023 and €1.3 million in 2024.
The notional cost for the first quarter of €7,294 thousand was recognized as a non-recurring expense at 31 March 2023.
| (€ thousands) | Q1 2023 | Q1 2022 |
|---|---|---|
| Bay Audio acquisition and integration costs | - | (1,000) |
| GAES second phase integration costs | (598) | (1,047) |
| Donations to UNHCR for emergency in Ukraine | - | (1,000) |
| Notional cost of the Amplifon shares assigned by the shareholder Ampliter to the CEO | (7,294) | - |
| Impact of the non-recurring items on EBITDA | (7,892) | (3,047) |
| Impact of the non-recurring items on EBIT | (7,892) | (3,047) |
| Impact of the non-recurring items on profit before tax | (7,892) | (3,047) |
| Impact of the above items on the tax burden for the period | 2,306 | 853 |
| Impact of the non-recurring items on profit from continued operations | (5,586) | (2,194) |
- €598 thousand were incurred for the second phase of the GAES.
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) | 03/31/2023 | 12/31/2022 | Change |
|---|---|---|---|
| Goodwill | 1,755,695 | 1,754,028 | 1,667 |
| Customer lists, non-compete agreements, trademarks and location rights | 262,806 | 266,125 | (3,319) |
| Software, licenses, other int.ass., wip and advances | 153,536 | 153,973 | (437) |
| Property, plant, and equipment | 197,866 | 193,415 | 4,451 |
| Right of use assets | 461,732 | 451,747 | 9,985 |
| Fixed financial assets (1) | 14,915 | 13,292 | 1,623 |
| Other non-current financial assets (1) | 43,720 | 42,402 | 1,318 |
| Total fixed assets | 2,890,270 | 2,874,982 | 15,288 |
| Inventories | 83,637 | 76,258 | 7,379 |
| Trade receivables | 190,274 | 192,066 | (1,792) |
| Other receivables | 94,576 | 77,891 | 16,685 |
| Current assets (A) | 368,487 | 346,215 | 22,272 |
| Total assets | 3,258,757 | 3,221,197 | 37,560 |
| Trade payables | (315,988) | (325,583) | 9,595 |
| Other payables (2) | (396,508) | (360,461) | (36,047) |
| Provisions for risks (current portion) | (2,395) | (1,663) | (732) |
| Short term liabilities (B) | (714,891) | (687,707) | (27,184) |
| Net working capital (A) - (B) | (346,404) | (341,492) | (4,912) |
| Derivative instruments (3) | 24,946 | 24,474 | 472 |
| Deferred tax assets | 86,540 | 81,780 | 4,760 |
| Deferred tax liabilities | (105,023) | (106,683) | 1,660 |
| Provisions for risks (non-current portion) | (19,734) | (19,944) | 210 |
| Employee benefits (non-current portion) | (8,841) | (8,940) | 99 |
| Loan fees (4) | 4,215 | 4,508 | (293) |
| Other long-term payables | (173,312) | (169,736) | (3,576) |
| NET INVESTED CAPITAL | 2,352,657 | 2,338,949 | 13,708 |
| Shareholders' equity | 1,046,141 | 1,038,509 | 7,632 |
| Third parties' equity | 1,151 | 1,841 | (690) |
| Net equity | 1,047,292 | 1,040,350 | 6,942 |
| Long term net financial debt (4) | 747,149 | 807,907 | (60,758) |
| Short term net financial debt (4) | 79,202 | 22,086 | 57,116 |
| Total net financial debt | 826,351 | 829,993 | (3,642) |
| Lease liabilities | 479,014 | 468,606 | 10,408 |
| Total lease liabilities & net financial debt | 1,305,365 | 1,298,599 | 6,766 |
Notes for reconciling the condensed balance sheet with the statutory balance sheet:
- (1) "Fixed financial 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.
| (€ thousands) | First three months 2023 | First three months 2022 |
|---|---|---|
| (EBIT) | 53,566 | 52,157 |
| Amortization, depreciation and write-downs | 62,075 | 57,649 |
| Provisions, other non-monetary items and gain/losses from disposals | 16,405 | 2,869 |
| Net financial expenses | (10,846) | (7,920) |
| Taxes paid | (19,166) | (6,693) |
| Changes in net working capital | (1,150) | 2,015 |
| Cash flow provided by (used in) operating activities before repayment of lease liabilities |
100,884 | 100,077 |
| Repayment of lease liabilities | (27,958) | (25,587) |
| Cash flow provided by (used in) operating activities (A) | 72,926 | 74,490 |
| Cash flow provided by (used in) operating investing activities (B) | (26,625) | (21,080) |
| Free Cash Flow (A) + (B) | 46,301 | 53,410 |
| Net cash flow provided by (used in) acquisitions (C) | (38,799) | (23,855) |
| (Purchase) sale of other investment and securities (D) | - | 40 |
| Cash flow provided by (used in) investing activities (B+C+D) | (65,424) | (44,895) |
| Cash flow provided by (used in) operating activities and investing activities | 7,502 | 29,595 |
| Treasury shares | - | (29,723) |
| Derivatives | (1,483) | - |
| Other changes in non-current assets | (313) | 816 |
| Net cash flow from the period | 5,706 | 688 |
| Net financial indebtedness at the beginning of the period | (829,993) | (871,186) |
| Effect of exchange rate fluctuations on net financial indebtedness | (2,064) | 1,927 |
| Changes in net indebtedness | 5,706 | 688 |
| Net financial indebtedness at the end of the period | (826,351) | (868,571) |
The impact of non-recurring transactions on free cash flow in the period is shown in the following table.
| (€ thousands) | First three months 2023 | First three months 2022 |
|---|---|---|
| Free cash flow | 46,301 | 53,410 |
| Free cash flow generated by non-recurring transactions (see page 38 for details) | (1,342) | (1,953) |
| Free cash flow generated by recurring transactions | 47,643 | 55,363 |
INCOME STATEMENT REVIEW
Consolidated income statement by segment and geographic area
| (€ thousands) | First three months 2023 | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | |
| Revenues from sales and services | 359,707 | 100,864 | 79,594 | 86 | 540,251 |
| Operating costs | (261,166) | (78,355) | (57,951) | (30,490) | (427,962) |
| Other income and costs | 883 | 2,322 | 98 | 49 | 3,352 |
| Gross operating profit (loss) (EBITDA) | 99,424 | 24,831 | 21,741 | (30,355) | 115,641 |
| Depreciation, amortization and impairment of non-current assets |
(10,012) | (3,156) | (3,435) | (5,386) | (21,989) |
| Right-of-use depreciation | (18,932) | (2,671) | (5,969) | (565) | (28,137) |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
70,480 | 19,004 | 12,337 | (36,306) | 65,515 |
| PPA related depreciation, amortization and impairment |
(8,072) | (876) | (2,980) | (21) | (11,949) |
| Operating profit (loss) (EBIT) | 62,408 | 18,128 | 9,357 | (36,327) | 53,566 |
| Income, expenses, revaluation and adjustments of financial assets |
126 | ||||
| Net financial expenses | (10,417) | ||||
| Exchange differences, inflation accounting and Fair Value valuation |
(1,657) | ||||
| Profit (loss) before tax | 41,618 | ||||
| Taxes | (12,359) | ||||
| Net profit (loss) | 29,259 | ||||
| Profit (loss) of minority interests | (40) | ||||
| Net profit (loss) attributable to the Group | 29,299 |
| (€ thousands) | First three months 2023 – Only recurring operations | |||||
|---|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | ||
| Revenues from sales and services | 359,707 | 100,864 | 79,594 | 86 | 540,251 | |
| Gross operating profit (loss) (EBITDA) | 100,021 | 24,831 | 21,741 | (23,060) | 123,533 | |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
71,077 | 19,004 | 12,337 | (29,011) | 73,407 | |
| Operating profit (loss) (EBIT) | 63,005 | 18,128 | 9,357 | (29,032) | 61,458 | |
| Profit (loss) before tax | - | - | - | - | 49,510 | |
| Net profit (loss) | - | - | - | - | 34,845 | |
| Net profit (loss) attributable to the Group | - | - | - | - | 34,885 |
| (€ thousands) | First three months 2022 | ||||||
|---|---|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total | |||
| Revenues from sales and services | 340,172 | 84,021 | 71,462 | 153 | 495,808 | ||
| Operating costs | (248,744) | (63,357) | (53,090) | (22,323) | (387,514) | ||
| Other income and costs | 982 | 6 | (41) | 565 | 1,512 | ||
| Gross operating profit (loss) (EBITDA) | 92,410 | 20,670 | 18,331 | (21,605) | 109,806 | ||
| Depreciation, amortization and impairment of non-current assets |
(9,736) | (2,436) | (3,448) | (4,402) | (20,022) | ||
| Right-of-use depreciation | (18,655) | (1,897) | (5,004) | (561) | (26,117) | ||
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
64,019 | 16,337 | 9,879 | (26,568) | 63,667 | ||
| PPA related depreciation, amortization and impairment |
(7,704) | (754) | (3,032) | (20) | (11,510) | ||
| Operating profit (loss) (EBIT) | 56,315 | 15,583 | 6,847 | (26,588) | 52,157 | ||
| Income, expenses, revaluation and adjustments of financial assets |
49 | ||||||
| Net financial expenses (*) | (7,844) | ||||||
| Exchange differences, inflation accounting and Fair Value valuation (*) |
(649) | ||||||
| Profit (loss) before tax | 43,713 | ||||||
| Tax | (13,026) | ||||||
| Net profit (loss) | 30,687 | ||||||
| Profit (loss) of minority interests | 74 | ||||||
| Net profit (loss) attributable to the Group | 30,613 |
| (€ thousands) | First three months 2022 – Only recurring operations | |||||
|---|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Corporate | Total |
| Revenues from sales and services | 340,172 | 84,021 | 71,462 | 153 | 495,808 |
|---|---|---|---|---|---|
| Gross operating profit (loss) (EBITDA) | 93,457 | 20,670 | 19,331 | (20,605) | 112,853 |
| Operating profit (loss) before the depreciation and amortization of PPA related assets (EBITA) |
65,066 | 16,337 | 10,879 | (25,568) | 66,714 |
| Operating profit (loss) (EBIT) | 57,362 | 15,583 | 7,847 | (25,588) | 55,204 |
| Profit (loss) before tax | - | - | - | - | 46,760 |
| Net profit (loss) | - | - | - | - | 32,881 |
| Net profit (loss) attributable to the Group | - | - | - | - | 32,807 |
(*) It's specified that, on the comparative period 2022, reclassifications between income, expenses and adjustments of financial assets have been made in order to better represent financial information.
Revenues from sales and services
| (€ thousands) | First three months 2023 |
First three months 2022 |
Change | Change % |
|---|---|---|---|---|
| Revenues from sales and services |
540,251 | 495,808 | 44,443 | 9.0% |
Consolidated revenues from sales and services amounted to €540,521 thousand in the first three months of 2023, an increase of €44,443 thousand (+9.0%) compared to the same period of the prior year.
The increase against the same period of 2022 is explained for €36,934 thousand (+7.4%) by organic growth and for €9,255 thousand (+1.9%) by acquisitions. The foreign exchange effect was negative for €1,746 thousand (-0.3%).
The performance was extremely positive across all regions: a strong performance was recorded in EMEA, well balanced across the main markets, despite a challenging comparison base; AMERICAS was once again the region posting the highest organic growth; and APAC reported an excellent performance supported by a double-digit organic growth in Australia and China.
The breakdown of revenues from sales and services by geographic area is shown below.
| (€ thousands) | First three months 2023 |
% on Total | First three months 2022 |
% on Total | Change | Change % | Exchange diff. | Change % in local currency |
|---|---|---|---|---|---|---|---|---|
| EMEA | 359,707 | 66.6% | 340,172 | 68.6% | 19,535 | 5.7% | (838) | 6.0% |
| Americas | 100,864 | 18.7% | 84,021 | 16.9% | 16,843 | 20.0% | 543 | 19.4% |
| Asia Pacific | 79,594 | 14.7% | 71,462 | 14.5% | 8,132 | 11.4% | (1,451) | 13.4% |
| Corporate | 86 | 0.0% | 153 | 0.0% | (67) | -43.8% | - | -43.8% |
| Total | 540,251 | 100.0% | 495,808 | 100.0% | 44,443 | 9.0% | (1,746) | 9.3% |
Europe, Middle-East and Africa
| (€ thousands) | First three months 2023 |
First three months 2022 |
Change | Change % |
|---|---|---|---|---|
| Revenues from sales and services |
359,707 | 340,172 | 19,535 | 5.7% |
Consolidated revenues from sales and services amounted to €359,707 thousand in the first three months of 2023, an increase of €19,535 thousand (+5.7%) compared to the same period of the prior year, of which €17,095 thousand (+5.0%) is attributable to organic growth which was particularly significant in Italy and Germany, while a sequential recovery is recorded in Spain and France compared to the last quarter of 2022, even though the French market was still affected by the difficult comparison base due to the hearing healthcare reform anniversary.
Acquisitions contributed €3,278 thousand (+1.0%), while the foreign exchange effect was negative for €838 thousand (-0.3%).
| Americas | ||||||||
|---|---|---|---|---|---|---|---|---|
| First three months First three months Change Change % (€ thousands) 2023 2022 |
||||||||
| Revenues from sales and services |
100,864 | 84,021 | 16,843 | 20.0% |
Consolidated revenues from sales and services amounted to €100,864 thousand in the first three months of 2023, an increase of €16,843 thousand (+20.0%).
The increase is explained for €10,917 thousand (+13.0%) by organic growth, driven mainly by the outstanding performance of Miracle-Ear and Amplifon Hearing Health Care. Acquisitions contributed €5,383 thousand (+6.4%), while the foreign exchange effect was positive for €543 thousand (+0.6%).
In addition to the excellent performance reported in the United States, there was also a significant double-digit growth in Latin America.
Asia Pacific
| (€ thousands) | First three months 2023 |
First three months 2022 |
Change | Change % |
|---|---|---|---|---|
| Revenues from sales and services |
79,594 | 71,462 | 8,132 | 11.4% |
Consolidated revenues from sales and services amounted to €79,594 thousand in the first three months of 2023, an increase of €8,132 thousand (+11.4%) compared to the same period in 2022 explained primarily, for by organic growth of €8,989 thousand (+12.6%), driven mainly by Australian and Chinese markets. The Chinese market in particular, posted a strong recovery in the wake of the lockdowns which had negatively impacted all of 2022.
Acquisitions contributed €594 thousand (+0.8%) and is attributable entirely to acquisitions in China. The foreign exchange effect was negative for €1,451 thousand (-2.0%).
Gross operating profit (EBITDA)
| (€ thousands) | First three months 2023 | First three months 2022 | ||||
|---|---|---|---|---|---|---|
| Non Recurring Total recurring |
Recurring | Non recurring |
Total | |||
| Gross operating profit (loss) (EBITDA) | 123,533 | (7,892) | 115,641 | 112,853 | (3,047) | 109,806 |
Gross operating profit (EBITDA) amounted to €115,641 thousand in the first three months of 2023, an increase of €5,835 thousand (+5.3%) with respect to the comparison period. The EBITDA margin came to 21.4%, 0.7 p.p. lower than in the comparison period.
The result for the reporting period reflects non-recurring expenses of €7,892 thousand. More in detail:
- for €7,294 thousand, by the notional cost of the free of charge, one-off assignment made by the shareholder Ampliter of 500,000 of its Amplifon shares to the CEO Enrico Vita, recognized in the reporting period in accordance with IFRS 2 "Share Based Payments". For more information refer to note 14 of this report;
- €598 thousand were incurred for the second phase of the GAES.
In the first three months of 2022 non-recurring expenses of €3,047 thousand were also incurred.
Net of these items, EBITDA would have been €10,680 thousand (+9.5%) higher than in the first three months of 2022 with an increase in the EBITDA margin of +0.1 p.p.
| (€ thousands) | First three months 2023 |
EBITDA Margin | First three months 2022 |
EBITDA Margin |
Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 99,424 | 27.6% | 92,410 | 27.2% | 7,014 | 7.6% |
| Americas | 24,831 | 24.6% | 20,670 | 24.6% | 4,161 | 20.1% |
| Asia Pacific | 21,741 | 27.3% | 18,331 | 25.7% | 3,410 | 18.6% |
| Corporate (*) | (30,355) | -5.6% | (21,605) | -4.4% | (8,750) | -40.5% |
| Total | 115,641 | 21.4% | 109,806 | 22.1% | 5,835 | 5.3% |
The breakdown of EBITDA by geographic region is shown below.
(*) Centralized costs are shown as a percentage of the Group's total sales.
The table below shows the breakdown of the EBITDA by geographic area with reference to the recurring operations.
| (€ thousands) | First three months 2023 |
EBITDA Margin | First three months 2022 |
EBITDA Margin |
Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 100,021 | 27.8% | 93,457 | 27.5% | 6,564 | 7.0% |
| Americas | 24,831 | 24.6% | 20,670 | 24.6% | 4,161 | 20.1% |
| Asia Pacific | 21,741 | 27.3% | 19,331 | 27.1% | 2,410 | 12.5% |
| Corporate (*) | (23,060) | -4.3% | (20,605) | -4.2% | (2,455) | -11.9% |
| Total | 123,533 | 22.9% | 112,853 | 22.8% | 10,680 | 9.5% |
(*) Centralized costs are shown as a percentage of the Group's total sales.
Europe, Middle East and Africa
Gross operating profit (EBITDA) amounted to €99,424 thousand in the first three months of 2023, an increase of €7,014 thousand (+7.6%) with respect to the comparison period. The EBITDA margin came to 27.6%, 0.4 p.p. higher than in the first three months of 2022.
The result for the reporting period reflects non-recurring expenses of €598 thousand attributable to the second phase of the GAES integration.
In the first three months of 2022 non-recurring expenses of €1.047 thousand.
Net of this item, EBITDA would have been €6,564 thousand (+7.0%) higher than in the first three months of 2022 with the EBITDA margin up +0.3 p.p.
Americas
Gross operating profit (EBITDA) amounted to €24,831 thousand in the first three months of 2023, an increase of €4,161 thousand (+20.1%) with respect to the comparison period. The EBITDA margin came to 24.6%, in line with the first three months of 2022.
Asia Pacific
Gross operating profit (EBITDA) amounted to €21,741 thousand in the first three months of 2023, an increase of €3,410 thousand (+18.6%) with respect to the comparison period. The EBITDA margin came to 27.3%, 1.6 p.p. higher than in the comparison period. In the first three months of 2022 non-recurring expenses of €1,000 thousand were incurred. Net of this item, EBITDA would have been €2,410 thousand higher (+12.5%) with the EBITDA margin up +0.2 p.p.
Corporate
In the first three months of 2023 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 €30,355 thousand (-5.6% EBITDA margin), a change of €8,750 thousand (+40.5%) with respect to the same period of the prior year. The EBITDA margin came to -4.4% in the comparison period.
The result for the reporting period reflects the non-recurring expense for €7,294 thousand stemming from the notional cost of the free of charge, one-off assignment made by the shareholder Ampliter of 500,000 of its Amplifon shares to CEO Enrico Vita recognized in the first quarter in accordance with IFRS 2 "Share Based Payments". For more information refer to section 14 of this report.
In the first three months of 2022 non-recurring expenses of €1,000 thousand were recognized. Net of these items, costs would have been €2,455 thousand (11.9%) higher than in the first three months of 2022 and the margin would have been 0.1 p.p. lower
Operating profit (EBIT)
| (€ thousands) | First three months 2023 | First three months 2022 | ||||
|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Operating profit (loss) (EBIT) | 61,458 | (7,892) | 53,566 | 55,204 | (3,047) | 52,157 |
Operating profit (EBIT) amounted to €53,566 thousand in the first three months of 2023, an increase of €1,409 thousand (+2.7%) with respect to the comparison period.
The EBIT margin came to 9.9%, a decrease of 0.6 p.p. against the comparison period.
The result was impacted for €7,892 thousand by the same non-recurring expenses described in the section on EBITDA. The first three months of 2022 were also impacted by non-recurring expenses of €3,047 thousand. Net of these items, EBIT would have been €6,254 thousand higher (+11.3%) compared to the first three months of 2022, with the EBIT margin rising +0.3 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 and Purchase Price Allocation.
| (€ thousands) | First three months 2023 |
EBIT Margin | First three months 2022 |
EBIT Margin | Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 62,408 | 17.3% | 56,315 | 16.6% | 6,093 | 10.8% |
| Americas | 18,128 | 18.0% | 15,583 | 18.5% | 2,545 | 16.3% |
| Asia Pacific | 9,357 | 11.8% | 6,847 | 9.6% | 2,510 | 36.7% |
| Corporate (*) | (36,327) | -6.7% | (26,588) | -5.4% | (9,739) | -36.6% |
| Total | 53,566 | 9.9% | 52,157 | 10.5% | 1,409 | 2.7% |
The breakdown of EBIT by geographic area is shown below.
(*) Centralized costs are shown as a percentage of the Group's total sales.
The breakdown of EBIT by geographic area with reference to recurring operations is shown below.
| (€ thousands) | First three months 2023 |
EBIT Margin | First three months 2022 |
EBIT Margin | Change | Change % |
|---|---|---|---|---|---|---|
| EMEA | 63,005 | 17.5% | 57,362 | 16.9% | 5,643 | 9.8% |
| Americas | 18,128 | 18.0% | 15,583 | 18.5% | 2,545 | 16.3% |
| Asia Pacific | 9,357 | 11.8% | 7,847 | 11.0% | 1,510 | 19.2% |
| Corporate (*) | (29,032) | -5.4% | (25,588) | -5.2% | (3,444) | -13.5% |
| Total | 61,458 | 11.4% | 55,204 | 11.1% | 6,254 | 11.3% |
(*) Centralized costs are shown as a percentage of the Group's total sales.
Europa, Middle East, Africa
Operating profit (EBIT) amounted to €62,408 thousand in the first three months of 2023, an increase of €6,093 thousand (+10.8%) with respect to the comparison period. The EBIT margin came to 17.3% (+0.7 p.p. against the first three months of 2022).
The result was impacted for €598 thousand by the same non-recurring expenses described in the section on EBITDA. The first three months of 2022 were also affected by non-recurring expenses of €1,047 thousand.
Net of these items, EBIT would have been €5,643 thousand higher (+9.8%) compared to the first three months of 2022, with the EBIT margin up +0.6 p.p..
Americas
Operating profit (EBIT) amounted to €18,128 thousand in the first three months of 2023, an increase of €2,545 thousand (+16.3%) with respect to the comparison period. The EBIT margin came to 18.0%, 0.5 p.p. lower than in the first three months of 2022. The increase in EBIT was largely in line with the growth seen in EBITDA.
Asia Pacific
Operating profit (EBIT) amounted to €9,357 thousand in the first three months of 2023, an increase of €2,510 thousand (+36.7%) with respect to the comparison period. The EBIT margin came to 11.8%, 2.2 p.p. higher than in the first three months of 2022. In the first three months of 2022 non-recurring expenses of €1,000 thousand were incurred.
Net of this item, EBIT would have been €1,510 thousand higher (+19.2%) with the EBIT margin up +0.8 p.p..
Corporate
The net Corporate costs at the EBIT level amounted to €36,327 thousand in the first three months of 2023 (6.7% of the revenues generated by the Group's sales and services), a change of €9,739 thousand.
The result was impacted for €7,294 thousand by the non-recurring expenses described in the section on EBITDA. The first three months of 2022 were also impacted by non-recurring expenses which amounted to €1,000 thousand.
Net of these items, the costs would have been €3,444 thousand (+13.5%) higher.
Profit before taxes
| (€ thousands) | First three months 2023 | First three months 2022 | ||||
|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Profit before taxes | 49,510 | (7,892) | 41,618 | 46,760 | (3,047) | 43,713 |
Profit before tax amounted to €41,618 thousand in the first three months of 2023, a decrease of €2,095 thousand (-4.8%) against the comparison period, with a gross profit margin of 7.7% (- 1.1 p.p. with respect to the comparison period).
The result for the reporting period was impacted for €7,892 thousand by the same non-recurring expenses described in the section on EBITDA. In the first three months of 2022 non-recurring expenses of €3,047 thousand were incurred.
On a recurring basis, there would have been an increase of €2,750 thousand (+5.9%) against the first three months of 2022, with the profit margin down 0.3 p.p..
The increase, on recurring basis, compared to the same period of 2022 is due to the strong revenue growth and the solid operational efficiency. This result reflects a €3.5 million increase in net financial expenses mainly due higher interest rates on short-term credit lines (most of the medium/long-term debt is fixed rate) and exchange differences tied to currency volatility mainly in countries in North and South America.
Group net profit
| (€ thousands) | First three months 2023 | First three months 2022 | ||||
|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | |
| Group net profit | 34,885 | (5,586) | 29,299 | 32,807 | (2,194) | 30,613 |
The Group's net profit came to €29,299 thousand in the first three months of 2023, a decrease of €1,314 thousand (-4.3%) against the comparison period, with a profit margin of 5.4% (-0.8 p.p. against the comparison period).
The result for the reporting period was impacted for €5,586 thousand by the same non-recurring expenses described in the section on EBITDA, net of the tax effect. In the first three months of 2022 non-recurring expenses amounted to €2,194 thousand.
On a recurring basis, there would have been an increase of €2,078 thousand (+6.3%) with respect to the first three months of 2022, with the profit margin down 0.2 p.p..
The tax rate was 29.7% in the reporting period compared to 29.8% in the first three months of 2022.
BALANCE SHEET REVIEW
Consolidated balance sheet by geographical area (*)
| (€ thousands) | 03/31/2023 | ||||||
|---|---|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Eliminations | Total | |||
| Goodwill | 928,253 | 224,073 | 603,369 | - | 1,755,695 | ||
| Non-competition agreements, trademarks, customer lists and lease rights |
183,158 | 23,323 | 56,325 | - | 262,806 | ||
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
113,763 | 31,248 | 8,525 | - | 153,536 | ||
| Property, plant, and equipment | 142,337 | 22,072 | 33,457 | - | 197,866 | ||
| Right-of-use assets | 368,629 | 38,521 | 54,582 | - | 461,732 | ||
| Financial fixed assets | 3,830 | 10,880 | 205 | - | 14,915 | ||
| Other non-current financial assets | 39,646 | 2,411 | 1,663 | - | 43,720 | ||
| Non-current assets | 1,779,616 | 352,528 | 758,126 | - | 2,890,270 | ||
| Inventories | 67,895 | 6,018 | 9,724 | - | 83,637 | ||
| Trade receivables | 192,759 | 33,358 | 25,285 | (61,128) | 190,274 | ||
| Other receivables | 75,260 | 13,095 | 6,417 | (196) | 94,576 | ||
| Current assets (A) | 335,914 | 52,471 | 41,426 | (61,324) | 368,487 | ||
| Operating assets | 2,115,530 | 404,999 | 799,552 | (61,324) | 3,258,757 | ||
| Trade payables | (278,258) | (58,609) | (40,249) | 61,128 | (315,988) | ||
| Other payables | (319,351) | (39,575) | (37,778) | 196 | (396,508) | ||
| Provisions for risks and charges (current portion) |
(1,685) | (710) | - | - | (2,395) | ||
| Current liabilities (B) | (599,294) | (98,894) | (78,027) | 61,324 | (714,891) | ||
| Net working capital (A) - (B) | (263,380) | (46,423) | (36,601) | - | (346,404) | ||
| Derivative instruments | 24,946 | - | - | - | 24,946 | ||
| Deferred tax assets | 65,681 | 10,115 | 10,744 | - | 86,540 | ||
| Deferred tax liabilities | (61,782) | (25,519) | (17,722) | - | (105,023) | ||
| Provisions for risks and charges (non current portion) |
(17,541) | (771) | (1,422) | - | (19,734) | ||
| Liabilities for employees' benefits (non current portion) |
(7,927) | (214) | (700) | - | (8,841) | ||
| Loan fees | 4,215 | - | - | - | 4,215 | ||
| Other non-current liabilities | (154,787) | (16,234) | (2,291) | - | (173,312) | ||
| NET INVESTED CAPITAL | 1,369,041 | 273,482 | 710,134 | - | 2,352,657 | ||
| Group net equity | 1,046,141 | ||||||
| Minority interests | 1,151 | ||||||
| Total net equity | 1,047,292 | ||||||
| Net medium and long-term financial indebtedness |
747,149 | ||||||
| Net short-term financial indebtedness | 79,202 | ||||||
| Total net financial indebtedness | 826,351 | ||||||
| Lease liabilities | 380,476 | 41,368 | 57,171 | - | 479,014 | ||
| Total lease liabilities & net financial indebtedness |
1,305,365 | ||||||
| NET EQUITY, LEASE LIABILITIES AND NET FINANCIAL INDEBTEDNESS |
2,352,657 |
(*) 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) | 12/31/2022 | ||||
|---|---|---|---|---|---|
| EMEA | Americas | Asia Pacific | Eliminations | Total | |
| Goodwill | 921,163 | 213,816 | 619,049 | - | 1,754,028 |
| Non-competition agreements, trademarks, customer lists and lease rights |
185,759 | 22,022 | 58,344 | - | 266,125 |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
112,883 | 31,881 | 9,209 | - | 153,973 |
| Property, plant, and equipment | 136,721 | 21,006 | 35,688 | - | 193,415 |
| Right-of-use assets | 366,243 | 34,242 | 51,262 | - | 451,747 |
| Financial fixed assets | 3,706 | 9,378 | 208 | - | 13,292 |
| Other non-current financial assets | 38,589 | 2,322 | 1,491 | - | 42,402 |
| Non-current assets | 1,765,064 | 334,667 | 775,251 | - | 2,874,982 |
| Inventories | 60,417 | 5,781 | 10,060 | - | 76,258 |
| Trade receivables | 211,132 | 46,331 | 28,617 | (94,014) | 192,066 |
| Other receivables | 64,120 | 8,520 | 5,450 | (199) | 77,891 |
| Current assets (A) | 335,669 | 60,632 | 44,127 | (94,213) | 346,215 |
| Operating assets | 2,100,733 | 395,299 | 819,378 | (94,213) | 3,221,197 |
| Trade payables | (310,412) | (68,611) | (40,574) | 94,014 | (325,583) |
| Other payables | (284,580) | (35,345) | (40,735) | 199 | (360,461) |
| Provisions for risks and charges (current portion) |
(975) | (688) | - | - | (1,663) |
| Current liabilities (B) | (595,967) | (104,644) | (81,309) | 94,213 | (687,707) |
| Net working capital (A) - (B) | (260,298) | (44,012) | (37,182) | - | (341,492) |
| Derivative instruments | 24,474 | - | - | - | 24,474 |
| Deferred tax assets | 60,867 | 10,206 | 10,707 | - | 81,780 |
| Deferred tax liabilities | (61,419) | (26,053) | (19,211) | - | (106,683) |
| Provisions for risks and charges (non current portion) |
(17,712) | (787) | (1,445) | - | (19,944) |
| Liabilities for employees' benefits (non current portion) |
(8,024) | (202) | (714) | - | (8,940) |
| Loan fees | 4,508 | - | - | - | 4,508 |
| Other non-current liabilities | (151,723) | (15,718) | (2,295) | - | (169,736) |
| NET INVESTED CAPITAL | 1,355,737 | 258,101 | 725,111 | - | 2,338,949 |
| Group net equity | 1,038,509 | ||||
| Minority interests | 1,841 | ||||
| Total net equity | 1,040,350 | ||||
| Net medium and long-term financial indebtedness |
807,907 | ||||
| Net short-term financial indebtedness | 22,086 | ||||
| Total net financial indebtedness | 829,993 | ||||
| Lease liabilities | 377,981 | 36,822 | 53,803 | - | 468,606 |
| Total lease liabilities & net financial indebtedness |
1,298,599 | ||||
| NET EQUITY, LEASE LIABILITIES AND NET FINANCIAL INDEBTEDNESS |
2,338,949 |
Non-current assets
Non-current assets amounted to €2,890,270 thousand at 31 March 2023, an increase of €15,288 thousand respect to the €2,874,982 thousand recorded at 31 December 2022.
The changes in the period are explained (i) for €28,517 thousand by capital expenditure; (ii) for €39,623 thousand by the recognition of right-of-use assets acquired in the period; (iii) for €41,890 thousand by acquisitions made in the reporting period; (iv) for €62,184 thousand by depreciation, amortization and impairment which includes the amortization of the above rightof-use assets; (v) for €32,558 thousand by other net decreases relating primarily to negative foreign exchange differences.
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change | |
|---|---|---|---|---|
| Goodwill | 928,253 | 921,163 | 7,090 | |
| Non-competition agreements, trademarks, customer lists and lease rights |
183,158 | 185,759 | (2,601) | |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
113,763 | 112,883 | 880 | |
| EMEA | Tangible assets | 142,337 | 136,721 | 5,616 |
| Right-of-use assets | 368,629 | 366,243 | 2,386 | |
| Financial fixed assets | 3,830 | 3,706 | 124 | |
| Other non-current financial assets | 39,646 | 38,589 | 1,057 | |
| Non-current assets | 1,779,616 | 1,765,064 | 14,552 | |
| Goodwill | 224,073 | 213,816 | 10,257 | |
| Non-competition agreements, trademarks, customer lists and lease rights |
23,323 | 22,022 | 1,301 | |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
31,881 | (633) | ||
| Americas | Tangible assets | 22,072 | 21,006 | 1,066 |
| Right-of-use assets | 38,521 | 34,242 | 4,279 | |
| Financial fixed assets | 10,880 | 9,378 | 1,502 | |
| Other non-current financial assets | 2,411 | 2,322 | 89 | |
| Non-current assets | 352,528 | 334,667 | 17,861 | |
| Goodwill | 603,369 | 619,049 | (15,680) | |
| Non-competition agreements, trademarks, customer lists and lease rights |
56,325 | 58,344 | (2,019) | |
| Software, licenses, other intangible fixed assets, fixed assets in progress and advances |
8,525 | 9,209 | (684) | |
| Asia Pacific | Tangible assets | 33,457 | 35,688 | (2,231) |
| Right-of-use assets | 54,582 | 51,262 | 3,320 | |
| Financial fixed assets | 205 | 208 | (3) | |
| Other non-current financial assets | 1,663 | 1,491 | 172 | |
| Non-current assets | 758,126 | 775,251 | (17,125) | |
| Total | 2,890,270 | 2,874,982 | 15,288 |
The following table shows the breakdown of non-current assets by geographical segment.
Europe, Middle-East and Africa
Non-current assets amounted to €1,779,616 thousand at 31 March 2023, an increase of €14,552 thousand against the €1,765,064 thousand recorded at 31 December 2022. This increase is explained:
- for €21,795 thousand, by right-of-use assets acquired in the year as a result of the renewal of existing leases and network expansion.
- for €13,101 thousand, by acquisitions made in the reporting period;
- for €13,907 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 to implement Group Information Technology projects detailed below;
- for €8,418 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 new front office solutions for the hyper-personalization of customer experiences;
- for €43,098 thousand, by amortization and depreciation, including amortization of the rightof-use assets referred to above;
- for €429 thousand, by other increases.
Americas
Non-current assets amounted to €352,528 thousand at 31 March 2023, an increase of €17,861 thousand against the €334,667 thousand recorded at 31 December 2022. This increase is explained:
- for €19,504 thousand, by acquisitions made in the reporting period;
- for €6,950 thousand, by right-of-use assets acquired during the year as a result of the renewal of existing leases and network expansion;
- for €2,823 thousand, by investments in property, plant and equipment, relating to the opening of stores, and the renewal of existing ones.
- for €2,139 thousand, by investments in intangible assets relating mainly to the development of front office IT systems, primarily at US subsidiaries;
- for €6,702 thousand, by amortization and depreciation, including the amortization of the right-of-use assets referred to above;
- for €6,853 thousand, by other negative variations relating primarily to negative foreign exchange differences.
Asia Pacific
Non-current assets amounted to €758,126 thousand at 31 March 2023, a decrease of €17,125 thousand against the €775,251 thousand recorded at 31 December 2022. This variation is explained:
- for €10,878 thousand, by right-of-use assets acquired during the year as a result of the renewal of existing leases and network expansion, relating primarily to the Australian subsidiaries and, to a lesser degree, the Chinese ones;
-
for €9,285 thousand, by acquisitions made in the reporting period;
-
for €980 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 €250 thousand, by investments in intangible assets;
- for €12,384 thousand, by amortization and depreciation, including the amortization of the right-of-use assets referred to above;
- for €26,134 thousand, by other decreases relating to negative exchange differences which mainly affected the goodwill of companies in Asia Pacific.
Net invested capital
Net invested capital amounted to €2,352,657 thousand at 31 March 2023, an increase of €13,708 thousand against the €2,338,949 thousand recorded at 31 December 2022.
This increase is attributable mainly to the change in non-current assets described above, as well as a decrease in working capital.
The breakdown of net invested capital by geographical region is shown below.
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change |
|---|---|---|---|
| EMEA | 1,369,041 | 1,355,737 | 13,304 |
| Americas | 273,482 | 258,101 | 15,381 |
| Asia Pacific | 710,134 | 725,111 | (14,977) |
| Total | 2,352,657 | 2,338,949 | 13,708 |
Europe, Middle East and Africa
Net invested capital came to €1,369,041 thousand at 31 March 2023, an increase of €13,304 thousand against the €1,355,737 thousand recorded at 31 December 2022.
The increase in non-current assets described above was partially offset by a decrease in working capital.
Factoring without recourse in the period involved trade receivables with a face value of €26,251 thousand (€18,433 thousand in the same period of the prior year).
Americas
Net invested capital came to €273,482 thousand at 31 March 2023, an increase of €15,381 thousand against the €258,101 thousand recorded at 31 December 2022.
The increase in non-current assets described above was partially offset by a decrease in working capital.
Factoring without recourse in the period involved trade receivables with a face value of €160 thousand.
Asia Pacific
Net invested capital came to €710,134 thousand at 31 March 2023, a decrease of €14,977 thousand against the €725,111 thousand recorded at 31 December 2022.
The change in non-current assets described above was offset slightly by an increase in deferred tax liabilities.
Factoring without recourse in the period involved trade receivables with a face value of €1,845 thousand.
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change |
|---|---|---|---|
| Net medium and long-term financial indebtedness | 747,149 | 807,907 | (60,758) |
| Net short-term financial indebtedness | 273,813 | 251,708 | 22,105 |
| Cash and cash equivalents | (194,611) | (229,622) | 35,011 |
| Net financial indebtedness (A) | 826,351 | 829,993 | (3,642) |
| Lease liabilities – current portion | 105,540 | 99,716 | 5,824 |
| Lease liabilities – non-current portion | 373,474 | 368,890 | 4,584 |
| Lease liabilities (B) | 479,014 | 468,606 | 10,408 |
| Total lease liabilities & net financial indebtedness (A+B) (C) | 1,305,365 | 1,298,599 | 6,766 |
| Group net equity (D) | 1,046,141 | 1,038,509 | 7,632 |
| Minority interests | 1,151 | 1,841 | (690) |
| Net Equity (E) | 1,047,292 | 1,040,350 | 6,942 |
| Financial indebtedness/Group net equity (A/D) | 0.79 | 0.80 | |
| Financial indebtedness/Net equity (A/E) | 0.79 | 0.80 | |
| Financial indebtedness/EBITDA (*) | 1.48 | 1.52 |
Net financial position
(*) 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 €826,351 thousand at 31 March 2023, a decrease of €3,642 thousand compared to 31 December 2022.
The Group confirmed excellent cash generation in the first three months of 2023, with free cash flow reaching a positive €46,301 thousand, slightly lower than in the same period of the prior year (€53,410 thousand) due to higher capital expenditure (€26,625 thousand in the first quarter of 2023 vs. €21,080 thousand in the first quarter of the prior year). This result made it possible to finance €38,799 thousand in acquisitions (€23,855 thousand in the comparison period).
At the end of January 2023 the entire Private Placement 2013-2025 was repaid in advance (€85,371 thousand at the hedging rate).
At 31 March 2023, the Group had cash and cash equivalents, as well as other liquid investments, of €194,611 thousand compared to financial indebtedness of €1,021 million, net of lease liabilities.
Long-term debt amounts to €747,149 thousand, €5,490 thousand of which refers to the longterm portion of deferred payments for acquisitions. The decrease in the period of €60,758 thousand is attributable mainly to the reclassification of portions of bank debt from long- to short-term debt (expiring in the next 12 months).
The short-term debt was about €22,105 thousand higher, coming in at €273,813 thousand. The short-term portion refers primarily to the short-term portion of long-term bank debt (€172,895 thousand), the hot money accounts used to support treasury activities and other short-term credit lines (€79,959 thousand), the interest payable on the Eurobond (€514 thousand) and on
other bank loans (€3,740 thousand) and, lastly, the best estimate of the deferred payments for acquisitions (€16,417 thousand).
The chart below shows the debt maturities compared to the €195 million in available cash and cash equivalents and the unutilized portions of irrevocable credit lines which amount to €255 million, as well as the €148 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 €6,262 thousand at 31 March 2023, €4,699 thousand at 31 March 2022.
Interest payable on leases recognized in accordance with IFRS 16 amounted to €3,263 thousand versus €2,736 thousand at 31 March 2022.
Interest receivable on bank deposits are €310 thousand at 31 March 2023 versus €39 thousand at 31 March 2022.
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.
| (€ thousands) | Q1 2023 | Q1 2022 |
|---|---|---|
| OPERATING ACTIVITIES: | ||
| Net profit (loss) attributable to the Group | 29,299 | 30,613 |
| Minority interests | (40) | 74 |
| Amortization, depreciation and impairment: | ||
| - Intangible fixed assets | 20,984 | 19,086 |
| - Tangible fixed assets | 12,954 | 12,445 |
| - Right-of-use assets | 28,137 | 26,118 |
| Total amortization, depreciation and impairment | 62,075 | 57,649 |
| Provisions, other non-monetary items and gain/losses from disposals | 16,405 | 2,871 |
| Group's share of the result of associated companies | (126) | (59) |
| Financial income and charges | 12,075 | 8,502 |
| Current and deferred income taxes | 12,359 | 13,027 |
| Change in assets and liabilities: | ||
| - Utilization of provisions | (1,417) | (2,478) |
| - (Increase) decrease in inventories | (10,689) | (4,042) |
| - Decrease (increase) in trade receivables | 896 | (2,747) |
| - Increase (decrease) in trade payables | (9,116) | 13,048 |
| - Changes in other receivables and other payables | 19,175 | (1,768) |
| Total change in assets and liabilities | (1,150) | 2,013 |
| Net interest charges | (10,846) | (7,920) |
| Taxes paid | (19,166) | (6,693) |
| Cash flow provided by (used in) operating activities before repayment of lease liabilities | 100,884 | 100,077 |
| Repayment of lease liabilities | (27,958) | (25,587) |
| Cash flow generated from (absorbed) by operating activities | 72,926 | 74,490 |
| INVESTING ACTIVITIES: | ||
| Purchase of intangible fixed assets | (10,807) | (8,719) |
| Purchase of tangible fixed assets | (17,710) | (14,071) |
| Consideration from sale of tangible fixed assets and businesses | 1,892 | 1,710 |
| Cash flow generated from (absorbed) by investing activities | (26,625) | (21,080) |
| Cash flow generated from operating and investing activities (Free cash flow) | 46,301 | 53,410 |
| Business combinations (*) | (38,799) | (23,855) |
| (Purchase) sale of other investments and securities | - | 40 |
| Net cash flow generated from acquisitions | (38,799) | (23,815) |
| Cash flow generated from (absorbed) by investing activities and acquisitions | (65,424) | (44,895) |
| (€ thousands) | Q1 2023 | Q1 2022 |
|---|---|---|
| FINANCING ACTIVITIES: | ||
| Derivatives | (1,483) | - |
| Other non-current assets | (313) | 816 |
| Treasury shares | - | (29,723) |
| Cash flow generated from (absorbed) by financing activities | (1,796) | (28,907) |
| Changes in net financial indebtedness net of lease liabilities | 5,706 | 688 |
| Net financial indebtedness at the beginning of the period | (829,993) | (871,186) |
| Effect of exchange rate fluctuations on net financial indebtedness | (2,064) | 1,927 |
| Changes in net indebtedness | 5,706 | 688 |
| Net financial indebtedness at the end of the period net of lease liabilities | (826,351) | (868,571) |
(*) The item refers to the net cash flows used in the acquisition of businesses and equity investments.
The change in net financial indebtedness of €5,706 thousand is attributable to:
- (i) Investing activities:
- capital expenditure on property, plant and equipment and intangible assets of €28,517 thousand relating primarily to the ongoing implementation and standardization of the Group cloud based ERP system, new investments made described in the "Net Invested Capital" section and network expansion;
- acquisitions amounting to €38,799 thousand, including the impact of the acquired companies' debt and the best estimate of the earn-out linked to sales and profitability targets payable over the next few years;
- net proceeds from the disposal of assets of €1,892 thousand.
- (ii) Operating activities:
- interest payable on financial indebtedness and other net financial expenses of €10,846 thousand;
- payment of taxes amounting to €19,166 thousand;
- payment of principle on lease obligations of €27,958 thousand;
- cash flow generated by current operations of €72,926 thousand.
- (iii) Financing activities:
- hedging instruments payment per €1.483 thousands;
- negative changes in other non-current assets of other non-current assets per €313 thousands.
- (iv) Net debt was also impacted by exchange losses of €2,064 thousand
Non-recurring transactions had a negative impact on cash flow of €1,342 thousand in the first three months of 2023 attributable for €1,187 thousand to the cost of GAES Integration, and €155 thousand to the integration of Bay Audio.
ACQUISITION OF COMPANIES AND BUSINESSES
During the first quarter of 2023, the Group continued with external growth operations and acquired 70 points of sale for a total investment of €38,799 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 quarter of 2023:
- 27 points of sale were acquired in Canada;
- 23 points of sale were acquired in China;
- 8 points of sale were acquired in France;
- 6 points of sale were acquired in Germany;
- 3 points of sale were acquired in Spain;
- 2 points of sale were acquired in Mexico;
- 1 point of sale was acquired in the United States.
OUTLOOK
Contrary to the last three quarters of 2023, characterized by a slightly negative hearing care market trend, the Group estimates that in the first quarter of 2023 market demand was back to growth compared to the same period of 2022, though below historic levels. Therefore, even if the well-known uncertainties related to the macroeconomic environment persist, the Group now expects a positive market development throughout all of 2023.
In light of the above, assuming that there are no further slowdowns in global economic activity due to, among others, the well-known geopolitical and inflation related issues, in 2023 Amplifon expects to see strong growth in results, as follows:
- consolidated revenues increasing significantly to €2.30-€2.35 billion (exchange rate for 2023: EUR/USD 1.07; EUR/AUD 1,57; EUR/ARS 227; EUR/EGP 32) (compared to €2.12 billion reported in 2022), supported by market share gains and bolt-on M&A, which will contribute around 2% to the revenue growth;
- a recurring EBITDA in the range of €570-€585 million (compared to the €525 million posted in 2022), due to operating leverage and the new pricing actions implemented to offset the higher cost of labor, as well as support other strategic costs and investments.
In the medium-term the Group remains extremely positive on its prospects of sustainable growth in sales and profitability, thanks to the secular fundamentals of the hearing care market and its even stronger competitive positioning.
Milan, May 2nd 2023
CEO
Enrico Vita
Interim Financial Report as at 31 March 2023 > Interim Management Report
CONDENSED INTERIM CONSOLIDATED FINANCIAL
STATEMENTS AS AT 31 MARCH 2023
CONSOLIDATED STATEMENT OF FINANCIAL POSITION(*)
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change | |
|---|---|---|---|---|
| ASSETS | ||||
| Non-current assets | ||||
| Goodwill | Note 3 | 1,755,695 | 1,754,028 | 1,667 |
| Intangible fixed assets with finite useful life | Note 4 | 416,342 | 420,098 | (3,756) |
| Property, plant, and equipment | Note 5 | 197,866 | 193,415 | 4,451 |
| Right-of-use assets | Note 6 | 461,732 | 451,747 | 9,985 |
| Equity-accounted investments | 2,215 | 2,093 | 122 | |
| Hedging instruments | 25,400 | 25,850 | (450) | |
| Deferred tax assets | 86,540 | 81,780 | 4,760 | |
| Contract costs | 11,870 | 11,131 | 739 | |
| Other assets | 44,549 | 42,470 | 2,079 | |
| Total non-current assets | 3,002,209 | 2,982,612 | 19,597 | |
| Current assets | ||||
| Inventories | 83,637 | 76,258 | 7,379 | |
| Trade receivables | 190,274 | 192,067 | (1,793) | |
| Contract costs | 4,831 | 5,262 | (431) | |
| Other receivables | 89,728 | 72,610 | 17,118 | |
| Hedging instruments | 276 | 17,016 | (16,740) | |
| Other financial assets | 50,200 | 49,986 | 214 | |
| Cash and cash equivalents | Note 8 | 179,654 | (35,225) | |
| Total current assets | 563,375 | 592,853 | (29,478) | |
| Total assets | 3,565,584 | 3,575,465 | (9,881) |
Interim Financial Report as at 31 March 2023 > Condensed Consolidated Financial Statements
| (€ thousands) | 12/31/2022 | Change | ||
|---|---|---|---|---|
| LIABILITIES | ||||
| Net Equity | ||||
| Share capital | Note 7 | 4,528 | 4,528 | - |
| Share premium reserve | 202,712 | 202,712 | - | |
| Treasury shares | (49,262) | (49,895) | 633 | |
| Other reserves | (9,930) | 11,230 | (21,160) | |
| Retained earnings | 868,794 | 691,409 | 177,385 | |
| Profit (loss) for the period | 29,299 | 178,525 | (149,226) | |
| Group net equity | 1,046,141 | 1,038,509 | 7,632 | |
| Minority interests | 1,151 | 1,841 | (690) | |
| Total net equity | 1,047,292 | 1,040,350 | 6,942 | |
| Non-current liabilities | ||||
| Medium/long-term financial liabilities | Note 9 | 738,735 | 798,940 | (60,205) |
| Lease liabilities | Note 11 | 373,474 | 368,890 | 4,584 |
| Provisions for risks and charges | Note 10 | 19,734 | (210) | |
| Liabilities for employees' benefits | 8,841 | 8,940 | (99) | |
| Hedging instruments | 454 | - | 454 | |
| Deferred tax liabilities | 105,023 | 106,683 | ||
| Payables for business acquisitions | 5,490 | 5,705 | (215) | |
| Contract liabilities | 156,831 | 153,613 | 3,218 | |
| Other long-term liabilities | 16,479 | 16,123 | 356 | |
| Total non-current liabilities | 1,425,061 | 1,478,838 | (53,777) | |
| Current liabilities | ||||
| Trade payables | 315,988 | 325,583 | (9,595) | |
| Payables for business acquisitions | 16,417 | 24,601 | (8,184) | |
| Contract liabilities | 114,492 | 114,857 | (365) | |
| Tax liabilities | 89,494 | 74,785 | 14,709 | |
| Other payables | 188,768 | 167,796 | 20,972 | |
| Hedging instruments | 266 | - | 266 | |
| Provisions for risks and charges | Note 10 | 2,395 | 1,663 | 732 |
| Liabilities for employees' benefits | 3,754 | 3,616 | 138 | |
| Short-term financial liabilities | Note 9 | 256,117 | 243,661 | 12,456 |
| Lease liabilities | Note 11 | 99,716 | 5,824 | |
| Total current liabilities | 1,093,231 | 1,056,277 | 36,954 | |
| TOTAL LIABILITIES | 3,565,584 | 3,575,465 | (9,881) |
(*) Transactions with related parties have not been reported separately because not material both at single entity and at consolidated level. Please refer to note 17 for more details.
CONSOLIDATED INCOME STATEMENT(*)
| (€ thousands) | First three months 2023 | First three months 2022 | ||||||
|---|---|---|---|---|---|---|---|---|
| Recurring | Non recurring |
Total | Recurring | Non recurring |
Total | Change | ||
| Revenues from sales and services | Note 12 |
540,251 | - | 540,251 | 495,808 | - | 495,808 | 44,443 |
| Operating costs | Note 13 |
(420,070) | (7,892) | (427,962) | (384,518) | (2,996) | (387,514) | (40,448) |
| Other income and costs | 3,352 | - | 3,352 | 1,563 | (51) | 1,512 | 1,840 | |
| Gross operating profit (EBITDA) | 123,533 | (7,892) | 115,641 | 112,853 | (3,047) | 109,806 | 5,835 | |
| Amortization, depreciation and impairment | ||||||||
| Amortization of intangible fixed assets | Note 4 | (20,984) | - | (20,984) | (19,110) | - | (19,110) | (1,874) |
| Depreciation of property, plant, and equipment |
Note 5 | (12,934) | - | (12,934) | (12,371) | - | (12,371) | (563) |
| Right-of-use depreciation | Note 6 | (28,137) | - | (28,137) | (26,117) | - | (26,117) | (2,020) |
| Impairment losses and reversals of non current assets |
(20) | - | (20) | (51) | - | (51) | 31 | |
| (62,075) | - | (62,075) | (57,649) | - | (57,649) | (4,426) | ||
| Operating result | 61,458 | (7,892) | 53,566 | 55,204 | (3,047) | 52,157 | 1,409 | |
| 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 |
126 | - | 126 | 49 | - | 49 | 77 | |
| Interest income and expenses | (5,952) | - | (5,952) | (4,661) | - | (4,661) | (1,291) | |
| Interest expenses on lease liabilities | (3,263) | - | (3,263) | (2,736) | - | (2,736) | (527) | |
| Other financial income and expenses (**) | (1,202) | - | (1,202) | (447) | - | (447) | (755) | |
| Exchange gains and losses, and inflation accounting (**) |
(1,978) | - | (1,978) | 1,043 | - | 1,043 | (3,021) | |
| Gain (loss) on assets accounted at fair value (**) |
321 | - | 321 | (1,692) | - | (1,692) | 2,013 | |
| (11,948) | - | (11,948) | (8,444) | - | (8,444) | (3,504) | ||
| Profit (loss) before tax | 49,510 | (7,892) | 41,618 | 46,760 | (3,047) | 43,713 | (2,095) | |
| Current and deferred income tax | ||||||||
| Current tax | (21,057) | 2,306 | (18,751) | (17,363) | 853 | (16,510) | (2,241) | |
| Deferred tax | 6,392 | - | 6,392 | 3,484 | - | 3,484 | 2,908 | |
| (14,665) | 2,306 | (12,359) | (13,879) | 853 | (13,026) | 667 | ||
| Net profit (loss) | 34,845 | (5,586) | 29,259 | 32,881 | (2,194) | 30,687 | (1,428) | |
| Net profit (loss) attributable to Minority interests |
(40) | - | (40) | 74 | - | 74 | (114) | |
| Net profit (loss) attributable to the Group | 34,885 | (5,586) | 29,299 | 32,807 | (2,194) | 30,613 | (1,314) |
(*) Transactions with related parties have not been reported separately because not material both at single entity and at consolidated level. Please refer to note 17 for more details.
(**) It is specified that, on the comparative period 2022, reclassifications between "Financial income, expenses and value adjustments to financial assets" have been made in order to better represent financial information.
| Earnings per share (€ per share) | Note 16 | First three months 2023 |
First three months 2022 |
|---|---|---|---|
| Earnings per share - Basic - Diluted |
0.13048 0.12952 |
0.13638 0.13504 |
STATEMENT OF CONSOLIDATED COMPREHENSIVE INCOME
| (€ thousands) | First three months 2023 |
First three months 2022 |
|---|---|---|
| Net income (loss) for the period | 29,259 | 30,687 |
| Other comprehensive income (loss) that will not be reclassified subsequently to profit or loss: |
||
| Remeasurement of defined benefit plans | (33) | 751 |
| Tax effect on components of other comprehensive income that will not be reclassified subsequently to profit or loss |
8 | (149) |
| Total other comprehensive income (loss) that will not be reclassified subsequently to profit or loss after the tax effect (A) |
(25) | 602 |
| Other comprehensive income (loss) that will be reclassified subsequently to profit or loss: | ||
| Gains/(losses) on cash flow hedging instruments | (1,178) | 8,294 |
| Gains/(losses) from Foreign Currency Basis Spread on hedging instruments | 516 | 323 |
| Gains/(losses) on exchange differences from translation of financial statements of foreign entities |
(31,747) | 40,141 |
| Tax effect on components of other comprehensive income that will be reclassified subsequently to profit or loss |
159 | (2,068) |
| Total other comprehensive income (loss) that will be reclassified subsequently to profit or loss after the tax effect (B) |
(32,250) | 46,690 |
| Total other comprehensive income (loss) (A)+(B) | (32,275) | 47,292 |
| Comprehensive income (loss) for the period | (3,016) | 77,979 |
| Attributable to the Group | (2,805) | 77,892 |
| Attributable to Minority interests | (211) | 87 |
STATEMENT OF CHANGES IN CONSOLIDATED EQUITY
| (€ thousands) | Share capital |
Share premium reserve |
Legal reserve |
Other reserves |
Treasury shares reserve |
Stock option and stock grant reserve |
|---|---|---|---|---|---|---|
| Balance at 01/01/2022 | 4,528 | 202,712 | 934 | 3,636 | (28,841) | 38,566 |
| Allocation of profit (loss) for 2021 | ||||||
| Share capital increase | ||||||
| Treasury shares | (29,723) | |||||
| Dividend distribution | ||||||
| Notional cost of stock grants | 4,082 | |||||
| Other changes | 625 | (302) | ||||
| - Stock Grant | 625 | (302) | ||||
| - Inflation accounting | ||||||
| - Other changes | ||||||
| Total comprehensive income (loss) for the period | - | - | ||||
| - Hedge accounting | ||||||
| - Actuarial gains (losses) | ||||||
| - Deferred taxes accounted for within Net Equity | ||||||
| - Translation differences | ||||||
| - Profit for the first three months of 2022 | ||||||
| Balance at 31 March 2022 | 4,528 | 202,712 | 934 | 3,636 | (57,939) | 42,346 |
| Stock | ||||||
|---|---|---|---|---|---|---|
| option | ||||||
| Share | Treasury | and stock | ||||
| premium | Legal | Other | shares | grant | ||
| (€ thousands) | Share capital | reserve | reserve | reserves | reserve | reserve |
| Balance at 01/01/2023 | 4,528 | 202,712 | 934 | 3,636 (49,895) | 35,182 | |
| Allocation of profit (loss) for 2022 | ||||||
| Share capital increase | ||||||
| Treasury shares | - | |||||
| Dividend distribution | ||||||
| Notional cost of stock grants | 11,063 | |||||
| Other changes | 633 | (119) | ||||
| - Stock Grant | 633 | (119) | ||||
| - Inflation accounting | ||||||
| - Other changes | ||||||
| Total comprehensive income (loss) for the period |
- | - | ||||
| - Hedge accounting | ||||||
| - Actuarial gains (losses) | ||||||
| - Deferred taxes accounted for within Net | ||||||
| Equity | ||||||
| - Translation differences | ||||||
| - Profit for the first three months of 2023 | ||||||
| Balance at 31 March 2023 | 4,528 | 202,712 | 934 | 3,636 (49,262) | 46,126 |
| Cash flow hedge reserve |
Foreign Curr. Basis Spread Reserve |
Actuarial gains and losses |
Retained earnings |
Translation differences |
Profit (loss) 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) | - | - | |||||
| - | - | |||||||
| (29,723) | (29,723) | |||||||
| - | - | - | ||||||
| 4,082 | 4,082 | |||||||
| - | - | (410) | (87) | - | (87) | |||
| (323) | - | - | ||||||
| - | - | - | ||||||
| (87) | (87) | - | (87) | |||||
| 6,303 | 246 | 602 | - | 40,128 | 30,613 | 77,892 | 87 | 77,979 |
| 6,303 | 246 | 6,549 | 6,549 | |||||
| 602 | 602 | 602 | ||||||
| - | - | - | ||||||
| 40,128 | 40,128 | 13 | 40,141 | |||||
| 30,613 | 30,613 | 74 | 30,687 | |||||
| 5,270 | (747) | (6,408) | 751,641 | 756 | 30,613 | 977,342 | 2,190 | 979,532 |
| Cash flow hedge reserve |
Foreign Curr. Basis Spread Reserve |
Actuarial gains and losses |
Retained earnings |
Translation differences |
Profit (loss) for the period |
Total Shareholders' equity |
Minority interests |
Total net equity |
|---|---|---|---|---|---|---|---|---|
| 19,913 | (392) | 2,782 | 691,409 | (50,825) | 178,525 | 1,038,509 | 1,841 | 1,040,350 |
| 178,525 | (178,525) | - | - | |||||
| - | - | |||||||
| - | - | |||||||
| - | - | - | ||||||
| 11,063 | 11,063 | |||||||
| - | - | (1,140) | (629) | (479) | (1,105) | |||
| (289) | 225 | 225 | ||||||
| - | - | - | ||||||
| (851) | (851) | (479) | (1,330) | |||||
| (895) | 392 | (25) | - | (31,576) | 29,299 | (2,805) | (211) | (3,016) |
| (895) | 392 | (503) | (503) | |||||
| (25) | (25) | (25) | ||||||
| - | - | - | ||||||
| (31,576) | (31,576) | (171) | (31,747) | |||||
| 29,299 | 29,299 | (40) | 29,259 | |||||
| 19,018 | - | 2,757 | 868,794 | (82,401) | 29,299 | 1,046,141 | 1,151 | 1,047,292 |
STATEMENT OF CONSOLIDATED CASH FLOWS
| (€ thousands) | First three months 2023 |
First three months 2022 |
|---|---|---|
| OPERATING ACTIVITIES | ||
| Net profit (loss) | 29,259 | 30,687 |
| Amortization, depreciation and impairment: | ||
| - intangible fixed assets | 20,984 | 19,086 |
| - property, plant, and equipment | 12,954 | 12,446 |
| - right-of-use assets | 28,137 | 26,117 |
| Provisions, other non-monetary items and gain/losses from disposals | 16,405 | 2,870 |
| Group's share of the result of associated companies | (126) | (59) |
| Financial income and expenses | 12,075 | 8,502 |
| Current and deferred taxes | 12,359 | 13,027 |
| Cash flow from operating activities before change in working capital | 132,047 | 112,676 |
| Utilization of provisions | (1,417) | (2,478) |
| (Increase) decrease in inventories | (10,689) | (4,042) |
| Decrease (increase) in trade receivables | 896 | (2,747) |
| Increase (decrease) in trade payables | (9,116) | 13,048 |
| Changes in other receivables and other payables | 19,175 | (1,766) |
| Total change in assets and liabilities | (1,151) | 2,015 |
| Interest received (paid) | (13,272) | (10,563) |
| Taxes paid | (19,166) | (6,694) |
| Cash flow generated from (absorbed by) operating activities (A) | 98,458 | 97,434 |
| INVESTING ACTIVITIES: | ||
| Purchase of intangible fixed assets | (10,807) | (8,719) |
| Purchase of tangible fixed assets | (17,710) | (14,071) |
| Consideration from sale of non-current assets | 1,892 | 1,710 |
| Cash flow generated from (absorbed by) operating investing activities (B) | (26,625) | (21,080) |
| Purchase of subsidiaries and business units net of cash and cash equivalents acquired or dismissed |
(38,799) | (23,855) |
| Increase (decrease) in payables for business acquisitions | (8,175) | (9,014) |
| (Purchase) sale of other investments and securities | - | 40 |
| Cash flow generated from (absorbed by) acquisition activities (C) | (46,974) | (32,829) |
| Cash flow generated from (absorbed by) investing activities (B+C) | (73,599) | (53,909) |
| FINANCING ACTIVITIES: | ||
| Increase (decrease) in financial payables | (28,682) | (17,609) |
| (Increase) decrease in financial receivables | (316) | (441) |
| Derivative instruments and other non-current assets | (1,483) | - |
| Commissions paid for medium/long-term financing | (27,958) | (25,586) |
| Principal portion of lease payments | (313) | 816 |
| Treasury shares purchase | - | (29,723) |
| Cash flow generated from (absorbed by) financing activities (D) | (58,752) | (72,543) |
| Net increase in cash and cash equivalents (A+B+C+D) | (33,893) | (29,018) |
Interim Financial Report as at 31 March 2023 > Condensed Consolidated Financial Statements
| First three months | First three months | |
|---|---|---|
| (€ thousands) | 2023 | 2022 |
| Cash and cash equivalents at beginning of period | 179,654 | 268,546 |
| Effect of exchange rate fluctuations on cash & cash equivalents | (1,332) | 2,356 |
| Flows of cash and cash equivalents | (33,893) | (29,018) |
| Cash and cash equivalents at end of period | 144,429 | 241,884 |
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 operations are detailed in Note 17.
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 three months 2023 |
First three months 2022 |
|---|---|---|
| - Goodwill | 29,406 | 17,944 |
| - Customer lists | 10,091 | 8,270 |
| - Trademarks and non-competition agreements | - | 80 |
| - Other intangible fixed assets | 401 | 60 |
| - Property, plant, and equipment | 1,466 | 773 |
| - Right-of-use assets | 494 | 1,104 |
| - Current assets | 2,755 | 1,780 |
| - Current liabilities | (3,310) | (1,952) |
| - Other non-current assets and liabilities | (3,058) | (3,204) |
| - Third parties equity | 1,498 | - |
| Total investments | 39,743 | 24,855 |
| Net financial debt acquired | 349 | 283 |
| Total business combinations | 40,092 | 25,138 |
| (Increase) decrease in payables through business acquisition | 8,175 | 9,014 |
| Purchase (sale) of other investments and securities | - | (40) |
| Cash flow absorbed by (generated from) acquisitions | 48,267 | 34,112 |
| (Cash and cash equivalents acquired) | (1,293) | (1,283) |
| Net cash flow absorbed by (generated from) acquisitions | 46,974 | 32,829 |
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 31 March 2023), held for a 100% by Amplifin S.p.A., which is 99.4% owned by Susan Carol Holland and the remaining 0.6% in treasury shares.
The condensed interim consolidated financial report as at 31 March 2023 was prepared in accordance with International Accounting Standards, as well as 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 31 March 2023. The International Accounting Standards endorsed after that date and before the preparation of this report were adopted in the preparation of the condensed interim consolidated financial report only if early adoption is allowed by the Endorsing Regulation and the standard itself and if the Group had elected to do so.
The condensed interim consolidated financial statements at 31 March 2023 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 2022.
The publication of the condensed interim consolidated financial statements of the Amplifon Group at 31 March 2023 was authorized by a resolution of the Board of Directors of 2 May 2023 which approved their publication.
According to the Consob Communication of 28 July 2006, it is specified that during the first three months of 2023 the Group did not carry out atypical and/or unusual transactions, as defined by the Communication itself.
2. Impact of the conflict in Ukraine, COVID-19 emergency, and climate change on the Group's performance and financial position
The Group has no business activities, direct or indirect, in either Ukraine, Russia or Belarus and limited activities in surrounding countries. The military conflict in Ukraine has not yet had any direct impact on the Group's performance or business. That said, in 2022 the Russian-Ukrainian conflict caused as strong increase in inflation worldwide causing the central banks to tighten monetary policies and raise interest rates which stabilized somewhat in the first quarter of 2023 but, however, continue to be very high. The economic recovery that characterized the first postpandemic phase slowed rapidly and the short/medium-term prospects remain uncertain and hard to assess with the possibility that an economic recession may materialize or persist. While the hearing aid market has always proven to be resilient even in times of economic crisis, as hearing solutions and services are non-discretional products which benefit people's physical, emotional and relational health significantly, and customers are assisted by public and private insurances, as well as consumer loans, the current inflationary environment and uncertainty about the future costs of basic necessities could cause a few potential customers to postpone the purchase of a hearing aid temporarily, particularly if needed in the medium-term. Although the Group monitors the changing macroeconomic environment and the relative impact on the business constantly, it cannot be excluded that the situation described above could cause the demand for the Group's services and products to slow even though, as mentioned before, Amplifon operates in a market segment which in the past, albeit in situations that are not directly comparable, has proven to be less sensitive than others to changes in the general economic cycle.
With respect to the Covid-19 heath crisis, the rollout of vaccination campaigns allowed for a gradual return to normalcy in a majority of the countries in which the Group operates already in the latter part of 2022. In the first three months of the 2023 the Group was not impacted by the health crisis, as shown by the excellent financial-economic results achieved by the Group.
As for climate change, the Group's business model is based on providing retail hearing solutions. The goals, therefore, connected to transitioning to alternative sources of energy and the actions needed to address climate change are pursued thanks to the steps taken by the Group to improve the energy efficiency of its business activities, as well as report on the greenhouse gas emissions generated along the value chain. Moreover, the Group's activities and business model do not entail significant exposure to the environmental risks connected specifically to climate change.
3. Acquisitions and goodwill
The Group continued its own balancing strategy between internal and external growth during the first three months of 2023 acquiring 70 points of sale. In detail, there were 30 points of sale purchased in Americas, 23 in Asia Pacific, and 17 in EMEA.
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 €38,799 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) | Net carry at 12/31/2022 |
Business combinations completed in the reporting period |
Disposals | Impairment | Other net changes | Net carry at 03/31/2023 |
|---|---|---|---|---|---|---|
| EMEA | 921,163 | 7,374 | - | - | (284) | 928,253 |
| AMERICAS | 213,816 | 16,351 | - | - | (6,094) | 224,073 |
| APAC | 619,049 | 5,681 | - | - | (21,361) | 603,369 |
| Total | 1,754,028 | 29,406 | - | - | (27,739) | 1,755,695 |
"Business combinations completed in the reporting period" 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 impairment testing 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 2022.
The groups of Cash Generating Units recognized are:
- EMEA that includes Italy, France, the Netherlands, Germany, Belgium, Switzerland, Spain, Portugal, the UK, Hungary, Poland, Israel, and Egypt;
- AMERICA which includes the individual businesses through which it operates in the US market (Franchising, Retail, and Managed Care) and the countries Canada, Argentina, Chile, Mexico, Panama, Ecuador, and Colombia;
- ASIA PACIFIC that 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 2022 the management's valuations were made taking into consideration the value in use. No loss in value was identified as a result of the impairment tests conducted at 31 December 2022.
The Group tests for impairment of goodwill once a year and in the event of any impairment indicators.
In the first quarter of 2023 the Group recorded growth against the first quarter of the prior year across all geographies and results were largely in line with the budget. The long-term risk free interest rate applied was slightly lower than the rate used for the FY 2022 impairment tests. The headroom at 31.12.2022 varied, depending on the geographic area, from 2% to 27%.
No indicators of impairment, therefore, emerged and for the purposes of measuring goodwill reference should be made to the impairment tests reported on in the Annual Report 2022.
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 | 11,024 | 19,553 | 9,166 | 39,743 |
| Assets and liabilities acquired – Book value | ||||
| Current assets | 339 | 1,123 | - | 1,462 |
| Current liabilities | (565) | (1,140) | (119) | (1,824) |
| Net working capital | (226) | (17) | (119) | (362) |
| Other intangible, tangible and right-of-use assets | 1,001 | 559 | 802 | 2,362 |
| Other non-current assets and liabilities | (321) | (511) | - | (832) |
| Non-current assets and liabilities | 680 | 48 | 802 | 1,530 |
| Net invested capital | 454 | 31 | 683 | 1,168 |
| Third Parties Equity | - | 1,498 | - | 1,498 |
| Net financial position | 507 | 437 | - | 944 |
| NET EQUITY ACQUIRED - BOOK VALUE | 961 | 1,966 | 683 | 3,610 |
| DIFFERENCE TO BE ALLOCATED | 10,063 | 17,587 | 8,483 | 36,133 |
| ALLOCATIONS | ||||
| Customer lists | 4,712 | 2,577 | 2,802 | 10,091 |
| Contract liabilities - Short and long-term | (1,287) | (1,341) | - | (2,628) |
| Deferred tax assets | 146 | - | - | 146 |
| Deferred tax liabilities | (882) | - | - | (882) |
| Total allocations | 2,689 | 1,236 | 2,802 | 6,727 |
| GOODWILL | 7,374 | 16,351 | 5,681 | 29,406 |
4. Intangible fixed assets with useful life
The following table shows the changes in intangible assets.
| (€ thousands) | Historical cost at 12/31/2022 |
Accumulated amortization and write downs at 12/31/2022 |
Net book value at 12/31/2022 |
Historical cost at 03/31/2023 |
Accumulated amortization and write downs at 03/31/2023 |
Net book value at 03/31/2023 |
|---|---|---|---|---|---|---|
| Software | 235,964 | (143,068) | 92,896 | 240,534 | (149,093) | 91,441 |
| Licenses | 23,024 | (18,450) | 4,574 | 24,883 | (19,326) | 5,557 |
| Non-competition agreements | 14,328 | (7,749) | 6,579 | 14,869 | (8,540) | 6,329 |
| Customer lists | 464,959 | (258,275) | 206,684 | 471,263 | (265,178) | 206,085 |
| Trademarks and concessions | 96,559 | (44,113) | 52,446 | 95,111 | (45,118) | 49,993 |
| Other | 22,665 | (11,292) | 11,373 | 17,346 | (7,348) | 9,998 |
| Fixed assets in progress and advances |
45,546 | - | 45,546 | 46,939 | - | 46,939 |
| Total | 903,045 | (482,947) | 420,098 | 910,945 | (494,603) | 416,342 |
| (€ thousands) | Net book value at 12/31/2022 |
Investments | Disposals | Amortization | Business combinations |
Impairment | Other net changes |
Net book value at 03/31/2023 |
|---|---|---|---|---|---|---|---|---|
| Software | 92,896 | 2,044 | 7 | (7,829) | - | - | 4,323 | 91,441 |
| Licenses | 4,574 | 40 | - | (837) | - | - | 1,780 | 5,557 |
| Non-competition agreements |
6,579 | 324 | - | (903) | - | - | 329 | 6,329 |
| Customer lists | 206,684 | 15 | 93 | (9,065) | 10,091 | - | (1,733) | 206,085 |
| Trademarks and concessions |
52,446 | - | - | (1,953) | 4 | - | (504) | 49,993 |
| Other | 11,373 | 236 | (953) | (397) | - | - | (261) | 9,998 |
| Fixed assets in progress and advances |
45,546 | 8,148 | (50) | - | 397 | - | (7,102) | 46,939 |
| Total | 420,098 | 10,807 | (903) | (20,984) | 10,492 | - | (3,168) | 416,342 |
The investments in intangible fixed assets recorded in the reporting period (€10,807 thousand) are attributable to the ongoing implementation and standardization of the Group cloud-based ERP system for back-office functions (HR, Procurement, Administration and Finance), the new front office solutions and the AI technologies used to provide customers with a highly personalized experience.
The change in "Business combinations" comprises:
- For €4,716 thousand, the temporary allocation of the price paid for acquisitions made in EMEA;
- For €2,974 thousand, the temporary allocation of the price paid for acquisitions made in Americas;
- For €2,802 thousand, the temporary allocation of the price paid for acquisitions made in APAC.
The item "Other net changes" is explained almost entirely by foreign exchange differences and the reclassification of work in progress completed in the period.
5. Property, plant, and equipment
The following table shows the changes in property, plant, and equipment.
| (€ thousands) | Historical cost at 12/31/2022 |
Accumulated amortization and write downs at 12/31/2022 |
Net book value at 12/31/2022 |
Historical cost at 03/31/2023 |
Accumulated amortization and write downs at 03/31/2023 |
Net book value at 03/31/2023 |
|---|---|---|---|---|---|---|
| Land | 154 | - | 154 | 142 | - | 142 |
| Buildings, constructions and leasehold improvements |
298,991 | (199,083) | 99,908 | 302,393 | (202,696) | 99,697 |
| Plant and machines | 52,414 | (42,077) | 10,337 | 53,017 | (42,782) | 10,235 |
| Industrial and commercial equipment |
76,808 | (58,052) | 18,756 | 78,991 | (59,834) | 19,157 |
| Motor vehicles | 1,047 | (776) | 271 | 1,154 | (802) | 352 |
| Computers and office machinery |
80,108 | (62,712) | 17,396 | 80,435 | (63,295) | 17,140 |
| Furniture and fittings | 124,155 | (91,452) | 32,703 | 124,883 | (92,618) | 32,265 |
| Other tangible fixed assets | 5,673 | (3,031) | 2,642 | 6,983 | (4,237) | 2,746 |
| Fixed assets in progress and advances |
11,248 | - | 11,248 | 16,132 | - | 16,132 |
| Total | 650,598 | (457,183) | 193,415 | 664,130 | (466,264) | 197,866 |
| (€ thousands) | Net book value at 12/31/2022 |
Investments | Disposals | Amortization | Business combinations Impairment |
Other net changes |
Net book value at 03/31/2023 |
|
|---|---|---|---|---|---|---|---|---|
| Land | 154 | - | - | - | - | - | (12) | 142 |
| Buildings, constructions and leasehold improvements |
99,908 | 4,630 | (24) | (6,018) | 10 | (21) | 1,212 | 99,697 |
| Plant and machines | 10,337 | 532 | - | (746) | 179 | (2) | (65) | 10,235 |
| Industrial and commercial equipment |
18,756 | 1,916 | (51) | (1,753) | 46 | - | 243 | 19,157 |
| Motor vehicles | 271 | 85 | (3) | (22) | 20 | - | 1 | 352 |
| Computers and office machinery |
17,396 | 731 | 54 | (2,007) | 719 | - | 247 | 17,140 |
| Furniture and fittings | 32,703 | 1,302 | 27 | (2,225) | 49 | - | 409 | 32,265 |
| Other tangible fixed assets | 2,642 | 82 | - | (163) | - | - | 185 | 2,746 |
| Fixed assets in progress and advances |
11,248 | 8,432 | (36) | - | 443 | 3 | (3,958) | 16,132 |
| Total | 193,415 | 17,710 | (33) | (12,934) | 1,466 | (20) | (1,738) | 197,866 |
The investments made in the reporting period refer primarily to the network expansion with the opening of new stores and renewal of existing ones, as well as to the purchase of hardware needed for the implementation of Group Information Technology projects.
The change in "business combinations" comprises:
- for €651 thousand, the temporary allocation of the price paid for acquisitions made in EMEA;
-
for €132 thousand, the temporary allocation of the price paid for acquisitions made in Americas;
-
for €683 thousand, the temporary allocation of the price paid for acquisitions made in APAC.
"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
| (€ thousands) | Historical cost at 12/31/2022 |
Accumulated amortization and write downs at 12/31/2022 |
Net book value at 12/31/2022 |
Historical cost at 03/31/2023 |
Accumulated amortization and write downs at 03/31/2023 |
Net book value at 03/31/2023 |
|---|---|---|---|---|---|---|
| Stores and offices | 777,889 | (336,445) | 441,444 | 791,263 | (341,286) | 449,977 |
| Motor vehicles | 24,819 | (15,365) | 9,454 | 25,727 | (15,772) | 9,955 |
| Electronic machinery | 1,657 | (808) | 849 | 2,780 | (980) | 1,800 |
| Total | 804,365 | (352,618) | 451,747 | 819,770 | (358,038) | 461,732 |
Right-of-use assets are reported here below:
| Net book | Other | Net book | ||||||
|---|---|---|---|---|---|---|---|---|
| value at | Business | net | value at | |||||
| (€ thousands) | 12/31/2022 | Increase | Decrease | Depreciation | combinations Impairment | changes | 03/31/2023 | |
| Stores and offices | 441,444 | 37,161 | (5,465) | (26,559) | 494 | - | 2,902 | 449,977 |
| Motor vehicles | 9,454 | 1,958 | (294) | (1,388) | - | - | 225 | 9,955 |
| Electronic machinery | 849 | 1,185 | - | (190) | - | - | (44) | 1,800 |
| Total | 451,747 | 40,304 | (5,759) | (28,137) | 494 | - | 3,083 | 461,732 |
The increase in right of use assets acquired in the year is explained by the renewal of existing leases and the network expansion.
The change in "business combinations" comprises:
- for €345 thousand, the temporary allocation of the price paid for acquisitions made in EMEA;
- for €30 thousand, the temporary allocation of the price paid for acquisitions made in Americas;
- for €119 thousand, the temporary allocation of the price paid for acquisitions made in APAC.
"Other changes" refers mainly to foreign exchange differences recorded in the reporting period.
7. Share capital
On 31 March 2023 the share capital comprised 226,388,620 ordinary shares with a par value of €0.02 fully paid in and subscribed, unchanged concerning 31 December 2022.
A total of 23,225 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 1,808,135 treasury shares, or 0.799% of the parent's share capital, were held at 31 March 2023.
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 12/31/2022 | 1,831,360 | 27.245 | 49,895 | |
| Purchases | - | - | - | |
| Transfers due to exercise of performance stock grants | (23,225) | 27.245 | (633) | |
| Held at 03/31/2023 | 1,808,135 | 27.245 | 49,262 |
8. Net financial position
The Group's net financial position, including lease liabilities, prepared in accordance with the ESMA guideline 32-382-1138 of 4 March 2021 and CONSOB's Warning Notice n. 5/21 of 29 April 2021, is shown below.
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change |
|---|---|---|---|
| Cash (A) | 144,429 | 179,654 | (35,225) |
| Cash equivalents (B) | - | - | - |
| Short term investments (C) | 50,182 | 49,968 | 214 |
| Total Cash, Cash Equivalents and Short-Term Investments (A+B+C) (D) |
194,611 | 229,622 | (35,011) |
| Current financial payables (including bonds, but excluding current portion of medium/long-term debt) (E) |
253,143 | 221,095 | 32,048 |
| - Bank borrowings | 172,895 | 116,659 | 56,236 |
| - Private Placement 2013-2025 | - | 103,131 | (103,131) |
| - Other financial payables and bank overdrafts | 80,258 | 19,697 | 60,561 |
| - Hedging derivatives | (10) | (18,392) | 18,382 |
| Current portion of medium/long-term financial debt (F) | 126,211 | 130,329 | (4,118) |
| - Financial accruals and deferred income | 4,254 | 6,012 | (1,758) |
| - Payables for business acquisitions | 16,417 | 24,601 | (8,184) |
| - Lease Liability – current portion | 105,540 | 99,716 | 5,824 |
| Current Financial Indebtedness (E+F) (G) | 379,353 | 351,424 | 27,929 |
| Current Financial Indebtedness (G-D) (H) | 184,742 | 121,802 | 62,940 |
| Non current financial payables (I) | 770,623 | 826,797 | (56,174) |
| - Bank borrowings – Non current portion | 391,659 | 452,202 | (60,543) |
| - Payables for business acquisitions – Non current portion | 5,490 | 5,705 | (215) |
| - Lease Liability – Non current portion | 373,474 | 368,890 | 4,584 |
| Bonds (J) | 350,000 | 350,000 | - |
| - Eurobond 2020-2027 | 350,000 | 350,000 | - |
| Trade and other non current payables (K) | - | - | - |
| - Hedging derivatives – non current portion | - | - | - |
| Non Current Financial Indebtedness (I+J+K) (L) | 1,120,623 | 1,176,797 | (56,174) |
| Total Financial Indebtedness (H+L) (M) | 1,305,365 | 1,298,599 | 6,766 |
Excluding lease liabilities (€479,014 thousand at 31 March 2023), net financial debt amounted to €826,351 thousand at 31 March 2023, broken down as follows:
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change |
|---|---|---|---|
| Cash and Cash Equivalents | 144,429 | 179,654 | (35,225) |
| Short Term Investments | 50,182 | 49,968 | 214 |
| Cash, Cash Equivalents and Short Term Investments | 194,611 | 229,622 | (35,011) |
| Current Financial Indebtedness (excluding lease liabilities) |
273,813 | 251,708 | 22,105 |
| Current Financial Indebtedness (excluding lease liabilities) |
79,202 | 22,086 | 57,116 |
| Non current Financial Indebtedness (excluding lease liabilities) |
747,149 | 807,907 | (60,758) |
| Total Financial Indebtedness (excluding lease liabilities) | 826,351 | 829,993 | (3,642) |
At the end of January 2023 the entire Private Placement 2013-2025 was repaid in advance (€85,371 thousand at the hedging rate).
Long-term net financial debt, excluding lease liabilities, amounted to €747,149 thousand at 31 March 2023 which is €60,758 thousand lower than the €807,907 thousand recorded at 31 December 2022. The change is attributable mainly to the reclassification as short-term debt of the portions of long-term debt maturing in the next 12 months.
The short-term portion of the net financial debt, excluding lease liabilities, increased by €57,116 thousand, going from €22,086 thousand at 31 December 2022 to €79,202 thousand at 31 March 2023. The short-term portion of long-term debt and the other short-term components of financial debt exceed available liquidity, other cash equivalents and other short-term liquid assets. The company, however, has unutilized, irrevocable lines of credit of €255,000 thousand which, in addition to the €148 million in available uncommitted credit lines and the cash generation expected for the remainder of 2023, ensure enough liquidity to satisfy current obligations and support business needs.
More specifically, the short-term portion of the net financial position includes the short-term portion of long-term bank loans (€172,895 thousand), other bank debt of €79,959 thousand including hot money and utilization of short-term credit lines, interest payable on the Eurobond (€514 thousand), as well as on other bank borrowings (€3,740 thousand), and lastly, the best estimate of the deferred payments for acquisitions (€16,417 thousand), net of the €194,611 thousand in liquidity. Liquidity includes €144,429 thousand in available cash and €50,182 thousand in other financial assets that are easily liquidated. These financial assets refer to investments made in money market funds managed by top-tier financial institutions.
Bank loans, and the Eurobond 2020-2027 are included in the statement of financial position as follows:
a. under the item "medium/long-term financial liabilities".
| (€ thousands) | Balance at 03/31/2023 |
|---|---|
| Eurobond 2020-2027 | 350,000 |
| Other medium/long-term debt | 391,659 |
| Fees on Eurobond 2020-2027 and bank loans | (2,924) |
| Medium/long-term financial liabilities | 738,735 |
b. under the item "financial payables (current)".
| (€ thousands) | Balance at 03/31/2023 |
|---|---|
| Bank overdraft and other short-term debt (including current portion of other long-term debt) | 253,153 |
| Other financial payables | 4,254 |
| Fees on bank loans | (1,290) |
| Short-term financial liabilities | 256,117 |
All the other items in the net financial position table can be easily referred to in the financial consolidated statements.
9. Financial liabilities
The financial liabilities breakdown is as follows:
| (€ thousands) | Balance at 03/31/2023 |
Balance at 12/31/2022 |
Change |
|---|---|---|---|
| Eurobond 2020-2027 | 350,000 | 350,000 | - |
| Other medium long-term bank loans | 391,659 | 452,202 | (60,543) |
| Fees on Eurobond 2020-2027, bank loans, and private placement 2013-2025 | (2,924) | (3,262) | 338 |
| Total medium/long-term financial liabilities | 738,735 | 798,940 | (60,205) |
| Short term debt | 256,117 | 243,661 | 12,456 |
| - of which current portion of short-term bank loans | 172,895 | 116,659 | 56,236 |
| - of which current portion of private placement 2013-2025 | - | 103,131 | (103,131) |
| - of which debts for account overdrafts and other short-term liabilities | 79,959 | 18,212 | 61,747 |
| - of which fees for bank loans and private placement 2013-2025 | (1,290) | (1,245) | (45) |
| Total short-term financial liabilities | 256,117 | 243,661 | 12,456 |
| Total financial liabilities | 994,852 | 1,042,601 | (47,749) |
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 | 306,774 | 1.125% | N/A |
| Total in Euro | 350,000 | 306,774 |
(*) The nominal interest rate is equal to the mid swap plus a spread.
- 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 (*) |
Hedged nominal amount (**) |
Interest rate after hedging (**) |
|---|---|---|---|---|---|---|---|---|---|
| 04/30/2020 | Amplifon S.p.A. Amortizing | 04/30/2023 | 30,000 | 3,772 | 3,798 | 3.592% | |||
| 04/07/2020 | Amplifon S.p.A. | Bullet | 03/22/2024 | 60,000 | 60,000 | 61,493 | 4.032% | ||
| 04/06/2020 | Amplifon S.p.A. Amortizing | 04/06/2025 | 50,000 | 35,714 | 36,424 | 3.420% | 35,714 | 1.012% | |
| 04/07/2020 | Amplifon S.p.A. Amortizing | 04/07/2025 | 150,000 | 120,000 | 123,501 | 3.088% | 80,000 | 1.17% | |
| 04/28/2020 | Amplifon S.p.A. Amortizing | 04/28/2025 | 50,000 | 50,000 | 51,056 | 3.168% | 1.530% | ||
| 04/29/2020 | Amplifon S.p.A. Amortizing | 04/29/2025 | 78,000 | 48,750 | 50,330 | 3.768% | 34,125 | 1.540% | |
| 04/23/2020 | Amplifon S.p.A. Amortizing | 06/30/2025 | 35,000 | 31,500 | 32,244 | 3.826% | 31,500 | 0.990% | |
| 08/03/2020 | Amplifon S.p.A. Amortizing | 06/30/2025 | 10,000 | 4,565 | 4,623 | 3.252% | |||
| 12/23/2021 | Amplifon S.p.A. Amortizing | 12/23/2026 | 210,000 | 210,000 | 211,295 | 3.602% | 210,000 | 1.163% | |
| Total | 673,000 | 564,301 | 574,764 | 391,339 |
(*) 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 Group net equity (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 |
|---|---|---|---|---|
| - Medium/long-term bilateral loans with top-tier banking institutions of €238 million. |
≤ 2.85 | ≤ 1.65 | - | ≤ 3.26 (Leverage Ratio) |
| - Irrevocable credit lines with top-tier banking institutions of €125 million. |
≤ 2.20 (Net Worth Ratio) |
|||
| - €36 million bank loan expiring in 2025 - Revolving irrevocable credit line of €15 million |
≤ 2.85 | - | > 4.90 | ≤ 3.26 (Leverage Ratio) |
| -Medium/long-term bilateral loans with top-tier banking institutions of |
≤ 3.26 (Leverage Ratio) |
|||
| €80 million; - Irrevocable credit lines with top-tier banking institutions of €115 million; |
≤ 2.85 | ≤ 1.65 | > 4.90 | ≤ 2.20 (Net Worth Ratio) |
The €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 31 March 2023 these ratios were as follows:
| Value as at 03/31/2023 |
|
|---|---|
| Net financial indebtedness excluding lease liabilities/Group net equity (Net Worth Ratio) | 0.79 |
| Net financial position excluding lease liabilities/EBITDA for the last four quarters (Leverage Ratio) | 1.48 |
| EBITDA for the last 4 quarters/Net financial expenses (Interest Cover) | 25.74 |
The above-mentioned ratios were determined based on an EBITDA which was restated and normalized, in order to reflect the main changes.
| (€ thousands) | Value as at 03/31/2023 |
|---|---|
| Group EBITDA first three months 2023 | 115,641 |
| EBITDA April-December 2022 | 408,903 |
| Fair value of stock grant assignment | 12,988 |
| EBITDA normalized (from acquisitions and disposals) | 9,026 |
| Acquisitions and non-recurring costs | 11,131 |
| EBITDA for the covenant calculation | 557,689 |
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. Provision for risk and charges
Provisions for risks and charges amounted to €22,129 thousand, largely in line with the €21,607 thousand recorded at 31 December 2022.
The provisions for risks at 31 March 2023 are detailed below:
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change |
|---|---|---|---|
| Product warranty provision | 1,161 | 1,261 | (100) |
| Provision on contract risks | 4,085 | 4,515 | (430) |
| Agents' leaving indemnities | 12,077 | 11,735 | 342 |
| Other reserves for risks and charges | 2,411 | 2,433 | (22) |
| Total Long-term provision for risk and charges | 19,734 | 19,944 | (210) |
| Product warranty provision | 479 | 323 | 156 |
| Other reserves for risks and charges | 1,916 | 1,340 | 576 |
| Total Short-term provision for risk and charges | 2,395 | 1,663 | 732 |
| Total provision for risk and charges | 22,129 | 21,607 | 522 |
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 finance lease liabilities are shown in the statement of financial position as follows:
| (€ thousands) | 03/31/2023 | 12/31/2022 | Change |
|---|---|---|---|
| Short term lease liabilities | 105,540 | 99,716 | 5,824 |
| Long term lease liabilities | 373,474 | 368,890 | 4,584 |
| Total lease liabilities | 479,014 | 468,606 | 10,408 |
The impact of the lease liabilities recognized in the reporting period on the income statement is shown below:
| First three months | |
|---|---|
| (€ thousands) | 2023 |
| Interest charges on leased assets | (3,263) |
| Right-of-use depreciation | (28,137) |
| Costs for short-term leases and leases for low value assets | (3,550) |
12. Revenues from sales and services
| (€ thousands) | First three months 2023 | First three months 2022 | Change |
|---|---|---|---|
| Revenues from sale of products | 469,108 | 437,789 | 31,319 |
| Revenues from services | 71,143 | 58,019 | 13,124 |
| Total revenues from sales and services | 540,251 | 495,808 | 44,443 |
| Goods and services provided at a point in time | 469,108 | 437,789 | 31,319 |
| Goods and services provided over time | 71,143 | 58,019 | 13,124 |
| Total revenues from sales and services | 540,251 | 495,808 | 44,443 |
Consolidated revenues from sales and services amounted to €540,521 thousand in the first three months of 2023, an increase of €44,443 thousand (+9.0%) compared to the same period of the prior year.
The increase compared to the first quarter of 2022 is attributable for €36,934 thousand to organic growth (+7.4%), acquisitions for €9,255 thousand (+1.9%) and negative exchange differences for €1,746 thousand (-0.3%).
13. Operating costs, depreciation and impairment, financial income-expenses and taxes
Operating costs amounted to €427,962 thousand in the first quarter of 2023 (€387,514 thousand in the first quarter of 2022), an increase of €40,448 thousand (+10.4%).
"Amortization, depreciation and impairment" amounted to €62,075 thousand at 31 March 2023, higher than the €57,649 thousand recorded in the first three months of 2022.
"Financial income, expenses and value adjustments to financial assets" came to €11,948 thousand in the first quarter of 2023 (€8,444 thousand in the first three months of 2022). The change in the reporting period is attributable mainly to an increase in financial expenses stemming from higher interest rates on the utilization of short-term credit lines (most of the long-term debt is fixed rate) and the negative exchange differences recorded primarily in North and South America.
Current and deferred tax amounted to €12,359 thousand in the first quarter of 2023, €667 thousand lower than in the first three months of 2022 (€13,026 thousand). The tax rate was 29.7% in the reporting period versus 29.8% at 31 March 2022.
14. Performance Stock Grant
On 5 January 2023 the majority shareholder Ampliter S.r.l. ("Ampliter") issued a plan which provides for the one-off assignment, free of charge, of up to a maximum of 500,000 of the Amplifon shares owned by Ampliter, to the Chief Executive Officer Enrico Vita, during the current mandate 2022-2024.
The shares will be transferred, free of charge, in five tranches, comprising a first tranche of 260,000 shares and subsequent ones of 60,000 shares each.
As a result of this assignment, which was made completely autonomously by Ampliter and does not envisage any cash-out by Amplifon, based on IFRS 2 "Share Based Payments" an estimated one-off notional cost of €13.7 million will be recognized in the income statement, of which €12.4 million in 2023 and €1.3 million in 2024.
The fair value per share recognized in accordance with IFRS 13 equaled the mark to market (Level 1) of the rights at the assignment date or €27.43.
The notional cost for the first quarter was €7,294 thousand which was recognized as a nonrecurring expense at 31 March 2023.
15. Non-recurring significant events
| (€ thousands) | First three months 2023 |
First three months 2022 |
|
|---|---|---|---|
| Costs related to Bay Audio integration | - | (1,000) | |
| Costs related to second phase of the GAES integration | (598) | (1,047) | |
| Operating costs | Costs related to the charitable donation to the UNHCR for the Ukraine emergency. |
- | (1,000) |
| Notional cost of the Amplifon shares assigned by the shareholder Ampliter to the CEO |
(7,294) | - | |
| Profit (loss) from operating activities | (7,892) | (3,047) | |
| Profit (loss) before tax | (7,892) | (3,047) | |
| Impact of the above items on the tax burden for the period | 2,306 | 853 | |
| Total net profit (loss) | (5,586) | (2,194) |
The first three months of 2023 were impacted by the following non-recurring items:
16. 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 three months 2023 |
First three months 2022 |
|---|---|---|
| Net profit (loss) attributable to ordinary shareholders (€ thousand) | 29,299 | 30,613 |
| Average number of shares outstanding in the period | 224,551,388 | 224,476,338 |
| Average earnings per share (€ per share) | 0.13048 | 0.13638 |
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 three months 2023 | First three months 2022 |
|---|---|---|
| Average number of shares outstanding in the period | 224,551,388 | 224,476,338 |
| Weighted average of potential and diluting ordinary shares | 1,673,108 | 2,218,858 |
| Weighted average of shares potentially subject to options in the period | 226,224,496 | 226,695,196 |
The diluted earnings per share were determined as follows:
| Diluted earnings per share | First three months 2023 |
First three months 2022 |
|---|---|---|
| Net profit attributable to ordinary shareholders (€ thousand) | 29,299 | 30,613 |
| Average number of shares outstanding in the period | 226,224,496 | 226,695,196 |
| Average diluted earnings per share (€) | 0.12952 | 0.13504 |
17. 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), held for a 100.0% by Amplifin S.p.A., which is 99.4% owned by Susan Carol Holland and the remaining 0.6% in treasury shares.
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.
| 03/31/2023 | First three months 2023 | ||||||
|---|---|---|---|---|---|---|---|
| (€ thousands) | Trade receivables |
Trade payables | Other receivables |
Revenues for sales and services |
Operating (costs)/revenues |
Interest income and expense |
|
| Amplifin S.p.A. | 27 | - | 624 | - | (48) | 2 | |
| Total – Parent | 27 | - | 624 | - | (48) | 2 | |
| Comfoor BV (The Netherlands) | 47 | 2,754 | - | 20 | (271) | - | |
| Ruti Levinson Institute Ltd (Israel) | 93 | - | - | - | - | - | |
| Afik - Test Diagnosis & Hearing Aids Ltd (Israel) |
165 | - | - | - | - | - | |
| Total – Other related parties | 305 | 2,754 | - | 20 | (271) | - | |
| Total related parties | 332 | 2,754 | 624 | 20 | (319) | 2 | |
| Total as per financial statements | 190,274 | 315,988 | 89,728 | 540,251 | (427,962) | (5,952) | |
| % of financial statements total | 0.17% | 0.87% | 0.70% | 0.00% | 0.07% | -0.03% |
The following table details transactions with related parties:
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) who 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.
The lease for the Milan headquarters (leased to Amplifon by the parent company Amplifin) is recognized under right-of-use depreciation for €455 thousand, interest on leases for €70 thousand, lease liabilities of €14,061 thousand, and right-of-use asset of €12,273 thousand.
The assignment of Amplifon shares by Ampliter S.r.l. to the CEO Enrico Vita described in note 14, is a transaction between related parties and not a transaction with related parties.
18. 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 note have been reported so far and the Group is, at any rate, confident in the adequacy of the measures implemented.
19. 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 2022 Annual Report.
Interim Financial Report as at 31 March 2023 > Condensed Consolidated Financial Statements
20. Translation of foreign companies' financial statements
The exchange rates used to translate non-Euro zone companies' financial statements are as follows:
| 31 March 2023 | 2022 | 31 March 2022 | |||
|---|---|---|---|---|---|
| Average exchange rate | As at 31 March |
As at 31 December |
Average exchange rate |
As at 31 March |
|
| Panamanian balboa | 1.0730 | 1.0875 | 1.0660 | 1.1101 | 1.1217 |
| Australian dollar | 1.5701 | 1.6268 | 1.5693 | 1.4829 | 1.5491 |
| Canadian dollar | 1.4513 | 1.4737 | 1.4440 | 1.3896 | 1.4206 |
| New Zealand dollar | 1.7040 | 1.7392 | 1.6798 | 1.6014 | 1.6584 |
| Singapore dollar | 1.4302 | 1.4464 | 1.4300 | 1.5028 | 1.5169 |
| US dollar | 1.0730 | 1.0875 | 1.0666 | 1.1101 | 1.1217 |
| Hungarian florin | 388.71 | 379.50 | 400.87 | 369.77 | 364.60 |
| Swiss franc | 0.9925 | 0.9968 | 0.9847 | 1.0267 | 1.0364 |
| Egyptian lira | 32.1589 | 33.5530 | 26.3990 | 20.280 | 18.037 |
| New Israeli shekel | 3.7959 | 3.9284 | 3.7554 | 3.5243 | 3.5869 |
| Argentine peso (*) | 226.8909 | 226.8909 | 188.5033 | 123.1020 | 123.1020 |
| Chilean peso | 870.78 | 858.85 | 913.82 | 875.81 | 907.57 |
| Colombian peso | 5,106.29 | 5,048.97 | 5,172.47 | 4,167.38 | 4,389.67 |
| Mexican peso | 20.0431 | 19.6392 | 20.8560 | 22.0903 | 22.9919 |
| Brazilian real | 5.5750 | 5.5158 | 5.6386 | 5.3009 | 5.8696 |
| Chinese renminbi | 7.3419 | 7.4763 | 7.3582 | 7.0403 | 7.1212 |
| Indian rupee | 88.2438 | 89.3995 | 88.1710 | 84.1340 | 84.3944 |
| British pound | 0.8831 | 0.8792 | 0.8869 | 0.8460 | 0.8364 |
| Polish zloty | 4.7081 | 4.6700 | 4.6808 | 4.6531 | 4.6230 |
(*) Argentina is a highly inflationary country. As requested by IAS 29, profit and loss items have been converted at the closing exchange rate.
The average Argentine peso exchange rate as at 31 March 2023 is 206.2678 and as at 31 March 2022 is 119.4929.
21. 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 the 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 March 31st , 2023 (*)
| (€ thousands) | EMEA | AMERICAS | APAC | ELIM. | CONSOLIDATED |
|---|---|---|---|---|---|
| ASSETS | |||||
| Non-current assets | |||||
| Goodwill | 928,253 | 224,073 | 603,369 | - | 1,755,695 |
| Intangible fixed assets with finite useful life | 296,921 | 54,571 | 64,850 | - | 416,342 |
| Property, plant, and equipment | 142,337 | 22,072 | 33,457 | - | 197,866 |
| Right-of-use assets | 368,629 | 38,521 | 54,582 | - | 461,732 |
| Equity-accounted investments | 2,215 | - | - | - | 2,215 |
| Hedging instruments | 25,400 | - | - | - | 25,400 |
| Deferred tax assets | 65,681 | 10,115 | 10,744 | - | 86,540 |
| Deferred contract costs | 10,582 | 1,218 | 70 | - | 11,870 |
| Other assets | 30,679 | 12,072 | 1,798 | - | 44,549 |
| Total non-current assets | 3,002,209 | ||||
| Current assets | |||||
| Inventories | 67,895 | 6,018 | 9,724 | - | 83,637 |
| Receivables | 264,043 | 45,675 | 31,608 | (61,324) | 280,002 |
| Deferred contract costs | 3,959 | 778 | 94 | - | 4,831 |
| Hedging instruments | 276 | - | - | - | 276 |
| Other financial assets | 50,200 | ||||
| Cash and cash equivalents | 144,429 | ||||
| Total current assets | 563,375 | ||||
| TOTAL ASSETS | 3,565,584 | ||||
| LIABILITIES | |||||
| Net Equity | 1,047,292 | ||||
| Non-current liabilities | |||||
| Medium/long-term financial liabilities | 738,735 | ||||
| Lease liabilities | 303,413 | 32,492 | 37,569 | - | 373,474 |
| Provisions for risks and charges | 17,541 | 771 | 1,422 | - | 19,734 |
| Liabilities for employees' benefits | 7,927 | 214 | 700 | - | 8,841 |
| Hedging instruments | 454 | - | - | - | 454 |
| Deferred tax liabilities | 61,782 | 25,519 | 17,722 | - | 105,023 |
| Payables for business acquisitions | 3,292 | 2,198 | - | - | 5,490 |
| Contract liabilities | 139,605 | 14,935 | 2,291 | - | 156,831 |
| Other long-term liabilities | 15,181 | 1,298 | - | - | 16,479 |
| Total non-current liabilities | 1,425,061 | ||||
| Current assets | |||||
| Trade payables | 278,258 | 58,609 | 40,249 | (61,128) | 315,988 |
| Payables for business acquisitions | 7,813 | 8,604 | - | - | 16,417 |
| Contract liabilities | 90,759 | 15,749 | 7,984 | - | 114,492 |
| Other payables and tax payables | 227,753 | 23,376 | 27,329 | (196) | 278,262 |
| Hedging instruments | 266 | - | - | - | 266 |
| Provisions for risks and charges | 1,685 | 710 | - | - | 2,395 |
| Liabilities for employees' benefits | 841 | 449 | 2,464 | - | 3,754 |
| Short-term financial liabilities | 256,117 | ||||
| Lease liabilities | 77,062 | 8,876 | 19,602 | - | 105,540 |
| Total current liabilities | 1,093,231 | ||||
| TOTAL LIABILITIES | 3,565,584 |
(*) The items in the statement of financial position are analyzed by the CEO and Top Management by geographic area without being separated from the Corporate functions which are included in EMEA.
Statement of Financial Position as at December 31st, 2022 (*)
| (€ thousands) | EMEA | AMERICAS | APAC | ELIM. | CONSOLIDATED |
|---|---|---|---|---|---|
| ASSETS | |||||
| Non-current assets | |||||
| Goodwill | 921,163 | 213,816 | 619,049 | - | 1,754,028 |
| Intangible fixed assets with finite useful life | 298,642 | 53,903 | 67,553 | - | 420,098 |
| Property, plant, and equipment | 136,721 | 21,006 | 35,688 | - | 193,415 |
| Right-of-use assets | 366,243 | 34,242 | 51,262 | - | 451,747 |
| Equity-accounted investments | 2,093 | - | - | - | 2,093 |
| Hedging instruments | 25,850 | - | - | - | 25,850 |
| Deferred tax assets | 60,867 | 10,206 | 10,707 | - | 81,780 |
| Deferred contract costs | 9,841 | 1,206 | 84 | - | 11,131 |
| Other assets | 30,361 | 10,494 | 1,615 | - | 42,470 |
| Total non-current assets | 2,982,612 | ||||
| Current assets | |||||
| Inventories | 60,417 | 5,781 | 10,060 | - | 76,258 |
| Receivables | 270,798 | 54,107 | 33,985 | (94,213) | 264,677 |
| Deferred contract costs | 4,437 | 744 | 81 | - | 5,262 |
| Hedging instruments | 17,016 | - | - | - | 17,016 |
| Other financial assets | 49,986 | ||||
| Cash and cash equivalents | 179,654 | ||||
| Total current assets | 592,853 | ||||
| TOTAL ASSETS | 3,575,465 | ||||
| LIABILITIES | |||||
| Net Equity | 1,040,350 | ||||
| Non-current liabilities | |||||
| Medium/long-term financial liabilities | 798,940 | ||||
| Lease liabilities | 304,182 | 28,995 | 35,713 | - | 368,890 |
| Provisions for risks and charges | 17,712 | 787 | 1,445 | - | 19,944 |
| Liabilities for employees' benefits | 8,023 | 203 | 714 | - | 8,940 |
| Hedging instruments | - | - | - | - | - |
| Deferred tax liabilities | 61,419 | 26,053 | 19,211 | - | 106,683 |
| Payables for business acquisitions | 3,209 | 2,496 | - | - | 5,705 |
| Contract liabilities | 136,574 | 14,744 | 2,295 | - | 153,613 |
| Other long-term liabilities | 15,149 | 974 | - | - | 16,123 |
| Total non-current liabilities | 1,478,838 | ||||
| Current assets | |||||
| Trade payables | 310,412 | 68,611 | 40,574 | (94,014) | 325,583 |
| Payables for business acquisitions | 7,585 | 17,016 | - | - | 24,601 |
| Contract liabilities | 91,613 | 15,034 | 8,210 | - | 114,857 |
| Other payables and tax payables | 192,769 | 19,919 | 30,092 | (199) | 242,581 |
| Hedging instruments | - | - | - | - | - |
| Provisions for risks and charges | 975 | 688 | - | - | 1,663 |
| Liabilities for employees' benefits | 789 | 393 | 2,434 | - | 3,616 |
| Short-term financial liabilities | 243,661 | ||||
| Lease liabilities | 73,798 | 7,827 | 18,090 | - | 99,716 |
| Total current liabilities | 1,056,277 | ||||
| TOTAL LIABILITIES | 3,575,465 | ||||
(*) The items in the statement of financial position are analyzed by the CEO and Top Management by geographic area without being separated from the Corporate functions which are included in EMEA.
Income Statement – First three months 2023 (*)
| (€ thousands) | EMEA | AMERICAS | APAC | CORPORATE | ELIM. | CONSOLIDATED |
|---|---|---|---|---|---|---|
| Revenues from sales and services | 359,707 | 100,864 | 79,594 | 86 | - | 540,251 |
| Operating costs | (261,166) | (78,355) | (57,951) | (30,490) | - | (427,962) |
| Other income and costs | 883 | 2,322 | 98 | 49 | - | 3,352 |
| Gross operating profit by segment (EBITDA) |
99,424 | 24,831 | 21,741 | (30,355) | - | 115,641 |
| Amortization, depreciation and | ||||||
| impairment Intangible assets amortization |
(10,028) | (2,474) | (3,761) | (4,721) | - | (20,984) |
| Property, plant, and equipment | ||||||
| depreciation | (8,034) | (1,558) | (2,656) | (686) | - | (12,934) |
| Right-of-use depreciation | (18,932) | (2,671) | (5,969) | (565) | - | (28,137) |
| Impairment losses and reversals of non current assets |
(22) | - | 2 | - | - | (20) |
| (37,016) | (6,703) | (12,384) | (5,972) | - | (62,075) | |
| Operating result by segment | 62,408 | 18,128 | 9,357 | (36,327) | - | 53,566 |
| 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 |
126 | - | - | - | - | 126 |
| investments | ||||||
| Interest income and expenses | (5,952) | |||||
| Interest expenses on lease liabilities | (3,263) | |||||
| Other financial income and expenses | (1,202) | |||||
| Exchange gains and losses, and inflation accounting |
(1,978) | |||||
| Gain (loss) on assets accounted at fair value |
321 | |||||
| (11,948) | ||||||
| Net profit (loss) before tax | 41,618 | |||||
| Current and deferred income tax | ||||||
| Current income tax | (18,751) | |||||
| Deferred tax | 6,392 | |||||
| (12,359) | ||||||
| Net profit (loss) | 29,259 | |||||
| Net profit (loss) attributable to Minority interests |
(40) | |||||
| Net profit (loss) attributable to the Group |
29,299 |
(*) The figures of the operating segments are net of the intercompany eliminations.
Income Statement – First three months 2022 (*)
| (€ thousands) | EMEA | AMERICAS | APAC | CORPORATE | ELIM. | CONSOLIDATED |
|---|---|---|---|---|---|---|
| Revenues from sales and services | 340,172 | 84,021 | 71,462 | 153 | - | 495,808 |
| Operating costs | (248,744) | (63,357) | (53,090) | (22,323) | - | (387,514) |
| Other income and costs | 982 | 6 | (41) | 565 | - | 1,512 |
| Gross operating profit by segment (EBITDA) |
92,410 | 20,670 | 18,331 | (21,605) | - | 109,806 |
| Amortization, depreciation and impairment |
||||||
| Intangible assets amortization | (8,952) | (2,287) | (4,160) | (3,711) | - | (19,110) |
| Property, plant, and equipment depreciation |
(8,389) | (963) | (2,308) | (711) | - | (12,371) |
| Right-of-use depreciation | (18,655) | (1,897) | (5,004) | (561) | - | (26,117) |
| Impairment losses and reversals of non current assets |
(99) | 60 | (12) | - | - | (51) |
| (36,095) | (5,087) | (11,484) | (4,983) | - | (57,649) | |
| Operating result by segment | 56,315 | 15,583 | 6,847 | (26,588) | - | 52,157 |
| 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 |
49 | - | - | - | - | 49 |
| Interest income and expenses | (4,661) | |||||
| Interest expenses on lease liabilities | (2,736) | |||||
| Other financial income and expenses (**) | (447) | |||||
| Exchange gains and losses, and inflation accounting (**) |
1,043 | |||||
| Gain (loss) on assets accounted at fair value (**) |
(1,692) | |||||
| (8,444) | ||||||
| Net profit (loss) before tax | 43,713 | |||||
| Current and deferred income tax | ||||||
| Current income tax | (16,510) | |||||
| Deferred tax | 3,484 | |||||
| (13,026) | ||||||
| Net profit (loss) | 30,687 | |||||
| Net profit (loss) attributable to Minority interests |
74 | |||||
Net profit (loss) attributable to the Group 30,613
(*) The figures of the operating segments are net of the intercompany eliminations.
(**) It is specified that, on the comparative period 2022, reclassifications between "Financial income, expenses and value adjustments to financial assets" have been made in order to better represent financial information.
22. Accounting policies
22.1 Presentation of financial statements
The Interim Financial Report as at 31 March 2023 was 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 provide a more accurate representation of the Group's primarily commercial and distribution activities;
- comprehensive income statement: in addition to the net result for the year, it includes the impact of differences in exchange rates, the cash flow hedge reserve, the foreign currency basis spread reserve for derivatives, as well as 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.
22.2 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 input or output needed 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, tangible fixed assets and right of use assets recognized based on the estimated remaining useful life and the recoverable amount;
- income tax recognized based on the best estimate of the tax rate for the full year;
- IRSs and currency swaps (instruments not traded on regulated markets), marked to market at the reporting date based on the yield curve and market exchange rates, which are subject to credit/debit valuation adjustments based on market prices;
- the lease term duration was determined on a lease-by-lease basis and is comprised of the "non-cancellable" period along with the impact of any extension or early termination clauses
if exercise of that clause is reasonably certain and taking into account any and all lease clauses;
- 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 agreement, 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 agreement.
Estimates are periodically reviewed, and any changes made, following the change of the circumstances based on which the estimates were made 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. This calls for an estimate of the value in use of the cash generating units to which the goodwill refers based on an estimate of future cash flows and the after-tax discount rate which reflects market conditions at the valuation date.
22.3 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 |
|---|---|---|---|---|
| Amendment to IAS 1 "Presentation of Financial Statements" e IFRS Practice Statement 2: Disclosure of Accounting Policies (issued on 12 February 2021) |
2 Mar '22 | 3 Mar '22 | 1 Jan '23 | 1 Jan '23 |
| IFRS 17 "Insurance Contracts" (issued on 18 May 2017); including amendments to IFRS 17 (issued on 25 June 2020) |
19 Nov '21 | 23 Nov '21 | 1 Jan '23 | 1 Jan '23 |
| Amendment to IFRS 17 "Insurance contracts" and IFRS 9 (issued on 9 December 2021) |
8 Sept '22 | 9 Set '22 | 1 Jan '23 | 1 Jan '23 |
| Amendment to IAS 12 "Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction (issued on 7 May 2021) |
11 Aug '22 | 12 Aug '22 | 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 Mar '22 | 3 Mar '22 | 1 Jan '23 | 1 Jan '23 |
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 12 "Income Taxes: Deferred Tax related to Assets and Liabilities arising from a Single Transaction" calls for exceptions to the "initial recognition exemption" provided
in IAS 12.25 (b) and IAS 12.24. The provision impacts the calculation of the tax liability recorded upon "initial recognition".
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 a new definition of ''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.
22.4 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 5 April 2023, had 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 of Liabilities as Current or | |
| Non-current - Deferral of Effective Date" and ''Non-current Liabilities with | Periods beginning on or after |
| Covenants'' | 1 Jan '24 |
| (issued on 23 January 2020, 15 July 2020 and 31 October 2022, respectively) | |
| Amendments to IFRS 16 "Leases: Lease Liability in a Sale and Leaseback" (issued | Periods beginning on or after |
| on September 22 2022) | 1 Jan '24 |
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.
IFRS 16 amendments are related to the definitions of liabilities derived from leasebacks and the accounting treatment of any gains or losses stemming from these transactions.
The adoption of the standards and interpretations above is not expected to have a material impact on the measurement of the Group's assets, liabilities, costs and revenues.
23. Subsequent events
After 31 March 2023, the exercise of the performance stock grants continued, and the beneficiaries received a total of 7,285 treasury shares from the Company. At the date of this report, the Company has a total of 1,798,450 treasury shares or 0.794% of its share capital.
The Group's external growth continued in April 2023 with the acquisition of a total of 28 stores in China, Poland and France.
Milan, May 2nd, 2023
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 31 March 2023.
Parent company:
| Company name | Head office | Currency | Share capital |
|---|---|---|---|
| Amplifon S.p.A. | Milan (Italy) | EUR | 4,527,772 |
Subsidiaries consolidated using the line-by-line method:
| Company name | Head office | Direct/Indirect ownership |
Currency | Share Capital | % held as at 03/31/2023 |
|---|---|---|---|---|---|
| Amplifon Italia S.p.A | Milan (Italy) | D | EUR | 100,000 | 100.0% |
| Amplifon Rete | Milan (Italy) | I | EUR | 19,250 | 2.6% |
| 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% |
| Audition Nouvelle | Versailles (France) | I | EUR | 10,000 | 100.0% |
| Audition Frederic Rembaud | Périgueux (France) | I | EUR | 40,000 | 100.0% |
| Audition 50 | Granville (France) | I | EUR | 40,000 | 100.0% |
| Audition Marquilly | Lavelanet (France) | I | EUR | 15,000 | 100.0% |
| Surdité Toulorge | Cherbourg (France) | I | EUR | 3,920 | 100.0% |
| NewEar | Guidel (France) | I | EUR | 502,830 | 100.0% |
| Ghama | Guidel (France) | I | EUR | 5,000 | 100.0% |
| Adagio | Guidel (France) | I | EUR | 14,000 | 100.0% |
| Audition Guidel | Guidel (France) | I | EUR | 1,500 | 100.0% |
| Octave Audition | Moret Loing et Orvanne (France) |
I | EUR | 10,000 | 100.0% |
| Argenteuil Acoustique Médicale | Argenteuil (France) | I | EUR | 13,000 | 100.0% |
| SAS Galy | Fronton (France) | I | EUR | 5,000 | 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% |
| Company name | Head office | Direct/Indirect ownership |
Currency | Share Capital | % held as at 03/31/2023 |
|---|---|---|---|---|---|
| Amplifon Nederland BV | Doesburg (The Netherlands) |
D | EUR | 74,212,052 | 100.0% |
| Auditech BV | Doesburg (The Netherlands) |
I | EUR | 22,500 | 100.0% |
| Electro Medical Instruments BV | Doesburg (The Netherlands) |
I | EUR | 16,650 | 100.0% |
| Beter Horen BV | Doesburg (The Netherlands) |
I | EUR | 18,000 | 100.0% |
| Amplifon Customer Care Service BV | Elst (The Netherlands) | I | EUR | 18,000 | 100.0% |
| Amplifon Belgium NV | Bruxelles (Belgium) | D | EUR | 495,800 | 100.0% |
| Amplifon 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 (Poland) | D | PLN | 3,346,400 | 100.0% |
| Audiomed Sp.z.o.o. | Varsavia (Poland) | I | PLN | 5,000 | 100.0% |
| Amplifon UK Ltd | Manchester (United Kingdom) |
D | GBP | 130,951,168 | 100.0% |
| Amplifon Ltd | Manchester (United Kingdom) |
I | GBP | 1,800,000 | 100.0% |
| Ultra Finance Ltd | Manchester (United Kingdom) |
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 (United States) | I | USD | 5 | 100.0% |
| Elite Hearing, LLC | Minneapolis (United States) |
I | USD | 1,000 | 100.0% |
| Amplifon USA Inc. | Dover (United States) | D | USD | 52,500,010 | 100.0% |
| Amplifon Hearing Health Care. Inc. | St. Paul (United States) | I | USD | 10 | 100.0% |
| Ampifon IPA, LLC | New York (United States) |
I | USD | - | 100.0% |
| ME Pivot Holdings, LLC | Minneapolis (United States) |
I | USD | 2,000,000 | 100.0% |
| ME Flagship, LLC | Wilmington (United States) |
I | USD | - | 100.0% |
| METX, LLC | Waco (United States) | I | USD | - | 100.0% |
| MEFL, LLC | Waco (United States) | I | USD | - | 100.0% |
| METAMPA, LLC | Waco (United States) | I | USD | - | 100.0% |
| MENM, LLC | Waco (United States) | I | USD | - | 100.0% |
| MEOH, LLC | Minneapolis (United States) |
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% |
Interim Financial Report as at 31 March 2023 > Condensed Consolidated Financial Statements
| Company name | Head office | Direct/Indirect ownership |
Currency | Share Capital | % held as at 03/31/2023 |
|---|---|---|---|---|---|
| Lisa Reid Audiology Hearing Centres | Manitoba (Canada) | I | CAD | - | 100.0% |
| Great to Hear, Inc | Manitoba (Canada) | I | CAD | 35 | 100.0% |
| Ontario, Inc | Ontario (Canada) | I | CAD | 1,000,100 | 100.0% |
| Living Sounds Hearing Centre Ltd. | Alberta (Canada) | I | CAD | 100 | 100.0% |
| Professional Hearing Services Ltd./100391416 Ontario Ltd. |
Ontario (Canada) | I | CAD | 1,210 | 100.0% |
| Sackville Hearing Centre Limited | Nova Scotia (Canada) | I | CAD | 1,020 | 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 | 99.0% |
| 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% |
| Audiovital S.A. | Quito (Ecuador) | I | USD | 430,337 | 100.0% |
| Centros Auditivos GAES Mexico sa de cv |
Ciudad de México (Mexico) |
I | MXN | 194,683,815 | 100.0% |
| Compañía de Audiologia y Servicios Medicos sa de cv |
Aguascalientes (Mexico) |
I | MXN | 43,306,212 | 100.0% |
| 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) | D | 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% |
| Company name | Head office | Direct/Indirect ownership |
Currency | Share Capital | % held as at 03/31/2023 |
|---|---|---|---|---|---|
| Shanghai Amplifon Hearing Technology Co. Ltd |
Shanghai (China) | I | CNY | 100,000 | 100.0% |
| Nanjing Amplifon Hearing Aid Co. Ltd | Nanjing (China) | I | CNY | 100,000 | 100.0% |
| Shanxi Tingdaoai Hearing Technology Co.Ltd |
Taiyuan (China) | I | CNY | 3,000,000 | 100.0% |
(*) Medtechnica Ortophone Ltd, despite being 80% owned by Amplifon, is consolidated at 100% without exposure of non-controlling interests 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 using the full consolidation method, with a control of the group of 60% because of the direct ownership of 51% and a put-call option for an additional 9%.
Companies valued using the equity method:
| Company name | Head office | Direct/Indirect ownership |
Currency | Share Capital |
% held as at 03/31/2023 |
|---|---|---|---|---|---|
| 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)
I, the undersigned, Gabriele Galli, Chief Financial Officer of Amplifon Group, Executive Responsible for Accounting Information, declare that the consolidated financial statements as at 31 March 2023 correspond to documented results, books, and accounting entries.
Milan, May 2nd, 2023
Executive Responsible for Corporate Accounting Information
Gabriele Galli