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Cembre — Interim / Quarterly Report 2021
May 13, 2021
4425_ir_2021-05-13_4354ebbe-47c4-47a9-a4d4-6cca55f85d23.pdf
Interim / Quarterly Report
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INTERIM REPORT
2021 FIRST QUARTER

Cembre S.p.A.
Head Office: Via Serenissima 9, Brescia, Italy Share Capital: EUR 8,840,000 (fully paid-up). Registration no: 00541390175 (Commercial Register of Brescia)
This document contains translations of the Interim Report drawn up in the Italian language
Contents
| Corporate Boards and Independent Auditors 2 |
|---|
| Group Structure 3 |
| Interim Report on Operations 4 |
| Subsequent events 7 |
| Outlook 8 |
| Attachment 1 to the Interim Report on Operations 9 |
| Comparative Consolidated Income Statement 9 |
| Consolidated Financial Statements at March 31, 2021 10 |
| Consolidated Statement of Comprehensive Income 10 |
| Consolidated Statement of Financial Position – Assets 11 |
| Consolidated Statement of Financial Position – Liabilities and Shareholders' Equity 12 |
| Consolidated Cash Flow Statement 13 |
| Statement of Changes in the Consolidated Shareholders' Equity 15 |
| Notes to the accounts 16 |
| Accounting principles, form and content of the Financial Statements, estimates 16 |
| Translation of financial statements expressed in currencies other than the euro 17 |
Corporate Boards and Independent Auditors
Board of Directors
| Giovanni Rosani | Chairman and Managing Director |
|---|---|
| Aldo Bottini Bongrani | Deputy Chairman |
| Anna Maria Onofri | Director |
| Sara Rosani | Director |
| Felice Albertazzi | Director |
| Franco Celli | Director |
| Paola Carrara | Independent Director |
| Elisabetta Ceretti | Independent Director |
Board of Statutory Auditors
| Fabio Longhi | Chairman |
|---|---|
| Riccardo Astori | Auditor |
| Rosanna Angela Pilenga | Auditor |
| Maria Grazia Lizzini | Substitute Auditor |
|---|---|
| Alessandra Biggi | Substitute Auditor |
Independent Auditors
EY S.p.A.
Group Structure

Interim Report on Operations
Despite an end to the health emergency still being some way off, the economic indicators in the first quarter of 2021 pointed to a positive performance at global level: this definitely bodes well for the remainder of the year, also because, in the first three months of 2020, the effects of the pandemic crisis had only impacted the Group's results to a marginal degree.
In the first quarter of 2021, consolidated turnover stood at €38,267 thousand, marking an increase of 5.0% compared to €36,459 thousand recorded in the first three months of 2020. An analysis of consolidated sales by geographical area shows growth of 9.5% in the Italian market, with sales at €15.7 million; an increase in revenues of 7.9% on the other European markets, with a total value of €18.8 million and a drop in non-European sales, amounting to €3.8 million, equal to 19.8%. In the 1st Quarter of 2021, 41.0% of Group sales were represented by Italy (as compared with 39.9% in the first three months of 2020), 49.2% by the rest of Europe (47.8% in the first three months of 2020), and the remaining 9.8% by the rest of the World (12.9% in the 1st Quarter of 2020).
| (euro '000) | 1st Quarter 2021 |
1st Quarter 2020 |
Change | 1st Quarter 2019 |
1st Quarter 2018 |
1st Quarter 2017 |
1st Quarter 2016 |
1st Quarter 2015 |
1st Quarter 2014 |
|---|---|---|---|---|---|---|---|---|---|
| Italy | 15,697 | 14,341 | 9.5% | 15,336 | 15,401 | 14,045 | 12,293 | 11,967 | 10,324 |
| Rest of Europe | 18,812 | 17,432 | 7.9% | 17,947 | 15,036 | 13,914 | 12,725 | 13,165 | 13,319 |
| Rest of the World | 3,758 | 4,686 | -19.8% | 5,118 | 5,533 | 5,228 | 5,309 | 5,765 | 3,886 |
| Total | 38,267 | 36,459 | 5.0% | 38,401 | 35,970 | 33,187 | 30,327 | 30,897 | 27,529 |
The summary table of sales by geographical area is reported below:
Revenues from sales and services in the first three months of 2021 by Group company (net
| (euro '000) | 1st Quarter 2021 |
1st Quarter 2020 |
Change | 1st Quarter 2019 |
1st Quarter 2018 |
1st Quarter 2017 |
1st Quarter 2016 |
1st Quarter 2015 |
1st Quarter 2014 |
|---|---|---|---|---|---|---|---|---|---|
| Parent Company | 20,194 | 18,464 | 9.4% | 19,594 | 20,245 | 18,477 | 16,987 | 16,483 | 13,543 |
| Cembre Ltd. (UK) | 5,162 | 4,976 | 3.7% | 5,682 | 4,759 | 4,718 | 4,757 | 5,460 | 5,770 |
| Cembre S.a.r.l. (F) | 2,907 | 2,405 | 20.9% | 2,780 | 2,702 | 2,606 | 2,339 | 2,156 | 2,098 |
| Cembre España S.L.U. (E) | 3,234 | 3,042 | 6.3% | 2,877 | 2,613 | 2,444 | 1,889 | 2,149 | 1,845 |
of intragroup sales):
| Cembre GmbH (D)* | 4,498 | 4,236 | 6.2% | 3,947 | 2,044 | 2,084 | 1,697 | 1,646 | 1,737 |
|---|---|---|---|---|---|---|---|---|---|
| Cembre Inc. (USA) | 2,272 | 3,336 | -31.9% | 3,521 | 3,607 | 2,858 | 2,635 | 2,721 | 2,346 |
| Cembre AS (NOR) (Wound up in 2016) |
- | - | N.A. | - | - | - | 23 | 282 | 190 |
| Total | 38,267 | 36,459 | 5.0% | 38,401 | 35,970 | 33,187 | 30,327 | 30,897 | 27,529 |
*In 2020, the German company IKUMA KG, acquired by Cembre GmbH in May 2018, was merged by incorporation in Cembre GmbH. For said reason, the tables show the 2019 and 2018 data in consolidated form, considering the data of the German companies involved in the merger jointly. It should be noted that the data until 2017 concern solely Cembre Gmbh. The fall in turnover registered by Cembre Inc in the first quarter of 2021 is connected with the decline in sales to the company's main customer, which suffered serious repercussions from the COVID-19 pandemic in terms of revenues.
In the first three months of 2021, Group companies reported the following preconsolidated sales revenues and results:
| Sales revenues (pre-consolidation) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (euro '000) | 1st Quarter 2021 |
1st Quarter 2020 |
Change | 1st Quarter 2019 |
1st Quarter 2018 |
1st Quarter 2017 |
1st Quarter 2016 |
1st Quarter 2015 |
1st Quarter 2014 |
|
| Cembre S.p.A. | 28,662 | 27,692 | 3.5% | 28,111 | 28,754 | 25,955 | 23,547 | 23,460 | 20,445 | |
| Cembre Ltd. (UK) | 5,453 | 5,345 | 2.0% | 6,144 | 5,354 | 5,008 | 5,099 | 5,847 | 6,211 | |
| Cembre S.a.r.l. (F) | 2,875 | 2,450 | 17.3% | 2,796 | 2,704 | 2,608 | 2,344 | 2,157 | 2,100 | |
| Cembre España S.L.U. (E) | 3,241 | 3,043 | 6.5% | 2,884 | 2,616 | 2,444 | 1,890 | 2,154 | 1,846 | |
| Cembre GmbH (D)* | 4,537 | 4,254 | 6.7% | 3,986 | 2,063 | 2,098 | 1,705 | 1,657 | 1,764 | |
| Cembre Inc. (USA) | 2,281 | 3,338 | -31.7% | 3,522 | 3,607 | 2,862 | 2,656 | 2,728 | 2,441 | |
| Cembre AS (NOR) (Wound up in 2016) |
n.a. | n.a. | n.a. | n.a. | n.a. | n.a. | 194 | 283 | 190 |
| Pre-tax result (pre-consolidation) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (euro '000) | 1st Quarter 2021 |
1st Quarter 2020 |
Change | 1st Quarter 2019 |
1st Quarter 2018 |
1st Quarter 2017 |
1st Quarter 2016 |
1st Quarter 2015 |
1st Quarter 2014 |
|
| Cembre S.p.A. | 8,439 | 7,506 | 12.4% | 10,828 | 9,556 | 8,219 | 6,801 | 6,692 | 5,062 | |
| Cembre Ltd. (UK) | 727 | 576 | 26.2% | 933 | 644 | 629 | 755 | 950 | 981 | |
| Cembre S.a.r.l. (F) | 169 | 81 | 108.6% | 271 | 277 | 188 | 110 | 173 | 106 | |
| Cembre España S.L.U. (E) | 270 | 136 | 98.5% | 120 | 82 | 141 | (22) | 153 | 96 | |
| Cembre GmbH (D)* | 182 | 165 | 10.3% | 356 | 158 | 192 | 66 | 90 | 95 | |
| Cembre Inc. (USA) | 88 | 267 | -67.0% | 433 | 570 | 182 | 134 | 240 | 203 | |
| Cembre AS (NOR) (Wound up in 2016) |
n.a. | n.a. | n.a. | n.a. | n.a. | n.a. | (73) | 3 | 15 |
For a more direct evaluation of the effect of foreign exchange translations, we include below sales figures and pre-tax result figures of the companies operating outside the euro area in the respective currency.
| Currency | Sales revenues (pre-consolidation) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (euro '000) | 1st Quarter 2021 |
1st Quarter 2020 |
Change | 1st Quarter 2019 |
1st Quarter 2018 |
1st Quarter 2017 |
1st Quarter 2016 |
1st Quarter 2015 |
1st Quarter 2014 |
||
| Cembre Ltd. (UK) | Gbp | 4,766 | 4,609 | 3.4% | 5,361 | 4,730 | 4,307 | 3,928 | 4,346 | 5,142 | |
| Cembre Inc. (USA) | US\$ | 2,478 | 3,681 | -32.7% | 4,000 | 4,434 | 3,047 | 2,927 | 3,072 | 3,343 |
| Currency | Pre-tax result (pre-consolidation) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (euro '000) | 1st Quarter 2021 |
1st Quarter 2020 |
Change | 1st Quarter 2019 |
1st Quarter 2018 |
1st Quarter 2017 |
1st Quarter 2016 |
1st Quarter 2015 |
1st Quarter 2014 |
||
| Cembre Ltd. (UK) | Gbp | 635 | 497 | 27.8% | 639 | 569 | 541 | 582 | 706 | 812 | |
| Cembre Inc. (USA) | US\$ | 106 | 296 | -64.2% | 491 | 701 | 193 | 147 | 270 | 278 |
To provide a better understanding of the Company's financial performance for the first three months of 2021, a Reclassified Consolidated Income Statement for the same period and the corresponding period in 2020 showing percentage changes is enclosed as Attachment 1.
Consolidated gross operating profit for the first quarter of 2021 amounted to €10,166 thousand, corresponding to a 26.6% margin on sales, up by 3.0% on €9,866 thousand reported in the first three months of 2020 (27.1% of sales). The incidence of the cost of goods sold rose while the weight of the cost for services fell during the period. Personnel costs increased in comparison to the first quarter of 2020, when the effects of the first uses of the Cassa Integrazione (Wage Guarantee Fund) and the increased use of holidays and leave following the outbreak of the COVID-19 pandemic. The average number of Group employees in the period went from 754 to 763.
The consolidated operating profit for the first quarter of 2021 amounted to €7,374 thousand, corresponding to a 19.3% margin on sales, up by 2.4% on €7,199 thousand reported in the first three months of 2020 (19.7% of sales).
Consolidated profit before taxes for the first three months of 2021 amounted to €7,494 thousand, representing a 19.6% margin on sales, up by 3.7% on the profit before taxes reported in the first quarter of 2020, amounting to €7,227 thousand and corresponding to a 19.8% margin on sales.
Consolidated net profit for the period rose by 7.4% compared to 2020 from €5,251 thousand, representing 14.4% of sales, to €5,640 thousand, representing 14.7% of sales.
The net financial position as at March 31, 2021 is composed as follows:
| (euro '000) | 03/31/2021 | 12/31/2020 | 03/31/2020 | |
|---|---|---|---|---|
| A | Cash | 13 | 12 | 18 |
| B | Bank deposits | 32,582 | 37,676 | 36,617 |
| C | Cash and cash equivalents (A+B) | 32,595 | 37,688 | 36,635 |
| D | Current bank payables | (16,400) | (22,601) | (23,312) |
| E | Current financial leasing liabilities | (1,607) | (1,669) | (1,454) |
| F | Current financial debt (D+E) | (18,007) | (24,270) | (24,766) |
| G | Net current financial position (C+F) | 14,588 | 13,418 | 11,869 |
| H | Non-current bank debts | - | - | (2,400) |
| I | Non-current financial leasing liabilities | (4,964) | (5,010) | (4,734) |
| J | Non-current financial debt (H+I) | (4,964) | (5,010) | (7,134) |
| K | Net Financial Position (G+J) | 9,624 | 8,408 | 4,735 |
The net financial position as at March 31, 2021, amounting to a positive €9.6 million, was up compared to December 31, 2020, when it amounted to €8.4 million.
The net financial position at March 31, 2020 was a positive €4.7 million.
The investments made by the Group in the first quarter of the current year came to €3.3 million in in property, plant and equipment, and €0.2 million in intangible assets. Investments totalled €1.9 million in the first three months of 2020.
Subsequent events
April 2021 saw an acceleration in the vaccination campaign in Italy and in all European countries. The huge efforts expended by all governments bodes well for a drastic reduction in the spread of the virus by summer and a return to normality by the start of the autumn. Nonetheless, the situation remains uncertain, even if the healthy sales figures in April seem to confirm market confidence.
Outlook
Tensions on the raw materials market have stunted the effects of the renewed market confidence; despite this, the consolidated turnover of the Cembre Group in 2021 are expected to grow and a positive economic result is forecast. This forecast is also supported by the positive trend in revenues realised in the first 4 months of 2021, which signal an increase of 20.7% compared to the first 4 months of 2020, and 0.6% also when compared to the first 4 months of 2019.
Attachment 1 to the Interim Report on Operations
Comparative Consolidated Income Statement
| st Quarter 1 2021 |
% | st Quarter 1 2020 |
% | Change | |
|---|---|---|---|---|---|
| (euro '000) | |||||
| Revenue from contracts with customers | 38,267 | 100.0% | 36,459 | 100.0% | 5.0% |
| Other revenues | 194 | 206 | -5.8% | ||
| Total Revenues | 38,461 | 36,665 | 4.9% | ||
| Cost of goods and merchandise | (12,724) | -33.3% | (12,029) | -33.0% | 5.8% |
| Change in inventories | 194 | 0.5% | 524 | 1.4% | -63.0% |
| Cost of sales | (12,530) | -32.7% | (11,505) | -31.6% | 8.9% |
| Cost of services received | (4,303) | -11.2% | (4,554) | -12.5% | -5.5% |
| Lease and rental costs | (43) | -0.1% | (30) | -0.1% | 43.3% |
| Personnel costs | (11,451) | -29.9% | (10,622) | -29.1% | 7.8% |
| Other operating costs | (493) | -1.3% | (456) | -1.3% | 8.1% |
| Increase in assets due to internal construction | 563 | 1.5% | 377 | 1.0% | 49.3% |
| Write-down of receivables | (31) | -0.1% | (3) | 0.0% | 933.3% |
| Accruals to provisions for risks and charges | (7) | 0.0% | (6) | 0.0% | 16.7% |
| Gross Operating Profit | 10,166 | 26.6% | 9,866 | 27.1% | 3.0% |
| Property, plant and equipment depreciation | (2,136) | -5.6% | (2,060) | -5.7% | 3.7% |
| Intangible asset amortization | (206) | -0.5% | (194) | -0.5% | 6.2% |
| Depreciation of right of use assets | (450) | -1.2% | (413) | -1.1% | 9.0% |
| Operating Profit | 7,374 | 19.3% | 7,199 | 19.7% | 2.4% |
| Financial income | 1 | 0.0% | 1 | 0.0% | 0.0% |
| Financial expenses | (25) | -0.1% | (32) | -0.1% | -21.9% |
| Foreign exchange gains (losses) | 144 | 0.4% | 59 | 0.2% | 144.1% |
| Profit Before Taxes | 7,494 | 19.6% | 7,227 | 19.8% | 3.7% |
| Income taxes | (1,854) | -4.8% | (1,976) | -5.4% | -6.2% |
| Net Profit for the Period | 5,640 | 14.7% | 5,251 | 14.4% | 7.4% |
Consolidated Financial Statements at March 31, 2021
Consolidated Statement of Comprehensive Income
| st Quarter 1 2021 |
st Quarter 1 2020 |
|
|---|---|---|
| (euro '000) | ||
| Revenue from contracts with customers | 38,267 | 36,459 |
| Other revenues | 194 | 206 |
| Total Revenues | 38,461 | 36,665 |
| Cost of goods and merchandise | (12,724) | (12,029) |
| Change in inventories | 194 | 524 |
| Cost of services received | (4,303) | (4,554) |
| Lease and rental costs | (43) | (30) |
| Personnel costs | (11,451) | (10,622) |
| Other operating costs | (493) | (456) |
| Increase in assets due to internal construction | 563 | 377 |
| Write-down of receivables | (31) | (3) |
| Accruals to provisions for risks and charges | (7) | (6) |
| Gross Operating Profit | 10,166 | 9,866 |
| Property, plant and equipment depreciation | (2,136) | (2,060) |
| Intangible asset amortization | (206) | (194) |
| Depreciation of right of use assets | (450) | (413) |
| Operating Profit | 7,374 | 7,199 |
| Financial income | 1 | 1 |
| Financial expenses | (25) | (32) |
| Foreign exchange gains (losses) | 144 | 59 |
| Profit Before Taxes | 7,494 | 7,227 |
| Income taxes | (1,854) | (1,976) |
| Net Profit for the Period | 5,640 | 5,251 |
| Items that may be reclassified subsequently to profit and loss | ||
| Conversion differences included in equity | 1,296 | (362) |
| Comprehensive Income | 6,936 | 4,889 |
Consolidated Statement of Financial Position – Assets
| ASSETS | Mar. 31, 2021 | Dec. 31, 2020 |
|---|---|---|
| (euro '000) | ||
| NON-CURRENT ASSETS | ||
| Property, plant and equipment | 86,248 | 84,880 |
| Investment property | 845 | 855 |
| Intangible fixed assets | 4,415 | 4,392 |
| Goodwill | 4,608 | 4,608 |
| Right of use assets | 6,557 | 6,653 |
| Other investments | 5 | 5 |
| Other non-current assets | 548 | 548 |
| Deferred tax assets | 3,129 | 2,889 |
| TOTAL NON-CURRENT ASSETS | 106,355 | 106,984 |
| CURRENT ASSETS | ||
| Inventories | 51,139 | 50,435 |
| Trade receivables | 31,637 | 25,799 |
| Tax receivables | 597 | 577 |
| Other receivables | 1,378 | 1,575 |
| Cash and cash equivalents | 32,595 | 37,688 |
| TOTAL CURRENT ASSETS | 117,346 | 116,074 |
| NON-CURRENT ASSETS HELD FOR DISPOSAL | - | - |
| TOTAL ASSETS | 223,701 | 220,904 |
Consolidated Statement of Financial Position – Liabilities and
Shareholders' Equity
| LIABILITIES AND SHAREHOLDERS' EQUITY | Mar. 31, 2021 | Dec. 31, 2020 |
|---|---|---|
| (euro '000) | ||
| SHAREHOLDERS' EQUITY | ||
| Share capital | 8,840 | 8,840 |
| Reserves | 156,085 | 135,774 |
| Net profit | 5,640 | 18,975 |
| TOTAL SHAREHOLDERS' EQUITY | 170,565 | 163,589 |
| NON-CURRENT LIABILITIES | ||
| Non-current financial liabilities | 4,964 | 5,010 |
| Other non-current payables | 496 | 496 |
| Employee Termination Indemnity and other personnel benefits | 2,161 | 2,178 |
| Provisions for risks and charges | 297 | 265 |
| Deferred tax liabilities | 2,939 | 2,938 |
| TOTAL NON-CURRENT LIABILITIES | 10,857 | 10,887 |
| CURRENT LIABILITIES | ||
| Current financial liabilities | 18,007 | 24,270 |
| Trade payables | 12,706 | 11,588 |
| Tax payables | 3,258 | 1,344 |
| Other payables | 8,308 | 9,226 |
| TOTAL CURRENT LIABILITIES | 42,279 | 46,428 |
| LIABILITIES ON ASSETS HELD FOR DISPOSAL | - | - |
| TOTAL LIABILITIES | 53,136 | 57,315 |
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 223,701 | 220,904 |

Consolidated Cash Flow Statement
| 1 st Quarter 2021 |
1 st Quarter 2020 |
|
|---|---|---|
| (euro '000) | ||
| A) CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD | 37,688 | 20,983 |
| B) CASH FLOW FROM OPERATING ACTIVITIES | ||
| Net profit (loss) for the period | 5,640 | 5,251 |
| Amortisation/depreciation and write-downs | 2,792 | 2,667 |
| (Gains)/Losses on disposal of assets | 9 | 15 |
| Net change in Employee Termination Indemnity | (17) | (16) |
| Net change in provisions for risks and charges | 32 | 18 |
| Operating profit (loss) before changes in working capital | 8,456 | 7,935 |
| (Increase) Decrease in trade receivables | (5,838) | (4,503) |
| (Increase) Decrease in inventories | (704) | (396) |
| (Increase) Decrease in other receivables and deferred tax assets | (77) | (317) |
| Increase (Decrease) in trade payables | (210) | (902) |
| Increase (Decrease) in other payables, deferred tax liabilities and tax payables | 997 | 627 |
| Change in working capital | (5,832) | (5,491) |
| NET CASH FLOW GENERATED BY (USED IN) OPERATING ACTIVITIES | 2,624 | 2,444 |
| C) CASH FLOW FROM INVESTING ACTIVITIES | ||
| Investment in fixed assets: | ||
| - intangible | (229) | (213) |
| - tangible | (3,257) | (1,717) |
| Proceeds from disposal of tangible, intangible, available-for-sale fixed assets | ||
| - tangible | 20 | 7 |
| Increase (Decrease) in trade payables for assets | 1,328 | (939) |
| NET CASH FLOW GENERATED BY (USED IN) INVESTMENT ACTIVITIES | (2,138) | (2,862) |
| D) CASH FLOW FROM FINANCING ACTIVITIES | ||
| (Increase) Decrease in other non-current assets | - | (8) |
| (Increase) Decrease in bank debts | (6,201) | 16,675 |
| Payment of principal portion for lease payables | (448) | (402) |
| Change in stock option reserves | 40 | - |
| NET CASH FLOW GENERATED BY (USED IN) FINANCING ACTIVITIES | (6,609) | 16,265 |
| E) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (B+C+D) | (6,123) | 15,847 |
| F) Foreign exchange conversion differences | 1,030 | (195) |
| G) CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD (A+E+F) | 32,595 | 36,635 |
| Of which: assets held for disposal | - | - |
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | 32,595 | 36,635 |

(continued from previous page)
| 1 st Quarter 2021 |
1 st Quarter 2020 |
|
|---|---|---|
| (euro '000) | ||
| CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | 32,595 | 36,635 |
| Current financial liabilities | (18,007) | (24,766) |
| Non-current financial liabilities | (4,964) | (7,134) |
| NET CONSOLIDATED FINANCIAL POSITION | 9,624 | 4,735 |
| BREAKDOWN OF CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD | |||||
|---|---|---|---|---|---|
| Cash | 13 | 18 | |||
| Bank deposits | 32,582 | 36,617 | |||
| 32,595 | 36,635 |
Statement of Changes in the Consolidated Shareholders' Equity
| (euro '000) | Balance at December 31, 2020 |
Allocation of previous year's net profit |
Other changes |
Dividends | Comprehensive Income for the period |
Balance at March 31, 2021 |
|---|---|---|---|---|---|---|
| Share capital | 8,840 | 8,840 | ||||
| Share premium reserve | 12,245 | 12,245 | ||||
| Legal reserve | 1,768 | 1,768 | ||||
| Reserve for Treasury Shares | (4,897) | (4,897) | ||||
| Suspended-tax reserves | 585 | 585 | ||||
| Other suspended-tax reserves | 68 | 68 | ||||
| Other reserves | 22,912 | 2,654 | 25,566 | |||
| Conversion differences | (2,625) | (134) | 1,296 | (1,463) | ||
| Extraordinary reserve | 97,186 | 97,186 | ||||
| First time application of IAS/IFRS reserve | 3,715 | 3,715 | ||||
| Discounting of employee termination indemnities |
65 | 65 | ||||
| Merger differences | 4,397 | 4,397 | ||||
| Stock options reserve | 355 | 40 | 395 | |||
| Retained earnings | - | 16,455 | 16,455 | |||
| Net profit | 18,975 | (18,975) | 5,640 | 5,640 | ||
| Total Shareholders' Equity | 163,589 | - | 40 | - | 6,936 | 170,565 |
| (euro '000) | Balance at December 31, 2019 |
Allocation of previous year's net profit |
Other changes |
Dividends | Comprehensive Income for the period |
Balance at December 31, 2020 |
|---|---|---|---|---|---|---|
| Share capital | 8,840 | 8,840 | ||||
| Share premium reserve | 12,245 | 12,245 | ||||
| Legal reserve | 1,768 | 1,768 | ||||
| Reserve for Treasury Shares | (5,283) | 386 | (4,897) | |||
| Suspended-tax reserves | 585 | 585 | ||||
| Other suspended-tax reserves | 68 | 68 | ||||
| Other reserves | 23,774 | (862) | 22,912 | |||
| Conversion differences | (1,128) | (117) | (1,380) | (2,625) | ||
| Extraordinary reserve | 89,565 | 7,621 | 97,186 | |||
| First time application of IAS/IFRS reserve | 3,715 | 3,715 | ||||
| Discounting of employee termination indemnities |
89 | (24) | 65 | |||
| Merger differences | 4,397 | 4,397 | ||||
| Stock options reserve | 101 | 254 | 355 | |||
| Retained earnings | - | - | ||||
| Net profit | 21,690 | (6,642) | (15,048) | 18,975 | 18,975 | |
| Total Shareholders' Equity | 160,426 | - | 640 | (15,048) | 17,571 | 163,589 |
Notes to the accounts
Accounting principles, form and content of the Financial Statements, estimates
The Interim Report on Operations of the Cembre Group at March 31,2021 was prepared in compliance with article 2.2.3, paragraph 3 of the "Rules for Markets organised and managed by Borsa Italiana S.p.A." and aims at providing a general description of the financial position and the economic performance of the Company and its subsidiaries in the period, in addition to reporting important events occurred and operations carried out and their effect on the financial position of the Company and its subsidiaries.
All the information required by IAS 34 is not provided in this document.
The consolidation principles and measurement criteria adopted conform to the international accounting standards (IAS/IFRS) and are consistent with those adopted to draft the financial statements of the Group for the year ended as at December 31, 2020.
The Group's financial statements include those as at March 31, 2021 of Cembre S.p.A. (Parent Company) and the following companies:
| Share owned by the Group March 31, 2021 |
Share owned by the Group March 31, 2020 |
|
|---|---|---|
| Cembre Ltd. (UK) | 100% | 100% |
| Cembre S.a.r.l. (France) | 100% | 100% |
| Cembre España S.L.U. (Spain) | 100% | 100% |
| Cembre GmbH (Germany) | 100% | 100% |
| Cembre Inc. (USA) | 100% | 100% |
| IKUMA Gmbh & Co. KG (Germany) | - | 100%* |
| IKUMA Verwaltungs GmbH (Germany) | - | 100%* |
(*) wholly-owned through Cembre GmbH
The Parent Company has control of the above companies pursuant to Article 2359 of the Italian Civil Code.
On July 1, 2020, effective from January 1, 2020, Cembre GmbH incorporated IKUMA KG &
CO GmbH and IKUMA Verwaltungs GmbH, companies in which it already owned all the share capital.
The criteria used in the preparation of the financial statements were applied consistently within the Group. Where necessary, financial data were adjusted and reclassified. In compliance with IAS 1, in the financial statements costs were classified by nature.
The criteria used in the preparation of the financial statements were applied consistently within the Group. Where necessary, financial data were adjusted and reclassified. In compliance with IAS 1, in the financial statements costs were classified by nature.
Amounts are expressed in thousands of Euro.
The Interim Report was prepared according to the "separation of periods method", based on which the reference period is considered an autonomous financial year. The income statement for the quarter thus reflects the income components relating to the period based on the accrual method.
Bonuses recognised to customers at the end of the period were estimated based on past sales and their expected future performance.
Translation of financial statements expressed in currencies other than the
euro
The functional and reporting currency of the Group is the euro.
Exchange rates applied in the translation of financial statements of subsidiaries are shown in the table below (expressed in currency/€).
| Currency | Exchange rate at March 31, | Average exchange rate |
|---|---|---|
| British pound | 2021 0.8521 |
2021 0.8739 |
| US Dollar | 1.1725 | 1.2048 |
Brescia, May 13, 2021
FOR THE BOARD OF DIRECTORS OF THE PARENT COMPANY CEMBRE S.P.A. Chair and Managing Director
Giovanni Rosani


DECLARATION
pursuant to art 154-bis, Paragraph 2 of Legislative Decree 58 dated Feb. 24, 1998 "Consolidated Law on financial intermediation regulations" and subsequent integrations and updatings
Re: 2021 first Quarter Interim Report
The undersigned,
Claudio Bornati, Manager responsible for preparing the Cembre S.p.A. financial reports
DECLARES
pursuant to Paragraph 2 of Article 154-bis of the Consolidated Law on Finance, that the financial disclosure contained in the 2021 first Quarter Interim Report corresponds to the document results, books and accounting records.
Brescia, May 13, 2021
Signed by: Claudio Bornati Manager in charge of drafting the accounts of Cembre S.p.A.

CEMBRE SpA
Via Serenissima, 9 • 25135 Brescia ITALY Ph +39 030 3692.1 • Fax +39 030 3365766 www.cembre.com • [email protected]