Annual Report • May 26, 2016
Annual Report
Open in ViewerOpens in native device viewer
Official Documents are in Italian
31 December 2015
| GROUP STRUCTURE | pag. 1 |
|---|---|
| COMPOSITION OF CORPORATE BODIES | pag. 2 |
| MANAGEMENT REPORT | pag. 3 |
| CONSOLIDATED FINANCIAL STATEMENTS | |
| Information on the statement of financial position - assets | pag.27 |
| Information on the statement of financial position - liabilities | pag.28 |
| Statement of income | pag.29 |
| Statement of comprehensive income | pag.30 |
| Statement of cash flow | pag.31 |
| Statement of shareholders' equity | pag.32 |
| EXPLANATORY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS | |
| Presentation and content | pag.33 |
| Information on the statement of financial position | pag.63 |
| Information on the income statement | pag.87 |
Volta Romano Chairman & Chief Executive Officer (2)
Aversa Carlo Achille Director
Caruso Pier Paolo Director
Di Stefano Luigi Independent Director
Mazzalveri Gaia Independent Director
Todescato Pietro Director
Volta Filippo Maria Director
Volta Valentina Director
Fuzzi Mario (4) Chairman
Ravaccia Mario Stefano Luigi Statutory Auditor
Muserra Francesca Statutory Auditor
Biordi Stefano Alternate Statutory Auditor
Bonfranceschi Paola Alternate Statutory Auditor
Reconta Ernst & Young S.p.A.
(1) The Board of Directors will remain in office until the general meeting that approves the accounts for the financial year ending 31 December 2017.
(2) Legal representative with respect to third parties.
(3) The Statutory Auditors in office until the approval of the accounts for the financial year ending 31 December 2015.
(4) The Chairman will remain in office until the next general meeting.
To our Shareholders,
The report for the year ended 31 December 2015, which we submit to you for review, has been prepared in compliance with the instructions in the Borsa Italiana Regulations.
Specifically, consolidated financial statements apply the approach set forth by international accounting standards (IASs/IFRSs) adopted by the European Union.
The following table summarises the Datalogic Group's key operating and financial results as at 31 December 2015 in comparison with the same period a year earlier (figures in Euro thousands):
| 31.12.2015 | 31.12.2014 | Change | % change |
|
|---|---|---|---|---|
| Total revenues | 535,068 | 464,546 | 70,522 | 15.2% |
| EBITDA (*) | 73,748 | 69,443 | 4,305 | 6.2% |
| % of total revenues | 13.8% | 14.9% | ||
| Group net profit/loss | 40,547 | 30,857 | 9,690 | 31.4% |
| % of total revenues | 7.6% | 6.6% | ||
| Net financial position (NFP) (**) | (20,961) | (55,718) | 34,757 | -62.4% |
(*) EBITDA is a performance indicator not defined under IFRS. However, the management uses it to monitor and assess the company's operating performance, as it is not influenced by volatility due to the various valuation criteria used to determine taxable income, by the total amount and nature of the capital involved or by the related depreciation and amortisation policies. Datalogic defines it as Profit/loss for the period before depreciation and amortisation of tangible and intangible assets, non-recurring costs, financial income and expenses and income taxes.
(**) For the criteria defining the Net Financial Position please see page 19.
As at 31 December 2015, the Datalogic Group had revenues of €535,068 thousand (€464,546 thousand in the previous year), of which €508,338 thousand derived from product sales and €26,730 thousand from services.
Revenues increased by 15.2% compared to the previous year; at constant Euro/Dollar exchange rates they would have increased by 5.9%. This improvement, stemming from a continuous product innovation, aimed at meeting customers' needs, involved both ADC and IA divisions and the main reference markets, especially Europe, China and United States, where the distribution network was significantly strengthened.
The booking (already acquired orders) achieved €563.3 million, up by 17.6% compared to the same period of 2014. In 2015, the impact on turnover generated by new products (launched in the last 24 months) was equal to 26.7%.
Group EBITDA was €73,748 thousand, corresponding to 13.8% of total revenues, an increase of 6.2% compared with the same period of the previous year (€69.443 thousand as at 31 December 2014, +8.6% at constant exchange rates).
The decrease in margin is primarily due to the exchange rate effect, net of which the margin would have been 15.3%, thanks to the confirmation of high margins of the ADC Division, as well as the results of operating cost-saving measures.
Group net profit, which as at 31 December 2015 was €40,547 thousand, is 31.4% higher than the profit obtained in the previous year, equal to €30,857 thousand.
During 2015, the Company continued the development focused on the following strategic priorities:
The target is to place the Customer at the centre of the entire value chain, by fulfilling and staying ahead of the customer's needs in terms of increased efficiency and quality of the Company's own activities. Being close to customers and paying attention to their needs is the driver of growth; moreover, technological innovation boots future development. Greater resources have been allocated to innovation (€48,244 thousand invested in Research, up by 11.9% compared to the previous year and equal to 9.0% of revenues). The impact on turnover generated by new products (launched in the last 24 months) amounted to 26.7%. To confirm the validity and strategic importance of ongoing R&D projects, in December the Parent Company signed a loan agreement with the European Investment Bank (EIB) for a total amount of €30 million, with a 5-year amortisation period.
The expansion phase in both fast growing and mature markets continued in 2015 through the implementation of the organisational structure dedicated to end customers, in addition to special channels, and a focus on the range of applications aimed to retail, transport and logistics sectors, as well as the manufacturing industry and health care.
Moreover, the new commercial office in Cape Town was opened on 2 December 2015. The new office in South Africa reflects the growing strategic importance that the region holds for Datalogic, where the Company has rooted its presence since 2013.
The motivation, passion and dedication of Datalogic's employees are one of the Group's undeniable strong points.
In 2015, the investment in the sHaRe management platform, available to Group personnel, continued with the launching of new applications (HC Reporting, 360° evaluation and the completion of the performance management system), as well as the beginning of the development of new modules (E-Recruitment, E-Compensation).
The definition and construction project of the Datalogic Company Culture started at end 2015. This led to the definition of 10 key values, which are fundamental to the behaviour expected for each single individual within the Group.
A medium-term refinancing operation was completed with a Pool of Banks on 24 February, for a total amount of €140 million, an arm's length interest rate and a five-year duration with covenants substantially in line with the Group best practice for similar operations. This transaction allows for the further improvement of the financial structure by extending the duration of medium-term debt from almost two years to around four years, and reducing the average cost of debt.
On 28 April, the Shareholders' Meeting appointed the Company's new Board of Directors for the 2015-2017 period.
On 13 May, Michele Marchesan was appointed Senior Vice President and Chief Human Resources Officer.
On 29 May, an agreement was signed with Royal Mail for the implementation of a new sorting out automated system in around 20 postal centres in the United Kingdom. The total value of the order is around €29 million.
On 7 August, following the resignation of Bill Parnell, Pietro Todescato was appointed new CEO of Datalogic ADC.
On 10 December, an agreement was signed for the acquisition of 20% share capital in CAEN RFID Srl, a leading company in RFID-Radiofrequency Identification in the Ultra High Frequency (UHF) band, and with headquarter in Tuscany. Moreover, a trade agreement was signed which envisaged, amongst other, the joint development of new products, the use by Datalogic of CAEN RFID components to manufacture new products and the distribution of CAEN RFID products under Datalogic brand.
On 18 December, a loan agreement was signed with the European Investment Bank (EIB), for a total amount of €30 million, with a 5-year amortisation period, aimed at supporting investments, R&D activities and the Group's technological innovation.
On 29 December, the Alternate Auditor Mario Fuzzi took over the office of Mr. Enrico Cervellera, after his resignation as Chairman of the Board of Statutory Auditors. Mr. Fuzzi will remain in office until the next Shareholders' Meeting of the Company.
On 31 December, the Chief Information Officer ("CIO"), Mr. Giovanni Sgalambro, ended his collaboration with the Datalogic Group. The Company has already begun its search for a new CIO.
The following table shows the main income statement items for the Datalogic Group compared with the same period in the previous year:
| 31.12.2015 | 31.12.2014 | |||||
|---|---|---|---|---|---|---|
| (in €/000) | reclassified | change | % change |
|||
| Total revenues | 535,068 | 100.0% | 464,546 | 100.0% | 70,522 | 15.2% |
| Cost of sales | (286,450) | -53.5% | (236,101) | -50.8% | (50,349) | 21.3% |
| Gross profit | 248,618 | 46.5% | 228,445 | 49.2% | 20,173 | 8.8% |
| Other revenues | 3,504 | 0.7% | 2,239 | 0.5% | 1,265 | 56.5% |
| Research and development expenses | (48,244) | -9.0% | (43,108) | -9.3% | (5,136) | 11.9% |
| Distribution expenses | (101,095) | -18.9% | (88,205) | -19.0% | (12,890) | 14.6% |
| General and administrative expenses | (39,521) | -7.4% | (39,146) | -8.4% | (375) | 1.0% |
| Other operating costs | (2,041) | -0.4% | (2,206) | -0.5% | 165 | -7.5% |
| Total operating costs and other costs | (190,901) | -35.7% | (172,665) | -37.2% | (18,236) | 10.6% |
| Ordinary operating result before non-recurring costs and revenues and administrative costs arising from acquisitions (EBITANR) |
61,221 | 11.4% | 58,019 | 12.5% | 3,202 | 5.5% |
| Non-recurring costs and revenues | (2,564) | -0.5% | (5,618) | -1.2% | 3,054 | -54.4% |
| Depreciation and amortisation due to acquisitions (*) | (5,712) | -1.1% | (5,493) | -1.2% | (219) | 4.0% |
| Operating result (EBIT) | 52,945 | 9.9% | 46,908 | 10.1% | 6,037 | 12.9% |
| Net financial income (expenses) | (4,622) | -0.9% | (8,111) | -1.7% | 3,489 | -43.0% |
| Profits/(losses) from associates | 174 | 0.0% | 25 | 0.0% | 149 | 596.0% |
| Foreign exchange differences | 3,087 | 0.6% | 357 | 0.1% | 2,730 | 764.7% |
| Pre-tax profit/(loss) | 51,584 | 9.6% | 39,179 | 8.4% | 12,405 | 31.7% |
| Taxes | (11,037) | -2.1% | (8,322) | -1.8% | (2,715) | 32.6% |
| GROUP NET PROFIT/(LOSS) | 40,547 | 7.6% | 30,857 | 6.6% | 9,690 | 31.4% |
| Depreciation and write-downs of Tangible assets | (7,812) | -1.5% | (7,199) | -1.5% | (613) | 8.5% |
| Amortisation and write-downs of Intangible assets | (4,715) | -0.9% | (4,225) | -0.9% | (490) | 11.6% |
| EBITDA | 73,748 | 13.8% | 69,443 | 14.9% | 4,305 | 6.2% |
(*) This item includes costs for amortisation arising from acquisitions. To provide a better representation of the Group's ordinary profitability, we chose – in all tables in this section concerning information on operating performance – to show an operating result before the impact of non-recurring costs/revenues and of depreciation and amortisation due to acquisitions, which we have called EBITANR (Earnings before interests, tax, acquisitions and not recurring), hereinafter referred to as "Ordinary operating result". To permit comparability with the financial statements, we have in any case included a further intermediate profit margin ("Operating result") that includes non-recurring costs/revenues and depreciation and amortisation due to acquisitions and which matches figures reported in year-end financial statements.
It is noted that figures as at 31 December 2014 were reclassified under various items to render them consistent with figures related to 2015. For the details, reference is made to the Annex to the Financial Statements.
The gross profit, equal to €248,618 thousand, increased by 8.8% against €228,445 thousand reported in the previous year (4.1% at constant exchange rates), while its impact on revenues decreased from 49.2% in 2014 to 46.5% in 2015. This trend is mainly due to the combined effect of Euro/Dollar performance and the reduction in margin recorded by the System BU. Net of these effects, the Group gross profit would have been equal to 49.9%.
Operating costs, equal to €190,901 thousand, increased by 10.6% (at constant exchange rates the increase would have been 2.8%), compared to €172,665 thousand of 2014. Their impact on turnover, however, improved from 37.2% to 35.7%. R&D costs, the true lever for a sustainable growth, increased from €43,108 thousand to €48,244 thousand (+11.9% compared to 2014). Their impact on revenues remained substantially unchanged (9% compared to 9.3% reported in 2014). Distribution costs stood at €101.1 million, up by 14.6% compared to 2014, mainly due to the strengthening of sales in North America, while General and Administrative expenses increased by 1% only, reporting €39.5 million thanks to a higher control of the same.
As at 31 December 2015, item non-recurring costs and (revenues), primarily due to internal reorganisation activities, showed a balance of €2,564 thousand.
The breakdown of this item is as follows:
| ITEM | AMOUNT | TYPE OF COST | |
|---|---|---|---|
| 1) "Cost of goods sold" | 241 | early retirement incentives | |
| Total | 241 | ||
| 2) "R&D expenses" | 92 | early retirement incentives | |
| Total | 92 | ||
| 3) "Distribution expenses" | 688 | early retirement incentives | |
| 3) "Distribution expenses" | 310 | commissions | |
| Total | 998 | ||
| 4) "General and administrative expenses" | 825 | early retirement incentives | |
| 4) "General and administrative expenses" | 408 | consulting | |
| Total | 1,233 | ||
| TOTAL NON-RECURRING COSTS | 2,564 |
As at 31 December 2015, depreciation and amortisation due to acquisitions (totalling €5,712 thousand) broke down as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Acquisition of the PSC group (on 30 November 2006) | 2,513 | 2,099 | 414 |
| Acquisition of Laservall SPA (on 27 August 2004) | 0 | 221 | (221) |
| Acquisition of Informatics Inc. (on 28 February 2005) | 120 | 602 | (482) |
| Acquisition of Evolution Robotics Retail Inc. (on 1 July 2010) | 631 | 527 | 104 |
| Acquisition of Accu-Sort Inc. (on 20 January 2012) | 2,448 | 2,044 | 404 |
| TOTAL | 5,712 | 5,493 | 219 |
The "Ordinary operating result" (EBITANR) was €61,221 thousand (11.4% of revenues) and up by 5.5% over the amount registered for the same period of the previous year (€58,019 thousand).
The Operating Result (EBIT) increased by 12.9%, from €46,908 thousand, recorded in the previous year, to €52,945 thousand (+25.8% at constant exchange rates).
The following table compares the main operating results achieved in the fourth quarter 2015 with the same period of 2014.
| % | |||||
|---|---|---|---|---|---|
| QIV 2015 | x | QIV 2014 | x | change | change |
| 124,482 | 100.0% | 19,291 | 15.5% | ||
| 20,670 | 14.4% | 17,436 | 14.0% | 3,234 | 18.5% |
| 17,409 | 12.1% | 14,400 | 11.6% | 3,009 | 20.9% |
| 14,856 | 10.3% | 9,756 | 7.8% | 5,100 | 52.3% |
| 143,773 100.0% |
(*) see definition on page 5
The following table compares the main operating results achieved in the fourth quarter of 2015 with those achieved in the third quarter of 2015.
| % | ||||||
|---|---|---|---|---|---|---|
| QIV 2015 | x | QIII 2015 | x | change | change | |
| TOTAL REVENUES | 143,773 | 100.0% | 133,810 | 100.0% | 9,963 | 7.4% |
| EBITDA | 20,670 | 14.4% | 18,752 | 14.0% | 1,918 | 10.2% |
| ORDINARY OPERATING RESULT (EBITANR) | ||||||
| (*) | 17,409 | 12.1% | 15,478 | 11.6% | 1,931 | 12.5% |
| OPERATING RESULT (EBIT) | 14,856 | 10.3% | 13,404 | 10.0% | 1,452 | 10.8% |
(*) see definition on page 5
The fourth quarter 2015 reported a better performance than the last two years, both in terms of growth in revenues and increased profitability. An acceleration was reported in this quarter, compared to the same period of the previous year, with revenues that increased to €143,773 thousand, with a 15.5% growth compared to the fourth quarter 2014 (at constant exchange rates they would have stood at €134.8 million, +8.3%) and 7.4% compared to the previous quarter.
EBITDA increased over the quarter to €20,670 thousand, with 10.2% growth compared to the third quarter 2015 and 18.5% compared to the fourth quarter 2014.
The booking (already acquired orders) during the quarter was equal to €158.2 million, up by 21.3% compared to the fourth quarter 2014.
Operating segments are identified based on the internal statements used by senior management to allocate resources and evaluate results.
The Group operates in the following business segments:
ADC – The ADC Division is the global leader in high performance fixed scanners for retail and the major EMEA supplier of manual bar code readers as well as the leading player in the mobile computer market for warehouse management, automation of sales and field forces and the collection of data at stores. The manual reader product lines, fixed readers, mobile computers, self-scanning solutions and cashier technologies are included.
Industrial Automation – The Industrial Automation Division, among the major manufacturers in the world of products and solutions for automatic identification, recognition and marketing in the industrial automation market, covers the increasing demand for tracking, inspection and recognition solutions in the manufacturing and logistics processes, mainly couriers, areas. It comprises product ranges related to: fixed bar code readers using imager and laser technology, the photoelectric sensors and equipment for industrial automation and security, smart remote cameras and software for artificial vision, industrial laser markers.
Informatics – this Company, which is based in the United States, sells and distributes products and solutions for the management of inventories and mobile assets tailored for small and medium sized companies.
Corporate – it includes the operations of the holding company, the real estate operations of the Group and Datalogic IP Tech, which manages the Group's industrial property and research activities.
Intersegment sales transactions are executed at arm's length conditions, based on the Group transfer pricing policies.
The financial information relating to operating segments as at 31 December 2015 and 31 December 2014 are as follows (€/000):
| ADC | Industrial Automation |
Informatics | Corporate | Adjustments | Total Group | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | |
| External sales | 361,635 | 308,197 | 146,050 | 130,254 | 27,383 | 26,124 | 0 | 0 | 0 | (29) | 535,068 | 464,546 |
| Intersegment sales |
2,331 | 1,510 | 34 | 47 | 0 | 0 | 36,451 | 24,918 | (38,816) | (26,475) | 0 | 0 |
| Total sales | 363,966 | 309,707 | 146,084 | 130,301 | 27,383 | 26,124 | 36,451 | 24,918 | (38,816) | (26,504) | 535,068 | 464,546 |
| Ordinary operating result (DIVISIONAL EBITANR) |
73,630 | 67,428 | 6,108 | 5,424 | (223) | 1,098 | 5,179 | (5,745) | (23,473) | (10,186) | 61,221 | 58,019 |
| % of revenues | 20.23% | 21.77% | 4.18% | 4.16% | (0.81)% | 4.20% | 14.21% | (23.06)% | 60.47% | 38.43% | 11.44% | 12.49% |
| Operating result (DIVISIONAL EBIT) |
49,589 | 56,074 | (678) | (974) | (343) | (1,472) | 4,693 | (6,535) | (316) | (185) | 52,945 | 46,908 |
| % of revenues | 13.62% | 18.11% | (0.46)% | (0.75)% | (1.25)% | (5.63)% | 12.87% | (26.23)% | 0.81% | 0.70% | 9.90% | 10.10% |
| Financial income (expenses) |
(6,947) | (7,796) | (1,640) | (1,602) | (289) | (118) | 27,744 | 24,895 | (20,229) | (23,108) | (1,361) | (7,729) |
| Fiscal income (expenses) |
(7,724) | (9,793) | 803 | 575 | 256 | 479 | (4,406) | 378 | 34 | 39 | (11,037) | (8,322) |
| Amortisation, depreciation and write downs |
(10,714) | (9,343) | (4,903) | (4,549) | (329) | (778) | (2,304) | (2,281) | 11 | 34 | (18,239) | (16,917) |
| DIVISIONAL EBITDA |
81,199 | 74,144 | 8,564 | 7,709 | (14) | 1,274 | 7,483 | (3,464) | (23,484) | (10,220) | 73,748 | 69,443 |
| % of revenues | 22.31% | 23.94% | 5.86% | 5.92% | (0.05)% | 4.88% | 20.53% | (13.90)% | 60.50% | 38.56% | 13.78% | 14.95% |
| R&D expenses (39,027) | (30,176) | (17,942) | (14,670) | (1,180) | (764) | (13,596) | (13,395) | 23,501 | 15,897 | (48,244) | (43,108) | |
| % of revenues | (10.72)% | (9.74)% | (12.28)% | (11.26)% | (4.31)% | (2.92)% | (37.30)% | (53.76)% | (60.54)% | (59.98)% | (9.02)% | (9.28)% |
Costs in 2014 were reclassified under various items to render them consistent with figures related to 2015. For the details, reference is made to the Annex to the Financial Statements.
For the purposes of a better representation of divisional operating results, we chose to highlight the Divisional EBITDA as monitoring KPI of economic performance related to each single operating sector, in line with the data that are periodically reviewed by the top management for a decision-making on resources to be allocated to the sector and the evaluation of its results.
Reconciliation between EBITDA, EBITANR and profit/(loss) before tax is as follows:
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| EBITDA | 73,748 | 69,443 |
| Depreciation and write-downs of Tangible assets | (7,812) | (7,199) |
| Amortisation and write-downs of Intangible assets | (4,715) | (4,225) |
| EBITANR | 61,221 | 58,019 |
| Non-recurring costs and revenues | (2,564) | (5,618) |
| Depreciation and amortisation due to acquisitions (*) | (5,712) | (5,493) |
| EBIT (Operating result) | 52,945 | 46,908 |
| Financial income | 37,617 | 26,831 |
| Financial expenses | (39,152) | (34,585) |
| Profits from associates | 174 | 25 |
| Pre-tax profit/(loss) | 51,584 | 39,179 |
(*) see definition on page 5
In addition to Datalogic ADC S.r.l. and the related European branches, the Datalogic ADC Division comprises Datalogic Slovakia Sro, Datalogic Vietnam Llc and the commercial branches located in the United States, as well as in Australia and Asia.
The Automatic Data Capture (ADC) Division, specialised in the manufacture of fixed bar code readers for the retail market, manual readers and mobile computers for warehouse management, recorded a turnover of €96.2 million in the fourth quarter 2015, a 15.7% (+8.5% at constant exchange rates) increase compared to the fourth quarter 2014. The positive performance is due to the award of important tenders for the supply of bench scanners and hand-held readers in the Retail segment, mainly in North America. As at 31 December 2015, the ADC Division recorded a turnover of €363,966 thousand, up by 17.5% compared to December 2014. This improvement is significant also at constant exchange rates (+8.2%). Europe recorded sales amounting to €196,065 thousand, equal to 53.9% of total revenues, while North America recorded revenues of €94,376 thousand, equal to 25.9% of total revenues.
The gross profit, equal to €172,226 thousand, is 47.3% of revenues, an improvement compared to 50.8% over 2014.
Operating costs, which include R&D, distribution and general and administrative expenses, amounted to €100,914 thousand, up by €10,010 thousand compared to the previous year, mainly due to the increase in Distribution expenses, equal to €54,356 thousand, up by 12.8% and mainly due to the strengthening of the distribution structure.
Divisional EBITDA was €81,199 thousand, corresponding to 22.3% of total revenues, a decrease compared to 23.9% over the previous year.
Net profit as at 31 December 2015 was €34,918 thousand (9.6% of revenues).
The Industrial Automation Division, specialised in the production of automatic identification systems, security, detection and marking for the Industrial Automation market, in the fourth quarter 2015 reported a turnover of €42.7 million, an increase of 21.3% compared to the fourth quarter of 2014 (+14.9% at constant exchange rates). The Division also benefits from the execution by the Business Unit Systems of the first tranche of the Royal Mail order, for the amount of around €4.2 million. Excluding the Business Unit Systems, revenues of the Division increased by 11.7% to €35.0 million (+6.6% at constant exchange rates), thanks to a double-digit increase in T&L in North America and Factory Automation in APAC.
As at 31 December 2015, the Automation Division reported revenues amounting to €146,084 thousand, up by 12.1% compared to revenues of €130,301 thousand recorded during the previous year (+4.7% at constant exchange rates). Revenues recorded in Europe totalled €65,234 thousand, equal to 44.7% of the total amount; revenues in North America amounted to €32,004 thousand, equal to 21.9% of total revenues. Excluding the Business Unit Systems, revenues of the Division increased by 12.6%, to 129 million (+6.2% at constant exchange rates). This growth was driven by the launching of new products in the segment of automatic identification and sensors, dedicated to the Factory Automation and T&L segment.
Gross profit, equal to €65,446 thousand, is in line compared to the previous year.
Operating costs, which include R&D, distribution and general and administrative expenses, amounted to €63,875 thousand, up by €8,252 thousand compared to the prior year.
Divisional EBITDA of Industrial Automation was €8,564 thousand, corresponding to 5.9% of total revenues.
Lastly, Informatics reported a turnover of €27.4 million compared with €26.1 million in 2014.
The statement of financial position information relating to operating sectors as at 31 December 2015 compared with the information as at 31 December 2014 is as follows (€/000):
| ADC | Automation | Industrial | Informatics | Corporate | Adjustments | Total Group | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | |
| Total Assets | 644,360 | 587,938 | 302,179 | 226,237 | 24,604 | 21,423 | 782,593 | 677,215 | (1,064,560) | (912,534) | 689,176 | 600,279 |
| Non-current assets |
159,226 | 148,927 | 99,247 | 85,149 | 15,270 | 12,967 | 33,635 | 30,756 | 573 | 797 | 307,951 | 278,596 |
| Tangible assets | 19,226 | 17,787 | 18,671 | 10,734 | 2,711 | 2,568 | 27,806 | 26,098 | (30) | (30) | 68,384 | 57,157 |
| Intangible assets | 140,000 | 131,140 | 80,576 | 74,415 | 12,559 | 10,399 | 5,829 | 4,658 | 603 | 827 | 239,567 | 221,439 |
| Equity investments in associates |
76,241 | 69,287 | 6,387 | 6,213 | 155,190 | 155,190 | (235,836) | (228,882) | 1,982 | 1,808 | ||
| Total Liabilities | 423,679 | 398,989 | 245,880 | 173,420 | 7,245 | 5,504 | 541,641 | 463,614 | (827,529) | (682,539) | 390,916 | 358,988 |
Sector information by region as at 31 December 2015 and 31 December 2014 is broken down as follows (€/000):
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Revenues in Italy | 45,798 | 44,489 | 2.9% |
| Revenues in Europe | 222,735 | 199,484 | 11.7% |
| Revenues in North America | 161,063 | 132,644 | 21.4% |
| Revenues in Asia & Pacific | 71,490 | 57,327 | 24.7% |
| Revenues in Rest of the World | 33,982 | 30,602 | 11.0% |
| Total revenues | 535,068 | 464,546 | 15.2% |
| Italy | 381,456 | 394,815 | 381,456 | 394,815 | -3.4% | ||
|---|---|---|---|---|---|---|---|
| Europe | 35,062 | 26,152 | 35,062 | 26,152 | 34.1% | ||
| North America | 392,696 | 354,370 | 392,696 | 354,370 | 10.8% | ||
| Rest of the World | 16,198 | 13,446 | 16,198 | 13,446 | 20.5% | ||
| Eliminations and adjustments | (429,333) | (441,899) | (429,333) | (441,899) | -2.8% | ||
| TOTAL | 825,412 | 788,783 | (429,333) | (441,899) | 396,079 | 346,884 | 14.2% |
Research and Development expenses for the year amounted to €39,027 thousand, with respect to ADC Division. The R&D activities carried out during 2015 by the ADC Division are described hereunder, by reason of the fact that they are deemed more significant to describe the performance of Research activities. The ADC Division has three R&D centres situated in Italy, America and Vietnam.
In 2015 Datalogic ADC confirmed its leadership position as to manual bar code readers; 2015 sales at global level amounted to €171,000 thousand (21%), an increase compared to the previous year.
The year 2015 was an excellent year, both for the category of multiple use readers, where sales increased by 18.4%, and industrial readers. The latter segment played a significant role in the total growth, reporting 57% increase compared to the previous year. The roll-out of around 23 thousand units at one of the US largest industry retailers is worth noting.
Excellent results have been achieved also thanks to the growth in the product range of 2D imaging readers, which reported +44.4% compared to 2014. Conversely, sales in imager 1D products decreased and the laser reader market remained unchanged.
The main products introduced in 2015 are as follows:
QuickScan 2131: The outstanding optical characteristics and the extra-wide scan line allow for an easier acquisition of longer and larger bar codes by the new scanner imager. These bar codes are commonly used, also at close range, in various application segments, such as bills of households utilities, transport documents and some parcels. The scanner beam, clear and well visible, renders the reader easy and intuitive to use. As for the other readers of the QuickScan series, the new Datalogic imager stands out for its elegant and modern design.
QD 2100 Quickscan: The QuickScan I QD2100 linear imager reader is an entry level product that is perfect for use in retail and office environments, as well as activities related to couriers and postal services. The QD2100 is small, lightweight and its ergonomic design is comfortable to use. It offers snappy reading performance and is capable of reading a wide reading range of symbols, including the majority of 1D codes, as well as GS1 DataBar™ linear codes. The QD2100 reader was designed with durability in mind. One of the most vulnerable features of any scanner is damage to the scan window. When such accidents happen, the scanner may have to be replaced. The QD2100 was specifically designed so that a replacement window pack can be ordered to replace damaged or scratched windows without having to return the scanner for repairs. This helps to reduce the total cost of ownership during the life of the scanner and helps to ensure that it is always available for use.
HD3400 Heron: The new scanner Datalogic Heron™ HD3430 2D is an area imager with an elegant design, equipped with a bar code reading technology of the latest generation and it is the ideal solution for the acquisition of data in the modern sales points. This new scanner can be customised with corporate identity brands, as the top cover can be marked with a logo and bear the desired colours. It is also possible to have dedicated visual and audio feedbacks.
Datalogic is the world leader in developing solutions for the automatic acquisition of data (ADC) related to sales in the retail sector by offering revolutionary solutions, innovations in the high-performance checkouts, automatic scanning, advanced imaging readers, personal shopping and visual recognition. In 2015, Datalogic continued to be the world's number one for data collection using in-counter or on-counter readers in the retail segment. The Magellan brand is world renowned for its top quality and extreme reliability. Turnover is growing by 18.9%, compared to the previous year. The sales of the new Magellan 9800i increased remarkably. In 2015, the installation of the Jade X7 Automated Scanning device continued at some of the most important retailers in the world. Datalogic presented the next generation of Magellan 9300i e 9400i scanner imaging devices in order to provide customers with a range of high performance scanners at a competitive price.
Major products introduced in 2015:
9300I Magellan : The new series of high performance bar code readers. With a multi-plane digital imager technology, the 9300i scanners easily read both 1D and 2D bar codes, thus allowing the operator to rapidly and continuously work with no need for correctly orienting the product. With a traditional layout, wide windows for the vertical and horizontal reading can be easily placed inside the counter or in self-checkout stations with touchscreen. This is easily interfaced with any type of payment terminal or printer. The Customer Service Scanner (CSS) allows retailer to easily implement mobile commerce programs. Shoppers can easily self-scan the bar codes of promotional coupons from both mobile devices and paper-based coupons.
9400I Magellan: this device is similar to the 9300I version, but is also equipped with a full digital scanner for 2D bar codes on a multi-plane. The acquisition of images, Datalogic Clear™ Glass, is available also in the multi-plane imaging scanner/scale version, complete with three processors capable of improving the performance of the scanner and supporting the Digimarc™ technology.
In 2015, the Mobile Computing Business Unit reported its best year, with a turnover higher than €100,000 thousand, up by 10% compared to the previous year, thus confirming and reinforcing its third position at world level. The strong growth in North America and the continuing increase in the EMEA region, more than offset a certain weakness in the emerging markets.
A number of innovative projects were started in 2015 and will result in new important products in 2016 and 2017.
The main products introduced in 2015 are as follows:
Joya X2 General Purpose: The Joya™ X2 General Purpose (GP) with 2D imaging technology, is the standard mobile computer version of the Joya device, usually used in Self-Shopping. This was mainly studied as simple and intuitive solution to manage the shop-floor and inventory activities in a retail environment, rather than for the access control in the Entertainment applications or applications in the Transport segment. The Joya X2 GP is equipped with a new keyboard layout, with special setups to use the device for the mobile computing data collection (offered with Software Development Kit (SDK) Datalogic CE6, for the development of C/C++ and .NET applications).
QUEUE BUSTING Application: With the Queue busting app, the operator reads the bar codes of the products directly in the trolleys or baskets by using the Joya™ device, connected to a mobile printer, while the customer waits in a queue. The service is therefore optimised, especially in busiest shopping hours. Satisfaction of shoppers is therefore increased as they benefit from a quick and immediate checkout. At the end of the reading, the printer prints a label with a 2D code which includes all information on the items that had been previously scanned. Upon checkout, the operator carries out the first scan of the 2D bar code and then prints the sales receipt reporting the total amount of the shopping.
DL-Axist: The first full rugged Datalogic Android full touch PDA was presented on the occasion of the NRF 2016 meeting. Featuring a 5"HD screen, with the best Wi-Fi connection available on the market and advanced 2D images for data collection. With the Datalogic SoftSpotTM a new and more efficient way to make the best use of touchscreen potentialities is now available.
Joya Touch: Previewed on the occasion of the NRF 2016 meeting, the latest self-shopping device, the Jova touch, features a number of innovations: wireless recharge and fast battery recharge, easily convertible from pod to reader and equipped with Datalogic SoftSpotTM technology.
Research and Development expenses for the year amounted to €14,670 thousand, with respect to Industrial Automation Division. The R&D activities carried out during 2015 by the Datalogic Industrial Automation Division are described hereunder, by reason of the fact that they are deemed more significant to describe the performance of Research activities.
2015 was a very positive year for the ID range products and excellent results were achieved in all markets. During the year, a new range of DS8110 and DX8210 industrial laser scanners was launched, a longstanding tradition of excellence of the 8000 series, with additional functions which confer higher value to customers and operators in the transport and logistics sectors. The Imager 2D Matrix range has grown dramatically thanks to the successful application of new SW functions, including, but not limited to the innovative DL.CODE graphical interface and the new decoder algorithms for Direct Part Marking, but also thanks to the launching on the market of new models including Matrix 210N, an ultracompact imager with electronic autofocus, a pioneering solution in the industrial production within the Electronics, Automotive, Pharmaceutical and Food & Beverage segments.
The ID Business Unit, amid the most active in the production of Intellectual Properties, performed a number of researches of the utmost innovative content, both technological and process-related, within the projects financed by the Emilia Romagna region.
In the Lasermarking Business Unit, products for industrial marked excellent results on all markets, especially the European market.
During the year, this BU completed the development of a new, highly innovative, laser product called UniQTM This marker is based on the proprietary Fiber Laser technology and it is characterised by distinctive elements, including extremely reduced size and immunity as regards industrial environments, as well as the "ALL-IN-ONE" approach, i.e. the total absence of external devices such as check devices or power systems. Their launch on the market is expected in April 2015.
In 2015, the Lasermarking BU developed a new marking system, based on the MOPFA technology owned by the Group. This new product completes the already existing portfolio, while allowing the penetration in niche markets and applications that are not covered by the current solutions.
This product will be launched in the first quarter of 2016.
With regard to security devices, the development of a new range of SLIM barriers was completed in 2015. This solution was born to be perfectly compatible with any machine, thanks to its reduced size and high mechanical flexibility. This is the simplest and most flexible solution designed to protect automatic or semiautomatic machines, where saving space is a key feature and where the close dangerous areas and the frequent interventions of operators require a photoelectric barrier that must be perfectly integrated in the machine framework.
Moreover, Datalogic has developed the innovative SG4-H safety barrier, first and only on the market with stainless steel container and IP69K protection for applications in the aseptic environment of the pharmaceutical industry.
In the sensor and photoelectric device segment, a new version of contrast readers was developed within the consolidated family of TL46, characterised by a very low uncertainty of response time, which is the key feature for applications in the sector of printing machines.
A new miniature-sized family S45 was also introduced. This is the most complete range of reduced-size formats today available in the Automation market. This offers a wide range of optical functions, types of luminous emissions and models with advanced detection functions, particularly suited to all applications for food, as well as bottling and pharmaceutical industries.
The Vision Business Unit introduced the line of MX-U Vision processors and the related next generation of high speed U Cameras, which is capable of supporting the USB3 technology, necessary to meet requirements of high speed applications. It also improved performance of SW IMPACT, which is now up to 5 times higher than in past times. The family of P-series smart cameras has now been widened with the new colour devices.
In 2015, important new management features of fieldbuses were introduced, for the communication with PLC, on the entire product range.
In the software development area, the first OCR-dedicated product was introduced; it is easy and intuitive to use and based on the family of P-series smart cameras.
The already undergoing development was completed in 2015. This led to the definition of a solution for the optical character recognition (OCR): IMPACT+ OCR.
The IMPACT+OCR device was launched on 29 September. This is the most rapid and innovative solution for inspections of variable data printing in the food industry.
The complete solution envisages a pre-configurated combination of camera and dedicated software which facilitates the development of solutions aimed at monitoring variable data printing. The solution includes the P-Series compact smart camera and a graphics user interface which allows for the quick configuration of any type of OCR (Optical Character Recognition) app.
IMPACT+ OCR offers an easy and rapid inspection of variable data printing, with no need for special programming abilities of vision machine systems. The very intuitive software will guide the user in the configuration of the system, step-by-step. The key characteristics include multiple OCR readings, the ability to store various inspection proceedings in memory and a customizable operator interface.
Especially suited for OCR applications in the food industry, IMPACT+ OCR ensures effective results in the reading of batch numbers, checks on expiry dates and traceability of serial numbers. Combined with thermal transfer printers, IMPACT+ OCR ensures a high printing quality and increases safety and traceability of packaging processes of food and drinks.
On 29 May 2015, Datalogic signed an agreement with Royal Mail for the implementation of a new sorting out automated system in around 20 postal centres in the United Kingdom.
Royal mail is the most important postal company in the United Kingdom, able to deliver envelopes, letters and parcels to more than 29 million addresses. The new automatic sorting out systems will increase speed and efficiency of the process, while ensuring traceability of the parcels within the entire corporate network.
Through the Systems BU (with headquarter in Telford, Pennsylvania), Datalogic will supply turn-key solutions for the total value of around €29 million, including:
In 2015, the Division benefited from the execution of the first tranche in the Royal Mail order, for an amount of around €4.2 million.
The year 2015 was characterised by the continuing implementation of the important business renewal and strengthening strategy, as well as Group growth, strongly endorsed by the Group CEO through the identification of three key actions:
Within the investment in environment and management of human resources, in 2015 the Group continued its investment in the sHaRe management platform, available to Group personnel, with the evaluation of performance and assignment of goals.
The definition and construction project of the Datalogic Company Culture started at end 2015. This led to the definition of 10 key values, which are fundamental to the behaviour expected for each single individual within the Group.
Customer orientation, as well as Innovation and Long-life expectancy were identified as the three key pillars of the organisation.
In 2015 as well, still striving to improve services to internal customers, the Company continued to hire new persons in the Human Resource Function, both in the Corporate and Regional Areas structures.
Datalogic also consistently implemented staff training initiatives. The Company took advantage of most of the resources available for the financed training, with a focus on: skill development in R&D, methodologies and knowledge of instruments used and project management. Moreover, a remarkable portion of training hours was dedicated to the fulfilment of regulatory obligations as regards security and health on workplace, as set forth in the Leg. Decree 81/08 and the 2011 Agreement between the central Government and Italian Regions. This year as well, attention was paid to the need for English courses.
As regards Industrial Relations, in 2015 negotiations started with Trade Unions for the renewal of the second level Agreement, and the agreement on the Production Bonus for 2015 and 2016 was renewed, for the Italian employees, based on the same growth and profitability targets established in the Group Budget.
Over 2015, organisational changes continued in some Corporate functions. Operations and Customer Administration, once duplicated and operating in each single Division, were classified as Corporate functions, in addition to Quality and Procurement, already included in the Corporate function in 2014. These changes will also allow to introduce, for these two corporate functions, uniform and global systems and processes for the management of activities worldwide.
The inception of an evolution process in the general structure of the Company was also announced, aimed at the achievement of an organisation structured with respect to Datalogic's main reference markets, called Industries (Retail, Transportation & Logistics, Factory Automation and Health Care).
The aforesaid contributed to reinforce the corporate spirit and the feeling of belonging.
The following table shows the main financial and equity items for the Datalogic Group as at 31 December 2015, compared with 31 December 2014.
| (in €/000) | 31.12.2015 | 31.12.2014 |
|---|---|---|
| Net intangible assets | 56,547 | 57,027 |
| Goodwill | 183,020 | 164,412 |
| Net tangible assets | 68,384 | 57,157 |
| Unconsolidated equity investments | 6,607 | 5,289 |
| Other non-current assets | 49,288 | 42,348 |
| Non-current capital | 363,846 | 326,233 |
| Net trade receivables from customers | 68,765 | 70,184 |
| Amounts due to suppliers | (101,711) | (92,167) |
| Inventories | 69,477 | 62,416 |
| Net working capital, trading | 36,531 | 40,433 |
| Other current assets | 28,643 | 31,408 |
| Other current liabilities and provisions for short term risks | (61,025) | (57,937) |
| Net working capital | 4,149 | 13,904 |
| Other M/L term liabilities | (26,773) | (24,766) |
| Employee severance indemnity | (6,814) | (7,201) |
| Provisions for risks | (15,187) | (11,161) |
| Net invested capital | 319,221 | 297,009 |
| Total Shareholders' Equity | (298,260) | (241,291) |
| Net financial position | (20,961) | (55,718) |
Net working capital, trading as at 31 December 2015 amounted to €36,531 thousand, down compared €40,433 thousand as at 31 December 2014.
Net working capital as at 31 December 2015 amounted to €4,149 thousand (€13,904 thousand as at 31 December 2014). The decrease of €9,755 thousand compared to 31 December 2014, is mainly attributable to the increase in trade payables, which increased from €92,167 thousand at end 2014 to €101,711 thousand as at 31 December of this year, and to the increase in the item other payables, amounting to €3,088 thousand.
As at 31 December 2015, the net financial position is broken down as follows:
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| A. Cash and bank deposits | 126,166 | 85,993 |
| B. Other cash and cash equivalents | 46 | 160 |
| b1. restricted cash deposit | 46 | 160 |
| C. Securities held for trading | 361 | 361 |
| c1. Short-term | 0 | 0 |
| c2. Long-term | 361 | 361 |
| D. Cash and equivalents (A) + (B) + (C) | 126,573 | 86,514 |
| E. Current financial receivables | 0 | 3,234 |
| F. Other current financial receivables | 0 | 0 |
| f1. hedging transactions | 0 | 0 |
| G. Bank overdrafts | 45 | 141 |
| H. Current portion of non-current debt | 32,973 | 74,699 |
| I. Other current financial payables | 6,355 | 1,135 |
| i1. hedging transactions | 6 | 0 |
| i2. payables for leasing | 260 | 247 |
| i3. current financial payables | 6,089 | 888 |
| J. Current financial debt (G) + (H) + (I) | 39,373 | 75,975 |
| K. Current financial debt, net (J) - (D) - (E) - (F) | (87,200) | (13,773) |
| L. Non-current bank borrowing | 139,639 | 88,950 |
| M. Other non-current financial assets | 31,872 | 20,290 |
| N. Other non-current liabilities | 394 | 831 |
| n1. hedging transactions | 115 | 262 |
| n2. payables for leasing | 279 | 569 |
| O. Non-current financial debt (L) - (M) + (N) | 108,161 | 69,491 |
| P. Net financial debt (K) + (O) | 20,961 | 55,718 |
Net financial debt as at 31 December 2015 was negative by €20,961 thousand, an improvement of €34,757 thousand compared to 31 December 2014, (€55,718 thousand).
Note that the following transactions were carried out in the period:
Investments were also made, net of disposals, amounting to €22,010 thousand.
The reconciliation between the Parent Company's shareholders' equity and net profit and the corresponding consolidated amounts is as follows:
| 31 December 2015 | 31 December 2014 | |||
|---|---|---|---|---|
| Total equity | Period results |
Total equity | Period results |
|
| Parent Company shareholders' equity and profit | 250,417 | 27,474 | 223,915 | 23,647 |
| Difference between consolidated companies' net equity and their carrying value in the Parent Company's financial |
108,261 | 76,703 | 79,786 | 60,159 |
| statements; effect of equity-based valuation Reversal of dividends |
(63,097) | (51,890) | ||
| Amortisation of intangible assets "business combination" | (5,827) | (5,827) | ||
| Effect of acquisition under common control | (31,733) | (31,733) | ||
| Elimination of capital gain on sale of business branch | (18,665) | (18,665) | ||
| Effect of eliminating intercompany transactions | (11,826) | (244) | (14,115) | (1,499) |
| Reversal of write-downs and capital gains on equity | 6,121 | 6,121 | ||
| investments Sale of know-how |
(7) | (7) | ||
| Goodwill impairment | (1,395) | (1,395) | ||
| Other | (1,133) | (324) | (801) | 155 |
| Deferred taxes | 4,047 | 35 | 4,012 | 285 |
| Group shareholders' equity | 298,260 | 40,547 | 241,291 | 30,857 |
The item "Treasury shares", amounting to €4,488 thousand, includes capital gains/(losses) resulting from the sale of treasury shares, net of purchases and related charges (€6,941 thousand). In 2015, the Group purchased 82,517 treasury shares for a total amount of €829 thousand, accounted for excluding purchase costs (€2 thousand).
For these purchases, in accordance with Article 2357 of the Italian Civil Code, the Treasury share reserve, in the amount of €2,453 thousand, was made unavailable by using the Share premium reserve.
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Financial income/(expenses) | (2,262) | (5,823) | 3,561 |
| Foreign exchange differences | 3,087 | 357 | 2,730 |
| Bank expenses | (3,304) | (2,643) | (661) |
| Other | 944 | 355 | 589 |
| Total net financial income (expenses) | (1,535) | (7,754) | 6,219 |
Financial income was negative by €1,535 thousand, compared to a negative result of €7,754 thousand related to the same period of the previous year, mainly to:
The "Bank expenses" item mainly includes:
The "Other" item includes dividends received by the Mandarin fund and the company Idec Corporation and Specialvideo, totalling €572 thousand.
Profits generated by companies carried at equity were recognised in the amount of €174 thousand (compared with losses of €25 thousand as at 31 December 2014).
The Datalogic Group is exposed to various types of corporate risk in carrying out its business. Financial risks (market risk, credit risk and liquidity risk) will be discussed more detail later on. The key corporate risks affecting the financial and economic situation of the Group are as follows:
a) Staff skills: the Group's business is closely related to the technical skills of its employees, especially in the areas of research and development. To limit this risk, the Group carries out actions with a view to increasing its ability to attract and maintain highly qualified personnel, including implementation of advanced human resources management tools (such as managerial training programmes) and a positive work environment.
b) Protection of technology: the Group reference market is characterised by the design and production of high-tech products, with the resulting risk that the technologies adopted might be copied and used by other operators in the sector. With regard to this risk, the Group has made considerable investments in the area of intellectual property over several years, and today holds more than 1,200 patents (including patents granted and patents for which an application was filed).
c) Difficult procurement: the Group is exposed to contained procurement risk thanks to a strategy whereby every component is sourced from several suppliers. In the few cases when components are sourced from a single supplier, the Group maintains adequate inventories of the critical components, in order to minimize the risks related to this situation.
d) Competition: the Datalogic Group operates in a market that is extremely dynamic and potentially attractive for new operators with financial means greater than those of the company. To mitigate the risk associated with these events, the company maintains a high level of investment in research & development (around 9.0% of revenues as at 31 December 2015) and a large portfolio of patents which represents a significant barrier to the entry of new competitors. The Datalogic Group also has a strong commercial structure (direct presence in the key countries where the Group operates) and a solid network of commercial partners which makes it possible to ensure a high level of customer service and thus achieve a high degree of loyalty.
In carrying out its business, the Datalogic Group is exposed to various financial risks: market risk, credit risk and liquidity risk.
Market risk is connected with the Group's level of exposure to financial instruments that generate interest (interest rate risk) and due to transactions that generate cash flows in other currencies that fluctuate in value against the Euro (exchange rate risk).
The Group monitors each of the financial risks mentioned, duly intervening in order to minimise them, sometimes with hedging derivatives. The Parent Company manages most of the market and liquidity risks, whereas credit risks are managed by the Group's operating units. For more information on financials risks and financial instruments, please refer to the relevant section in the Notes to the Accounts, which includes disclosure in accordance with IFRS 7.
Pursuant to and by the effects of article 123-bis, paragraph 3, of Legislative Decree 58 of 24 February 1998 (as subsequently amended), the Board of Directors of Datalogic S.p.A. has approved a report on corporate governance and company ownership for the year ended 31 December 2015, separate from the management report, containing information pursuant to paragraphs 1 and 2 of article 123-bis above.
This report is available to the public on the Company's Internet site www.datalogic.com. http://www.datalogic.com
Pursuant and by the effects of Art. 37, par. 2 of the Consob Regulation 16191/2007, it is worth noting that, in the meeting held on 7 May 2015, the Board of Directors deemed that the presumption as per Art. 2497 sexies of the Italian Civil Code does not apply as the subsidiary Datalogic is not subject to the direction and coordination of the parent company Hydra S.p.A.. This taking account of the fact that, in addition to the merely financial nature of Hydra, the following indexes (case law and academic processing), in the presence of which the exercise of that activity is possible, are not reported, namely:
a central treasury service, or other centralised "financial assistance" functions held by the parent company;
the subsidiary's faculty to carry out autonomous negotiations as regards relations with customers, suppliers, banks or other entities;
Datalogic S.p.A. indirectly controls some companies established and governed by non-European Union countries and that have a relevant importance as per Article 36 of the Consob Regulation 16191/2007 on the market regulation ("Market Regulation").
Also pursuant to the aforesaid regulation, the Company has implemented in-house procedures to monitor the compliance with provisions set out by the Consob regulations. In particular, the appropriate corporate management carry out a timing and periodical identification of relevant "extra-EU" countries and, with the collaboration of the companies involved, the collection of data and information is ensured, as well as the assessment of issues envisaged in the aforesaid Article 36.
It should be however stated that Datalogic is fully complying with provisions set out in Article 36 of the above-mentioned Consob Regulation 16191/2007, and that conditions envisaged therein are present.
The Company complied with the opt-out system set forth in Articles 70, paragraph 8, and 71, paragraph 1 bis, of the Issuer Regulation (implementation regulation of the Italian Consolidated Law on Finance (TUF), concerning the rules for issuers, adopted by Consob with resolution 11971 of 14 May 1999, as amended later), by making use of the right to depart from the obligation to publish information documents required on the occasion of significant mergers, demergers, capital increase by non-cash contributions, acquisitions and sales.
With resolution no. 17221 of 12 March 2010, also pursuant and by the effects of article 2391-bis of the Italian Civil Code, Consob adopted the Regulation with provisions on transactions with related parties, then amended with resolution no. 17389 dated 23 June 2010 ("Consob Rules").
In accordance with the Consob Rules, in order to ensure transparency, as well as substantive and procedural rectitude in transactions carried out by Datalogic with "related parties" pursuant to the aforesaid Consob Rules, on 4 November 2010, the Company approved a specific and structured procedure for transactions with related parties (last amendment on 24 July 2015), which can be found on the internet site www.datalogic.com.
Pursuant to Article 5, par. 8, of the Consob Regulation, it should be noted that, over the period 01/01/2015 - 31/12/2015, the Company's Board of Directors did not approve any relevant transaction, as set out by Article 3, par. 1, lett. b) of the Consob Regulation, or any transaction with minority related parties that had a significant impact on the Group's equity position or profit/(loss).
The Parent Company Datalogic S.p.A. and other Italian subsidiaries fall within the scope of the "domestic tax consolidation" of Hydra S.p.A.. This permits the transfer of total net income or the tax loss of individual participant companies to the Parent Company, which calculates a single taxable income for the Group or a single tax loss carried forward, as the algebraic sum of the income and/or losses, and therefore files a single tax liability or credit with the Tax Authorities.
Law no. 190/2014, par. 37-45, as amended by Art. 5 of the Law Decree no. 3/2015 introduced in the Italian legislation the so-called «optional Patent box regime», which envisaged a facilitated taxation on income resulting from the use of some types of intangible assets by holders of corporate income who carry out some R&D activities.
Following this proceeding, the Parent Company Datalogic Spa and the subsidiary Datalogic IP Tech Srl adhered to this optional regime, the effects of which, in terms of facilitated taxation, while awaiting the definition of the implementing provisions thereof, have not been prudentially recognised in the financial statements ended 31 December 2015.
A growth in revenues, higher than general market growth, is expected in 2016, above all in the markets of Europe and North America, where the Group is expecting a consolidation of the competitive position and a double digit growth, respectively.
Our Customers' satisfaction is the centre of the value chain of the Datalogic Group. Striving to meet the Customers' needs and the cutting-edge technology of the products are the key drivers for the achievement of the Group growth targets which, in 2016, will witness a more canalised response to market needs, with special focus on the range of applications aimed at the retail, transport and logistics sectors.
The Group will continue to invest resolutely in Research and Development, and will benefit from the increase in margins, expected to be obtained mainly from projects aimed at streamlining production and operating costs, following the reorganisation and centralisation projects of activities and internal organisational functions.
Within this framework, we deem that both Datalogic Divisions are in a favourable position to seize the market opportunities thanks to the huge investments made in Research and Development and in the sales network, as well as go to market strategies aligned to the sectors of reference.
On 4 March, following the resignation of Mr. Sergio Borgheresi (Group CFO and Investor Relator at the date of approval of the annual financial statements as at 31 December 2015), the Company has already started the search for a new Group CFO and appointed Mr. Stefano Biordi as ad interim Group CFO of Datalogic.
The Board of Directors, upon favourable opinion of the Board of Statutory Auditors, has also assigned to Mr. Biordi the office (and related responsibilities) of manager in charge of the preparation of the Company's accounting documents. The office of Investor Relator was instead assigned to Mrs. Vincenza Colucci.
Datalogic S.p.A. has been listed on the Borsa Italiana since 2001 - STAR segment of the MTA, Italy's screen-based stock market, which comprises medium-sized companies with market capitalisations of between €40 million and €1 billion, committed to meeting standards of excellence.
During 2015, the share reported a positive performance of 84.7%, and outperformed the shares belonging to the FTSE MIB by 72.7%. The security reached a maximum value of €17.59 per share on 30 November 2015 and a minimum value of €8.80 on 6 January 2015. The average daily volumes exchanged in 2015 were approximately 74,277 shares (substantially unchanged over the prior year).
| Segment | STAR - MTA |
|---|---|
| Bloomberg Code | DAL.IM |
| Reuters Code | DAL.MI |
| MKT Cap | €958.5 million as at 31 December 2015 |
| Number of shares | 58,446,491 (of which 274,610 treasury shares) |
| 2015 max | €17.59 (30 November 2015) |
| 2015 min | €8.80 (6 January 2015) |
Datalogic actively strives to maintain an ongoing dialogue with shareholders and institutional investors, periodically arranging meetings with representatives of the Italian and international financial community, including annual roadshows organised by Borsa Italiana for companies belonging to the STAR segment.
During 2015, the Company met over 160 institutional investors, up by 24% over the prior year, in "one to one, lunch meeting" and the following corporate events:
The Parent Company has no secondary locations.
To our Shareholders,
We believe that the Management Report, which accompanies the statutory year-end accounts of the company and the Datalogic Group's consolidated year-end financial statements, provides exhaustive illustration of the performance and results achieved in 2015.
Since the financial statements of Datalogic S.p.A. show a net operating profit for the year of €27,473,742 the Board of Directors proposes to:
distribute an ordinary unit dividend to Shareholders, gross of legal withholdings, of 25 cents per share with coupon detachment on 9 May 2016 (record date 10 May 2016) and payment from 11 May 2016, for a maximum amount of €14,611,623;
carry forward the remainder of the year's earnings.
The Chairman of the Board of Directors
(Mr. Romano Volta)
| ASSETS (Euro/000) | Note | 31.12.2015 | 31.12.2014 |
|---|---|---|---|
| A) Non current assets (1+2+3+4+5+6+7) | 396.079 | 346.884 | |
| 1) Tangible assets | 68.384 | 57.157 | |
| land | 1 | 5.763 | 5.365 |
| buildings | 1 | 32.299 | 24.698 |
| other assets | 1 | 28.029 | 22.673 |
| assets in progress and payments on account | 1 | 2.293 | 4.421 |
| 2) Intangible assets | 239.567 | 221.439 | |
| goodwill | 2 | 183.020 | 164.412 |
| development costs | 2 | 5.349 | 6.809 |
| other | 2 | 47.829 | 49.031 |
| assets in progress and payments on account | 2 | 3.369 | 1.187 |
| 3) Equity investments in associates | 3 | 1.982 | 1.808 |
| 4) Financial assets | 35.718 | 24.132 | |
| equity investments | 4 | 4.625 | 3.481 |
| securities | 4 | 361 | 361 |
| other | 4 | 30.732 | 20.290 |
| 5) Loans | 4 | 1.140 | |
| 6) Trade and other receivables | 7 | 1.929 | 1.721 |
| 7) Deferred tax assets | 13 | 47.359 | 40.627 |
| B) Current assets (8+9+10+11+12+13+14) | 293.097 | 253.395 | |
| 8) Inventories | 69.477 | 62.416 | |
| raw and ancillary materials and consumables | 8 | 18.056 | 12.367 |
| work in progress and semi-finished products | 8 | 24.409 | 21.896 |
| finished products and goods | 8 | 27.012 | 28.153 |
| 9) Trade and other receivables | 7 | 82.345 | 84.783 |
| trade receivables | 7 | 68.765 | 70.184 |
| trade receivables from third parties | 7 | 67.309 | 68.894 |
| trade receivables from associates | 7 | 1.447 | 1.281 |
| trade receivables from related parties | 7 | 9 | 9 |
| other receivables - accrued income and prepaid expenses | 7 | 13.580 | 14.599 |
| of which with related parties | 75 | 75 | |
| 10) Tax receivables | 9 | 15.063 | 16.809 |
| of which to the parent company | 7.383 | 8.719 | |
| 11) Financial assets | 4 | 0 | 3.234 |
| securities | 0 | 0 | |
| other | 0 | 3.234 | |
| 12) Loans | 4 | 0 | 0 |
| 13) Financial assets - Derivative instruments | 6 | 0 | 0 |
| 14) Cash and cash equivalents | 10 | 126.212 | 86.153 |
| Total assets (A+B) | 689.176 | 600.279 |
| Note | 31.12.2015 | 31.12.2014 | |
|---|---|---|---|
| LIABILITIES (Euro/000) | |||
| A) Total shareholders' equity (1+2+3+4+5) | 11 | 298.260 | 241.291 |
| 1) Share capital | 11 | 146.659 | 147.490 |
| 2) Reserves | 11 | 35.618 | 7.894 |
| 3) Profits (losses) of previous years | 11 | 75.436 | 55.050 |
| 4) Group profit (loss) for the period/year | 11 | 40.547 | 30.857 |
| 5) Minority interests | 11 | 0 | 0 |
| B) Non current liabilities (6+7+8+9+10+11+12) | 188.807 | 132.909 | |
| 6) Financial payables | 12 | 139.918 | 89.519 |
| 7) Financial liabilities - Derivative instruments | 6 | 115 | 262 |
| 8) Tax payables | 9 | 52 | 37 |
| 9) Deferred tax liabilities | 13 | 23.172 | 21.648 |
| 10) Post-employment benefits | 14 | 6.814 | 7.201 |
| 11) Provisions for risks and charges | 15 | 15.187 | 11.161 |
| 12) Other liabilities | 16 | 3.549 | 3.081 |
| C) Current liabilities (13+14+15+16+17) | 202.109 | 226.079 | |
| 13) Trade and other payables | 16 | 143.818 | 130.879 |
| trade payables | 16 | 101.711 | 92.167 |
| trade payables to third parties | 16 | 101.468 | 91.611 |
| trade payables to parent company | 16 | 207 | |
| trade payables to associates | 16 | 84 | 76 |
| trade receivables to related parties | 16 | 159 | 273 |
| other payables – accrued liabilities and deferred income | 16 | 42.107 | 38.712 |
| 14) Tax payables | 9 | 10.577 | 10.785 |
| of which to the parent company | 4.781 | 23 | |
| 15) Provisions for risks and charges | 15 | 8.341 | 8.440 |
| 16) Financial liabilities - Derivative instruments | 6 | 6 | 0 |
| 17) Financial payables | 12 | 39.367 | 75.975 |
| Total liabilities (A+B+C) | 689.176 | 600.279 |
| (Euro /000) | Note | 31.12.2015 | 31.12.2014 |
|---|---|---|---|
| 1) Total revenues | 17 | 535.068 | 464.645 |
| Revenues from sale of products | 508.338 | 441.567 | |
| Revenues from services | 26.730 | 23.078 | |
| of which non-recurring | 99 | ||
| of which with related parties | 5.660 | 6.053 | |
| 2) Cost of goods sold | 18 | 286.691 | 237.170 |
| of which non-recurring | 18 | 241 | 1.069 |
| of which with related parties | 342 | 316 | |
| Gross profit (1-2) | 248.377 | 227.475 | |
| 3) Other operating revenues | 19 | 3.504 | 2.239 |
| of which with related parties | 8 | 7 | |
| 4) R&D expenses | 18 | 48.441 | 43.196 |
| of which non-recurring | 18 | 92 | |
| of which amortisation, depreciation and write-downs | 105 | 88 | |
| pertaining to acquisitions of which with related parties |
18 | 4 | 9 |
| 5) Distribution expenses | 18 | 102.093 | 89.324 |
| of which non-recurring | 18 | 998 | 1.119 |
| of which with related parties | 133 | 46 | |
| 6) General and administrative expenses | 18 | 46.361 | 46.501 |
| of which non-recurring | 18 | 1.233 | 1.950 |
| of which amortisation, depreciation and write-downs | 18 | 5.607 | 5.405 |
| pertaining to acquisitions of which with related parties |
926 | 1.093 | |
| 7) Other operating expenses | 18 | 2.041 | 3.785 |
| of which non-recurring | 1.579 | ||
| of which with related parties | 18 | 4 | |
| Total operating costs | 198.936 | 182.806 | |
| Operating result | 52.945 | 46.908 | |
| 8) Financial income | 20 | 37.617 | 26.831 |
| of which with related parties | 16 | 27 | |
| 9) Financial expenses | 20 | 39.152 | 34.585 |
| Net financial income (expenses) (8-9) | (1.535) | (7.754) | |
| 10) Profits from associates | 3 | 174 | 25 |
| Profit (loss) before taxes from the operating assets | 51.584 | 39.179 | |
| Income tax | 21 | 11.037 | 8.322 |
| Profit/(loss) for the period | 40.547 | 30.857 | |
| Basic earnings/(loss) per share (€) | 22 | 0,6969 | 0,5306 |
| Diluted earnings/(loss) per share (€) | 22 | 0,6969 | 0,5306 |
| (Euro /000) | Note | 31.12.2015 | 31.12.2014 |
|---|---|---|---|
| Net profit/(loss) for the period | 40.547 | 30.857 | |
| Other components of the statement of comprehensive income: | |||
| Other components of the statement of comprehensive income which will | |||
| be restated under profit/(loss) for the year: | |||
| Profit/(loss) on cash flow hedges | 11 | 98 | 90 |
| of which tax effect | (43) | (34) | |
| Profit/(loss) due to translation of the accounts of foreign companies | 11 | 19.466 | 15.431 |
| Profit (loss) on exchange rate adjustments for financial assets available | |||
| for sale | 11 | 291 | 218 |
| of which tax effect | 77 | (83) | |
| Reserve for exchange rate adjustment | 11 | 7.862 | 8.309 |
| of which tax effect | (1.941) | (3.151) | |
| Total other components of the statement of comprehensive income | |||
| which will be restated under profit/(loss) for the year | 27.717 | 24.048 | |
| Other components of the statement of comprehensive income which will | |||
| be restated under profit/(loss) for the year: | |||
| Actuarial (loss)/gain on defined-benefit plans of which tax effect |
7 | ||
| Total other components of the statement of comprehensive income | |||
| 7 | 0 | ||
| which will be restated under profit/(loss) for the year | |||
| Total profit/(loss) of Comprehensive Income Statement | 27.724 | 24.048 | |
| Total net profit/(loss) for the period | 68.271 | 54.905 | |
| Attributable to: | |||
| Parent company shareholders | 68.271 | 54.905 | |
| Minority interests | 0 | 0 |
| (Euro /000) | 31.12.2015 | 31.12.2014 |
|---|---|---|
| Pre-tax profit | 51.584 | 39.179 |
| Depreciation and amortisation of tangible and intangible assets and write-downs | 18.239 | 16.917 |
| Change in employee benefits reserve | (387) | 152 |
| Provision to the write-down reserve | 34 | 505 |
| Net financial expenses/(income) including exchange rate differences | 1.535 | 7.754 |
| Adjustments to value of financial assets | (174) | (25) |
| Cash flow from operations before changes in working capital | 70.831 | 64.482 |
| Change in trade receivables (net of provision) | 1.385 | (736) |
| Change in final inventories | (7.061) | (8.613) |
| Change in current assets | 1.019 | 923 |
| Change in other medium-/long-term assets | (208) | 23 |
| Change in trade payables | 9.544 | 7.455 |
| Change in other current liabilities | 3.395 | 2.684 |
| Other medium/long-term liabilities | 468 | 433 |
| Change in provisions for risks and charges | 3.927 | 5.156 |
| Commercial foreign exchange gains/(losses) | (3.479) | (2.680) |
| Foreign exchange effect of working capital | (782) | (583) |
| Cash flow from operations after changes in working capital | 79.039 | 68.544 |
| Change in tax | (14.692) | (8.104) |
| Foreign exchange effect of tax | 1.954 | 1.986 |
| Interest paid and bank expenses | (4.622) | (8.111) |
| Cash flow generated from operations (A) | 61.679 | 54.315 |
| (Increase)/decrease in intangible assets excluding exchange rate effect | (4.431) | (1.474) |
| (Increase)/decrease in tangible assets excluding exchange rate effect | (17.579) | (11.206) |
| Change in unconsolidated equity investments | (1.144) | 188 |
| Changes generated by investment activity (B) | (23.154) | (12.492) |
| Change in LT/ST financial receivables | (8.234) | (20.348) |
| Change in short-term and medium-/long-term financial debt | 13.746 | (63.537) |
| Financial foreign exchange gains/(losses) | 6.566 | 3.037 |
| Purchase/sale of treasury shares | (831) | 10.490 |
| Change in reserves and exchange rate effect of financial assets/liabilities, equity and tangible and intangible assets |
968 | (4.710) |
| Dividend payment | (10.471) | (9.351) |
| Cash flow generated (absorbed) by financial assets (C) | 1.744 | (84.419) |
| Net increase (decrease) in available cash (A+B+C) | 40.269 | (42.596) |
| Net cash and cash equivalents at beginning of year (Note 10) | 85.852 | 128.448 |
| Net cash and cash equivalents at year end (Note 10) | 126.121 | 85.852 |
| Description | Share capital and capital reserves |
Reserves of Statement of Comprehensive Income Retained earnings |
||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total share capital and capital reserves |
Cash-flow hedge reserve |
Translation reserve |
Reserve for exchange rate adjustment |
Actuarial gains/(losses) reserve |
Held-for-sale financial assets reserve |
Total Reserves of Statement of Comprehensive Income |
Earnings carried forward |
Capital contributi on reserve |
Legal reserve |
IAS reserve |
Total | Profit for the year |
Total Group shareholder s' equity |
|
| 01.01.2014 | 137.000 | (280) | (12.729) | (2.767) | (378) | 0 | (16.154) | 23.466 | 958 | 4.388 | 8.683 | 37.495 | 26.906 | 185.247 |
| Allocation of earnings | 0 | 0 | 26.559 | 347 | 26.906 | (26.906) | 0 | |||||||
| Dividends | 0 | 0 | (9.351) | (9.351) | (9.351) | |||||||||
| Translation reserve | 0 | 0 | 0 | 0 | ||||||||||
| Change in IAS reserve | 0 | 0 | 0 | 0 | ||||||||||
| Sale/purchase of treasury shares | 10.490 | 0 | 0 | 10.490 | ||||||||||
| Other changes | 0 | 0 | 0 | 0 | ||||||||||
| Profit/(loss) as at 31.12.2014 | 0 | 0 | 0 | 30.857 | 30.857 | |||||||||
| Total other components of the statement of comprehensive income |
90 | 15.431 | 8.309 | 218 | 24.048 | 24.048 | ||||||||
| 31.12.2014 | 147.490 | (190) | 2.702 | 5.542 | (378) | 218 | 7.894 | 40.674 | 958 | 4.735 | 8.683 | 55.050 | 30.857 | 241.291 |
| Description | Share capital and capital reserves |
Reserves of Statement of Comprehensive Income | Retained earnings | |||||||||||
| Total share capital and capital reserves |
Cash-flow hedge reserve |
Translation reserve |
Reserve for exchange rate adjustment |
Actuarial gains/(losses) reserve |
Held-for-sale financial assets reserve |
Total Reserves of Statement of Comprehensive Income |
Earnings carried forward |
Capital contributi on reserve |
Legal reserve |
IAS reserve |
Total | Profit for the year |
Total Group shareholder s' equity |
|
| 01.01.2015 | 147.490 | (190) | 2.702 | 5.542 | (378) | 218 | 7.894 | 40.674 | 958 | 4.735 | 8.683 | 55.050 | 30.857 | 241.291 |
| Allocation of earnings | 0 | 0 | 29.675 | 1.182 | 30.857 | (30.857) | 0 | |||||||
| Dividends | 0 | 0 | (10.471) | (10.471) | (10.471) | |||||||||
| Translation reserve | 0 | 0 | 0 | 0 | ||||||||||
| Change in IAS reserve | 0 | 0 | 0 | 0 | ||||||||||
| Sale/purchase of treasury shares | (831) | 0 | 0 | (831) | ||||||||||
| Other changes | 0 | 0 | 0 | |||||||||||
| Profit/(loss) as at 31.12.2015 | 0 | 0 | 0 | 40.547 | 40.547 | |||||||||
| Total other components of the statement of comprehensive income |
98 | 19.466 | 7.862 | 7 | 291 | 27.724 | 0 | 0 | 27.724 | |||||
| 31.12.2015 | 146.659 | (92) | 22.168 | 13.404 | (371) | 509 | 35.618 | 59.878 | 958 | 5.917 | 8.683 | 75.436 | 40.547 | 298.260 |
The Datalogic Group produces and sells handheld readers, fixed scanners for the industrial market, mobile computers, fixed scanners for the retail market and sensors. The Group is also active in self scanning solutions and products for industrial marking.
Datalogic S.p.A. (hereinafter, "Datalogic", the "Parent Company" or the "Company") is a joint-stock company listed on the STAR segment of Borsa Italiana, with its registered office in Italy. The address of the registered office is Via Candini, 2 - Lippo di Calderara (Bologna).
The Company is a subsidiary of Hydra S.p.A., which is also based in Bologna and is controlled by the Volta family.
These consolidated financial statements as at 31 December 2015 include the figures of the Parent Company and its subsidiaries (defined hereinafter as the "Group") and its minority interests in associates.
The publication of the Financial Statements ended 31 December 2015 of the Datalogic Group was authorised by resolution of the Board of Directors dated 4 March 2016.
In accordance with European Regulation 1606/2002, since 2005 the consolidated financial statements have been prepared in compliance with the international accounting standards (IAS/IFRS) issued by the IASB (International Accounting Standards Board), and endorsed by the European Union, pursuant to European Regulation 1725/2003 and subsequent amendments, with all the interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"), formerly the Standing Interpretations Committee ("SIC"), endorsed by the European Commission at the date of approval of the draft financial statements by the Board of Directors of the Parent Company and contained in the relative EU Regulations published at this date, and in compliance with the provisions of CONSOB Regulation 11971 of 14 May 1999 and subsequent amendments.
The consolidated financial statements for the year ended 31 December 2015 consist of Statement of Financial Position, Income Statement, Statement of Comprehensive Income, Statement of Changes in Shareholders' Equity, Cash Flow Statement and Explanatory Notes.
We specify that, in the Statement of Financial Position, assets and liabilities are classified according to the "current/non-current" criterion, with specific separation of assets and liabilities held for sale.
Current assets, which include cash and cash equivalents, are those set to be realised, sold or used during the company's normal operational cycle or in the 12 months following the reporting date; current liabilities are those whose extinction is envisaged during the company's normal operating cycle or in the 12 months after the reporting date.
The Income Statement reflects analysis of costs grouped by function, as this classification was deemed more meaningful for comprehension of the Group's business result.
The Statement of Comprehensive Income presents the components that determine gain/(loss) for the period and the costs and revenues reported directly under shareholders' equity for transactions other than those set up with shareholders.
The cash flow statement is presented using the indirect method.
The statement of changes in shareholders' equity analytically details the changes occurring in the financial year and in the previous financial year.
In preparing the consolidated financial statements, the historic cost principle has been adopted for all assets and liabilities except for some tangible assets in the "Land and buildings" category which were revalued on transition to IFRS, as described later in this document, and some financial assets available for sale (AFS) for which the fair value principle is applied.
Preparation of IFRS-compliant financial statements requires the use of some estimates. Reference should be made to the section describing the main estimates made in this set of consolidated financial statements.
The accounting standards were uniformly applied at all Group companies and for all periods presented.
These financial statements are drawn up in thousands of euro, which is the Group's "functional" and "presentation" currency as envisaged by IAS 21, unless otherwise indicated.
The control is obtained when the Group, as defined in IFRS 10, is exposed, or has rights, to variable returns from its involvement with the investee and, at the same time, has the ability to affect those returns through its power over the investee.
Specifically, the Group controls an investee if, and only if the Group has:
In general, it is assumed that the majority of votes entails a control. To support this assumption, and when the Group holds less than the majority of votes (or similar rights), the Group considers all relevant facts and circumstances in order to define whether it controls the investees, including:
The Group reconsiders whether it has the control on an investee if the facts and circumstances show that changes occurred in one or more of the three elements used for the definition of control. An investee is consolidated when the Group obtains its control and the consolidation ends when the Group loses control. Assets, liabilities, revenues and costs of the investee, which is acquired or sold during the year, are included in the consolidated financial statements at the date in which the Group obtains the control until the date in which the Group no longer exercises control on the entity.
In order to ensure consistency with the Group accounting policies, when necessary the financial statements of the investees are adequately adjusted. All assets and liabilities, Shareholders' Equity, revenues, costs and intercompany cash flows related to transactions between Group entities are entirely derecognised under consolidation.
Changes in equity investments in an investee that do not entail the loss of control are recognised in Shareholders' Equity.
If the Group loses control in an investee, all related assets (including goodwill), liabilities, minority interests and other components in the Shareholders' Equity must be derecognised, while any possible profit or loss will be recognised in the Income Statement. The equity interest possibly maintained must be recognised at fair value.
Reciprocal payables and receivables and cost and revenue transactions between consolidated companies and the effects of all significant transactions between them have been eliminated.
More specifically, profits not yet realised with third parties, stemming from infragroup transactions and those included, as at reporting date, in the measurement of inventories have been eliminated where they exist.
Company combinations are accounted for by using the acquisition method. The cost of an acquisition is measured as the sum of the consideration transferred, measured at fair value on the acquisition date and the amount of minority interests in the acquired company. For all business combinations, the Group assesses whether to measure the minority interests in the acquired company at fair value or as a proportion of the minority shareholdings in the net identifiable assets of the acquired company. The acquisition costs are written off in the year and recognised under administrative expenses.
When the Group acquires a business, it classifies or designates the financial assets acquired or the financial liabilities assumed according to the terms of the contract, the economic terms and conditions in the other pertinent conditions as at the acquisition date. This includes the verification of whether an incorporated derivative must be separated from the primary contract.
If the business combination is carried out in more than one step, the equity investment previously held is recalculated at fair value at the acquisition date and any resulting profit or loss is recognised in the Income Statement.
Any contingent consideration, to be recognised, is measured by the purchaser at fair value on the acquisition date. The change in fair value of the potential amount stated as asset or liability, as financial instrument under the scope of IAS 39 Financial instruments: Recognition and Measurement, must be recognised in the Income Statement.
Goodwill is initially measured at the cost, which is the surplus of the consideration paid and the amount recognised for the minority interests as compared to the net identifiable assets acquired and the liabilities undertaken by the Group. If the fair value of the acquired net assets exceeds the aggregate amount paid, the Group assesses whether all assets acquired and liabilities undertaken have been correctly identified and then reviews the procedures used to determine the amounts to be recognised at the acquisition date. If the new measurement highlights a fair value of net assets acquired, which is higher than the amount paid, the difference (profit) is recognised in the Income Statement.
After initial recognition, goodwill is measured at cost, less any cumulative impairment losses. In impairment testing, goodwill acquired in a business combination is allocated, since the acquisition date, to each Group CGU, which is expected will benefit from synergies of the business combination, regardless of the fact that other assets or liabilities related to the acquired entity are allocated to those CGUs.
Associates are companies in which the Group has significant influence but does not exercise control over operations. Significant influence is presumed to exist when the Group holds 20 to 50 percent of voting rights.
Our consolidated financial statements for the year as at 31 December 2015 include our share of the profits and losses of associates, recognised in equity, from the date when significant influence over operations began until cessation of the same.
Under the equity method, the equity investment in an associate is initially recognised at cost and the carrying value is increased or decreased to recognise the portion of the profits or losses of the investee that are realised after the acquisition. The goodwill concerning the associate is included in the carrying value of the investment and is not subject to amortisation, nor to an individual impairment test.
The Group's share of associates' post-acquisition profits or losses is recognised in the income statement, whereas its post-acquisition share of changes in reserves is recognised in reserves. Cumulative postacquisition changes are included in the investment's carrying value.
Unrealised profits relating to transactions between the Group and its associates are eliminated in proportion to the Group's interests in such associates. Unrealised losses are also eliminated unless the loss is considered to represent impairment of the assets transferred. Accounting standards adopted by associates have been modified when necessary to ensure consistency with the policies adopted by the Group.
Upon losing significant influence over an associate, the Group measures and recognises the residual equity investments at fair value. Any difference between the carrying value of the equity investments on the date that significant influence is lost, as well as the fair value of the residual equity investments and the consideration received must be recognised in the income statement.
The accounting criteria used to prepare the Datalogic Group's consolidated financial statements for the year ended 31 December 2015 are described below. The accounting standards described have been consistently applied by all Group entities.
Owned tangible assets are initially recognised at the cost of contribution, purchase, or in-house construction. The cost comprises all directly attributable costs necessary to make the asset available for use (including, when significant and in the presence of effective obligations, the present value of the estimated costs for decommissioning and removal of the asset and for reinstatement of the location), net of trade discounts and allowances.
Some tangible assets in the "Land and buildings" categories, in line with IAS 16 provisions, were measured at fair value (market value) as at 1 January 2004 (IFRS transition date) and this value was used as the deemed cost. Fair Value was calculated based on evaluation expertises performed by independent external consultants. The fair value was determined according to appraisals made by independent external consultants. The cost of buildings is depreciated net of the residual value estimated as the realisation value obtainable via disposal at the end of the building's useful life.
Costs incurred after purchase are recognised in the asset's carrying value, or are recognised as a separate asset, only if it is thought likely that the future economic benefits associated with the asset will be enjoyed and the asset's cost can be reliably measured. Maintenance and repair costs or replacement costs that do not have the above characteristics are recognised in the income statement in the year in which they are borne.
Tangible assets are depreciated on a straight-line basis each year - starting from the time when the asset is available for use, or when it is potentially able to provide the economic benefits associated with it - according to economic/technical rates determined according to assets' residual possibility of use and taking into account the month when they became available for use in the first year of utilisation.
Land is considered to be an asset with an indefinite life and therefore not subject to depreciation.
The depreciation rates applied by the Group are as follows:
| Asset category | Annual depreciation rates |
|---|---|
| Property: | |
| Buildings | 2% - 3.3% |
| Land | 0% |
| Plant and equipment: | |
| Automatic operating machines | 20% - 14.29% |
| Furnaces and appurtenances | 14% |
| Generic/specific production plant | 20% - 10% |
| Other assets: | |
| Plant pertaining to buildings | 8.33% - 10% - 6.67% |
| Lightweight constructions | 6.67% - 4% |
| Production equipment & electronic instruments | 20% - 10% |
| Moulds | 20% |
| Electronic office machinery | 33% - 20% - 10% |
| Office furniture and fittings | 10% - 6.67% - 5% |
| Cars | 25% |
| Freight vehicles | 14% |
| Trade show & exhibition equipment | 11% - 20% |
| Improvements to third-party assets | Contract duration |
If, regardless of the depreciation already posted, enduring impairment of value emerges, the asset is written down; if the reasons for devaluation disappear in later years, the original value is reinstated. The residual value and useful life of assets are renewed at least at each year-end in order to assess any significant changes in value.
Gains and losses on disposals are calculated by comparing the selling price with net carrying value. The amount thus determined is recognised in the income statement.
The fixed assets under financial leases are those fixed assets for which the Group has assumed all the risks and benefits connected with the ownership of the asset. Such assets are measured at the lower of fair value and present value of lease instalments at the time of contract signature, net of cumulative depreciation and write-downs. Financial lease instalments are recorded as described in IAS 17; specifically, each instalment is divided into principal and interest. The sum of the portions of principal payable at the reporting date is recorded as a financial liability; the portions of interest are recorded in the income statement each year until full repayment of the liability.
Intangible assets are recognised under assets in the Statement of Financial Position when it is likely that use of the asset will generate future economic benefits and when the asset's costs can be reliably calculated. They are initially recognised at the value of contribution or at acquisition or production cost, inclusive of any ancillary costs.
Gains and losses on disposals are calculated by comparing the selling price with net carrying value. The amount thus determined is recognised in the income statement.
Goodwill is initially valued at the cost which is the difference between the consideration paid and the amount recognised for the minority interests as compared to the net identifiable assets acquired and the liabilities assumed by the Group. If the consideration is less than the fair value of the net assets of the acquired subsidiary, the difference is recognised in the income statement. It is an intangible asset with an indefinite life.
After initial recognition, goodwill is measured at cost less any cumulative impairment losses.
Goodwill is allocated to the cash generating units (CGUs) and is tested for impairment annually, or more frequently if events or changes in circumstances suggest possible loss of value, pursuant to IAS 36 – "Impairment of Assets".
If the goodwill has been allocated to a cash generating unit (CGU) and the entity disposes of part of this unit, the goodwill associated with the sold unit must be included in the carrying value of the asset when the profit or loss on disposal is determined. The goodwill associated with the disposed asset must be determined on the basis of the values relating to the disposed asset and the part of the CGU that was maintained.
As required by IAS 38, research costs are entered in the income statement at the time when the costs are incurred.
Development costs for projects concerning significantly innovative products or processes are capitalised only if it is possible to demonstrate:
In the absence of any one of the above requirements, the costs in question are fully recognised in the income statement at the time when they are borne.
Development costs have a finite useful life and are capitalised and amortised on a straight-line basis from the start of the product's commercial production for a period equal to the useful life of the products to which they relate, estimated to be five years.
Other intangible assets consist of:
These assets are considered to be intangible assets of finite duration and are amortised over their presumable useful life (see the next table).
Intangible assets of finite duration are systematically amortised according to their projected future usefulness, so that the net value at the reporting date corresponds to their residual usefulness or to the amount recoverable according to corporate business plans. Amortisation starts when the asset is available for use.
The useful life for each category is detailed below:
| DESCRIPTION | Useful Life - years |
|---|---|
| Goodwill | Indefinite useful life |
| Development costs | 5 |
| Other intangible assets: | |
| - Software licences (other than SAP licences) | 3/5 |
| - Patents (formerly PSC) | 20 |
| - Customers (formerly PSC) | 10 |
| - Trademarks | 3/10 |
| - "Service agreement" (formerly PSC) | 4 |
| - Know-how (Laservall) | 7 |
| - Commercial structure (Laservall) | 10 |
| - Commercial structure (Informatics) | 10 |
| - Patents (Evolution Robotics Retail Inc.) | 10 |
| - "Trade Secret" (Evolution Robotics Retail Inc.) | 10 |
| - Patents (former Accu Sort inc) | 10 |
| - "Trade Secret" (former Accu Sort inc) | 10 |
| - SAP licences | 10 |
| - User licences | Contract duration |
Intangible assets with an indefinite useful life are not amortised but tested to identify any impairment of value annually, or more frequently when there is evidence that the asset may have suffered impairment.
Tangible and intangible assets are tested for impairment in the presence of specific indicators of loss of value, and at least annually for intangible assets with an indefinite life and goodwill.
The aim of this impairment test is to ensure that tangible and intangible assets are not carried at a value exceeding their recoverable value, consisting of the higher between their fair value and selling costs and their value in use.
Value in use is calculated based on the future cash flows that are expected to originate from the asset or CGU (cash generating unit) to which the asset belongs. Cash flows are discounted to present value using a discount rate reflecting the market's current estimate of the time value of money and of the risks specific to the asset or CGU to which presumable realisation value refers.
Given their autonomous ability to generate cash flows, the Group's CGUs are defined as being the individual consolidated companies.
If the recoverable value of the asset or CGU, to which it belongs, is less than the net carrying value, the asset in question is written down to reflect its impairment, with recognition of the latter in the income statement for the period.
Impairment losses relating to CGUs are allocated firstly to goodwill and, for the remaining amount, to the other assets on a proportional basis.
If the reasons causing it cease to exist, impairment is reversed within the limits of the amount of what would have been the book value, net of amortisation of the historical cost, if no impairment had been recognised. Any reinstatements of value are recognised in the income statement. In the case of goodwill, impairment value is never reversed.
In accordance with IAS 39, the Group classifies its financial assets in the following categories:
Financial assets at fair value with contra entry in the income statement: these are financial assets acquired primarily with the intention of making a profit from short-term price fluctuations and designated as such from the outset; they are recognised at fair value and any changes during the period are recognised in the income statement. Within the Group this category includes securities classified among current assets.
Loans and receivables: they are financial assets other than derivatives with a fixed or calculable payment flow and which are not listed in an active market. They are recognised according to the amortised cost criterion using the effective interest rate method. They are classified as "current assets", apart from those due after 12 months, which are classified as non-current assets. Within the Group this category includes trade receivables, other receivables and cash.
Available for sale financial assets: these are financial assets other than derivatives, which are not classified in other categories; they are valued at fair value and related changes are entered in an equity reserve. They are classified under non-current assets, unless they are intended to be sold within 12 months. Within the Group this category includes investments in other companies and securities.
The fair value of listed securities is based on current market prices. If a financial asset's market is not active, the Group establishes fair value by using recent transactions taking place close to balance sheet date or by referring to other instruments of substantially the same kind or using discounted cash-flow (DCF) models.
In some circumstances, the Group does not have sufficient information to calculate the fair value of these financial assets. In this case, they are maintained at cost.
A financial asset (or, where applicable, the portion of a financial asset or part of a group of similar financial assets) is removed from the financial statements when:
Financial hedging instruments: the Group holds derivative financial instruments to hedge exposure to foreign exchange or interest rate risk. In accordance with the rules of the Risk Policy approved by the Board of Directors, the Group does not have any speculative financial instruments. Consistently with the approach established by IAS 39, hedging instruments are accounted for using the hedge-accounting approach if all the following conditions are met:
exposure to changes in cash flows that could ultimately affect profit or loss;
The basis of measurement of hedging instruments is their fair value on the designated date. The fair value of currency derivatives is calculated in relation to their intrinsic value and their time value.
At each annual reporting date, hedging instruments are tested for effectiveness to see whether the hedge qualifies as an effective hedge and is therefore eligible for hedge accounting.
The fair value of hedging instruments is set out in Note 6, while movements in the cash flow hedge reserve are shown in Note 11.
When financial instruments qualify for hedge accounting, the following accounting treatment is applied:
Fair value hedge – If a financial derivative is designated as a hedge for exposure to the changes in fair value of an asset or liability attributable to a particular risk that may affect the income statement, profit, or loss, deriving from subsequent valuations of the hedge's fair value, is recognised in the income statement. The profit or loss on the hedged item, attributable to the risk covered, changes the carrying value of that item and is recognised in the income statement.
Cash flow hedge – If a financial derivative is designated as a hedge for exposure to the variability of future cash flows of an asset or liability, or of an expected, highly probable transaction that may affect profit and loss, the changes in the hedge's fair value are recognised in equity for the effective portion of the hedge (intrinsic value), while the part relating to time value and any ineffective portion (over-hedging) is recognised in the income statement.
If a hedge or hedging relationship has ended but the hedged transaction has not yet taken place, cumulative profits and losses recognised thus far in equity are recognised in the income statement when the related transaction takes place. If the hedged transaction is no longer considered probable, the still unrealised profits and losses suspended in equity are immediately recognised in the income statement.
If hedge accounting cannot be applied, gains and losses arising from fair-value measurement of the financial derivative are immediately recognised in the income statement.
Inventories are measured at the lower of cost and net realisable value. Cost is calculated using the weighted average cost method. Finished product, semi-finished product and raw material costs include the cost of raw materials, direct labour, and other production costs that are directly and indirectly allocable (in this case on the basis of normal production capacity). Net realisable value is the estimated selling price in the normal course of business, less any selling costs.
Trade receivables are amounts due from customers following the sale of products and services.
Receivables are initially recognised at fair value and subsequently at amortised cost – using the effective interest rate method – net of related impairment losses. Short term payables are not discounted, since the effect of discounting the cash flows is not significant.
The estimated impairment of receivables is recognised when it becomes evident that the past-due receivable
cannot be recovered, due to financial difficulties of the customer that might lead to its bankruptcy or financial restructuring.
Cash and cash equivalents comprise cash on hand, bank and post office deposits, and short-term financial investments (maturity of three months or less after purchase date) that are highly liquid, readily convertible into cash and are subject to insignificant risk of changes in value.
Current-account overdrafts and advances on invoices subject to collection are deducted from cash only for the purposes of the cash flow statement.
Share capital consists of the ordinary shares outstanding, which are posted at par value.
Costs relating to the issue of new shares or options are classified in equity (net of associated tax benefit relating to them) as a deduction from the proceeds of the issuance of such instruments.
In the case of buyback of treasury shares, the price paid, inclusive of any directly attributable accessory costs, is deducted from the Group's shareholders' equity until such shares are cancelled, re-issued, or sold, as required by IAS 32. When treasury shares are resold or re-issued, the proceeds, net of any directly attributable accessory costs and related tax effect, are posted as Group shareholders' equity.
Consequently, no profit or loss is entered in the consolidated income statement at the time of purchase, sale or cancellation of treasury shares.
Interest-bearing financial liabilities are initially recorded at fair value, net of ancillary costs.
After initial recognition, interesting-bearing financial liabilities are measured at amortised cost using the effective interest rate method.
A financial obligation is written off when the obligation underlying the liability has been extinguished or annulled or fulfilled.
If an existing financial liability is replaced by another one from the same lender, under conditions that are essentially different, or if the terms and conditions of an existing liability are essentially amended, this change or amendment will be treated as a reversal of the original liability or the recognition of a new liability, with recognition in income of any differences involving the carrying values.
Post-employment benefits are calculated based on programmes that, depending on their characteristics, are either "defined-contribution programmes" or "defined-benefit programmes".
Employee benefits substantially consist of accrued provision for severance indemnities of the Group's Italian companies and of retirement provisions.
Italian Law no. 296 of 27 December 2006 ("2007 National Budget Law") and subsequent decrees and regulations enacted during 2007 introduced – as part of overall reform of the Italian pension system – significant changes regarding the ultimate use of the portions of severance-indemnity provision accruing.
Until 31 December 2006, severance indemnity provision came within the scope of post-employment definedbenefit plans and was measured in accordance with IAS 19, by independent actuaries, using the projected unit credit method.
Actuarial gains and losses as at 1 January 2004 – the date of transition to IFRSs – were recognised in specific equity reserved. Actuarial gains and losses after that date are recognised in the income statement on an accrual accounting basis, i.e. not using the "corridor" method envisaged by IAS 19.
Following the reform of supplemental pensions, employees can allocate the new severance indemnity provision accruing to supplemental pension systems, or opt to keep it in the company (in the case of companies with less than 50 employees) or to transfer them to the INPS – the state pension and welfare agency (in the case of companies with more than 50 employees).
Based on these rules, and also basing itself on the generally accepted interpretation, the Group decided that:
Provisions for risks and charges are set aside to cover liabilities whose amount or due date are uncertain and that must be recognised on the statement of financial position when the following conditions are satisfied at the same time:
In the case of events that are only remote, i.e. events that have very little likelihood of occurrence, no provision made and no additional or supplementary disclosure is provided.
Provisions are recognised at the value representing the best estimate of the amount the entity would pay to settle the obligation, or to transfer it to third parties, at the reporting date. If the time value of money is material, provisions are calculated by discounting expected future cash flows at a pre-tax discount rate reflecting the market's current evaluation of the cost of money over time.
When discounting to present value is performed, the increase in the provision due to the passage of time is recognised as finance expense.
The Group established restructuring provisions if there exists an implicit restructuring obligation and a formal plan for the restructuring that created in interested third parties the reasonable expectation that the company will carry out the restructuring or because it has begun its realisation or because it has already communicated its main aspects to interested third parties.
Income taxes include current and deferred taxes. Income taxes are generally recognised in the income statement, except when they relate to items entered directly in equity, in which case the tax effect is recognised directly in equity.
Current income taxes are the taxes that are expected to be paid, calculated by applying to taxable income the tax rate in force at the reporting date and adjustments to taxes related to prior periods.
Deferred taxes are calculated using the liability method applied to temporary differences between the amount of assets and liabilities in the consolidated financial statements and the corresponding amounts recognised for tax purposes, except as follows:
Deferred tax assets are recognised for all deductible temporary differences and tax credits and losses and can be brought forward, to the extent that the existence of adequate future taxable profits will exist against which the usage of the deductible temporary differences and the tax credits and losses brought forward can be used, except in cases where:
Deferred taxes are calculated at the tax rate expected to be in force at the time when the asset is sold or the liability is redeemed.
Deferred tax assets are recognised only if it is probable that sufficient taxable income will be generated in subsequent years to realise them.
The Parent Company Datalogic S.p.A. and numerous Italian subsidiaries fall within the scope of the "domestic tax consolidation" of Hydra S.p.A.. This permits the transfer of total net income or the tax loss of individual participant companies to the Parent Company, which calculates a single taxable income for the Group or a single tax loss carried forward, as the algebraic sum of the income and/or losses, and therefore files a single tax liability or credit with the Tax Authorities.
Trade and other payables are measured at cost, which represents their discharge value. Short-term payables are not discounted, since the effect of discounting the cash flows is not significant.
Revenues include the fair value of the amount collected or collectable from the sale of goods or rendering of services within the scope of the company's characteristic business activity. Revenues are disclosed net of VAT, returns, discounts and reductions and after eliminating Group intercompany sales.
Revenues from the sale of goods are recognised only when all the following conditions are met:
Revenues arising from a transaction for the rendering of services is recognised only when the results of the transaction can be reliably estimated, based on the stage of completion of the transaction at the reporting date. The results of a transaction can be reliably measured when all the following conditions are met:
Revenues relating to dividends, interest and royalties are respectively recognised as follows:
Government grants are recognised - regardless of the existence of a formal grant resolution - when there is reasonable certainty that the company will comply with any conditions attached to the grant and therefore that the grant will be received.
Government grants receivable as compensation for costs already incurred or to provide immediate financial support to the recipient company with no future related costs, are recognised as income in the period in which they become receivable.
Lease contracts in which the lessor substantially preserves all the risks and rewards of ownership are classified as operating leases and related fees are charged to the income statement on a straight-line basis according to the contract's duration.
Dividends are recognised when shareholders have the right to receive payment. This normally corresponds to the date of the annual general shareholder meeting that approves dividend distribution.
The dividends distributable to Group Shareholders are recognised as an equity movement in the year when they are approved by the shareholders' meeting.
Basic EPS is calculated by dividing the Group's profit by the weighted average number of ordinary shares outstanding during the year, excluding treasury shares.
Diluted EPS is calculated by dividing the Group's profit by the weighted average number of ordinary shares outstanding during the year, excluding treasury shares. For the purposes of calculation of diluted EPS, the weighted average number of outstanding shares is determined assuming translation of all potential shares with a dilutive effect, and the Group's net profit is adjusted for the post-tax effects of translation.
The items shown in the financial statements of each Group entity are shown in the currency of the economic environment in which the entity operates, i.e. in its functional currency. The consolidated financial statements are presented in euro, the euro being the Parent Company's functional presentation currency.
Foreign currency transactions are initially converted to euro at the exchange rate existing on the transaction date.
At the reporting date, foreign-currency monetary assets and liabilities are converted at the exchange rate in force on that date. The exchange differences are recognised in the income statement.
Foreign-currency non-monetary items measured at cost are converted using the exchange rate in force on the transaction date.
Non-monetary items recognised at fair value are converted using the exchange rate in force when carrying value is calculated.
Foreign exchange gains and losses arising from the collection of foreign currency receivables or payment of foreign currency payables are recognised in the income statement.
The assets and liabilities of Group companies with functional currencies other than the euro are calculated as follows:
The exchange differences deriving from the conversion were recognised in the statement of comprehensive income. In the event of disposal of a foreign equity investment, cumulative foreign exchange differences recognised in the equity reserve are recycled to the income statement.
Goodwill and fair value adjustment of assets and liabilities acquired as part of a foreign business combination are considered as assets and liabilities converted into euro at the exchange rate in force on balance sheet date.
The exchange rates recorded by the Italian Foreign Exchange Bureau and used for translation into euro of the foreign companies' financial statements are as follows:
| Currency (ISO Code) | Quantity of currency/1 euro | |||||||
|---|---|---|---|---|---|---|---|---|
| 2015 | 2015 | 2014 | 2014 | |||||
| Final exchange rate |
Average exchange rate |
Final exchange rate | Average exchange rate |
|||||
| US Dollar (USD) | 1.0887 | 1.1095 | 1.2141 | 1.3285 | ||||
| British Pound Sterling (GBP) | 0.7340 | 0.7258 | 0.7789 | 0.8061 | ||||
| Swedish Krona (SEK) | 9.1895 | 9.3535 | 9.3930 | 9.0985 | ||||
| Singapore Dollar (SGD) | 1.5417 | 1.5255 | 1.6058 | 1.6823 |
| Datalogic Group | ||||
|---|---|---|---|---|
| Japanese Yen (JPY) | 131.0700 | 134.3140 | 145.2300 | 140.3061 |
| Australian Dollar (AUD) | 1.4897 | 1.4777 | 1.4829 | 1.4719 |
| Hong Kong Dollar (HKD) | 8.4376 | 8.6014 | 9.4170 | 10.3025 |
| Chinese Renminbi (CNY) | 7.0608 | 6.9733 | 7.5358 | 8.1857 |
| Real (BRL) | 4.3117 | 3.7004 | 3.2207 | 3.1211 |
| Mexican Pesos (MXN) | 18.9145 | 17.6157 | 17.8679 | 17.6550 |
| Hungarian Forint (HUF) | 315.9800 | 309.9956 | 315.5400 | 308.7061 |
Operating segments are identified based on the internal statements used by senior management in order to allocate resources and evaluate results (internal reporting for performance analysis).
Business combinations under common control are excluded from the application field of IFRS 3. In the absence of a reference to a specific IFRS standard or interpretation that specifically applies to a transaction, it is worth recalling that IAS 1.13 requires, in general terms, that the financial statements give a reliable and relevant disclosure of the effects of transactions, other events and conditions in compliance with definitions and reporting criteria provided for by the IFRS Framework for assets, liabilities, income and expenses and that IAS 1.15 sets out that companies, in compliance with the hierarchy set out by IAS 8, shall select the accounting criteria suited to achieve the general target of a reliable and relevant disclosure. Given the specificity of these transactions and the fact that IFRS Standards do not consider them specifically, the Company's management deemed that the most suited accounting principle should refer to the general policies set forth by IAS 8.
As clearly shown in IAS 8.11, the IAS/IFRS criteria may be defined as a "closed" system. Therefore, the solution to the issue of transactions under common control shall be found at first instance within the IFRS standards. A derogation related, for example, to a system of national standards or segment accounting treatments might therefore be inappropriate. In particular, IAS 8.10 standard sets out that, in the absence of an IFRS standard or interpretation that specifically applies to a transaction, other event or condition, management must use its judgement in developing and applying an accounting policy that results in information that is:
In making that judgement, management must refer to, and consider the applicability of, the following sources in descending order:
(a) the requirements and guidance in standards and interpretations dealing with similar or related issues;
(b) the definitions, recognition criteria and measurement concepts for assets, liabilities, income and expenses in the Framework.
Consolidated Financial Statements as at 31.12.2015 - Explanatory Notes 47 In expressing the aforementioned judgement, management may also consider the most recent pronouncements of other standard-setting bodies that use a similar conceptual framework to develop accounting standards, other accounting literature and accepted sector practices, to the extent that these do not conflict with the above-mentioned sources. In finding an accounting policy within the conceptual framework and meeting the criteria set out by IAS 8.10, the key element is represented by the fact that the accounting policy selected to disclose transactions "under common control" must reflect their economic substance, independently from their juridical form. The presence or absence of "economic substance", therefore, seems to be the key element for the selection of an accounting policy.
As shown also in the Assirevi OPI 1 document on the "Accounting treatment of 'business combinations of entities under common control'", the economic substance must be a generation of added value for the entirety of the parties involved (such as higher income, cost-saving, realisation of synergies) which results in significant changes in cash flows, before and after the transaction of transferred assets. The application of the value continuity principle results in the disclosure, in the statement of financial position, of amounts equal to those that would have been disclosed if the companies under business combination had always been combined together. Net assets of the acquired entity and the acquiring entity have therefore been measured at the carrying values which were disclosed in the related accounts before the transaction in question.
A construction contract, as defined by IAS 11 ("Long-term construction contracts"), is a contract specifically negotiated for the construction of an asset or a group of strictly linked or interrelated assets as regards their design, technology and function or their final use. The costs of a construction contract are recognised in the year in which they are borne. Revenues are recognised in proportion to the stage of completion of this contract at balance-sheet date, when the result can be estimated reliably.
When the outcome of a contract cannot be estimated reliably, revenues should be recognised only to the extent that contract costs incurred are expected to be recoverable. When total contract costs are likely to exceed the total contract revenues, the total expected loss should be recognised immediately as an expense.
The contract revenues are recognised in proportion to the stage of completion of contract activity, based on the cost-to-cost method, which provides for the proportion between contract costs incurred for the works performed till the reference date and the total expected contract costs.
Disclosure of contract works in the statement of financial position is as follows:
The accounting standards adopted for preparation of the consolidated financial statements conform to those used for the preparation of the consolidated financial statements for the period ended 31 December 2014, except for the adoption on 1 January 2015 of the new standards, amendments and interpretations.
The Group adopted some accounting standards and amendments that are applied for annual periods beginning on or after 1 January 2015. The nature and effect of these changes are described hereunder, pursuant to requirements set forth in IAS 8.
Consolidated Financial Statements as at 31.12.2015 - Explanatory Notes 48
However, the above had no impact on the Group's consolidated financial statements. The nature and impact of any new principle/amendment are specified hereunder:
This improvement is applied prospectively and clarifies various issues connected with the definition of conditions, related to the achievement of results or services rendered, which are considered as vesting conditions. Clarifications are consistent with the modalities with which the Group has identified, in the previous periods, the conditions related to the achievement of results or services rendered and that are considered as vesting conditions. Moreover, the Group granted no share-based bonuses; therefore, these improvements had no effect on the Group's financial statements or accounting criteria.
Within the annual project of improvement 2010-2012, IASB issued the following amendments to the accounting standards already effective since 1 July 2014 and that had no significant impact on the Group.
The amendment is applicable retrospectively and clarifies the following:
An entity is required to disclose measurements made by the management in applying the aggregation criteria envisaged in paragraph 12 of IFRS 8, including a brief description of the operating segments which were aggregated, as well as the economic characteristics (e.g. sales or gross profit) used to determine whether the segments are "similar". The reconciliation between segment-related assets and total assets must be disclosed only if the reconciliation is submitted to the operating chief decision maker, as required for segment-related liabilities.
The amendment is applied retrospectively and clarifies that, in IAS 16 and IAS 38, an asset can be revalued based on observable data both adjusting the gross carrying value of the asset to the market value, and determining the market value of the carrying value and adjusting the gross carrying value on a pro rata basis so that the resulting carrying value is equal to the market value. Moreover, accumulated amortisation represents the difference between gross value and carrying value of an asset. This amendment had no impact on the revaluation adjustments accounted for by the Group in the current financial year.
The amendment is applied retrospectively and clarifies that a management entity (an entity which supplies services related to managers with strategic responsibilities) is a related party, subject to disclosure on related parties. Moreover, an entity which uses a management entity should disclose the cost borne for the management services.
Within the annual plan of IFRS improvements - 2011-2013, IASB issued some amendments to some accounting standards, which were already effective on 1 July 2014 and that had no significant impact on the Group.
The amendment is applicable prospectively and clarifies that the portfolio exception envisaged by IFRS 13 can be applied not only to financial assets and liabilities, but also to other contracts within the scope of IAS 39. The Group does not apply the portfolio exception as envisaged by IFRS 13.
The Group has not provided for an early adoption of any standard, interpretation or improvement that has been issued but is not yet effective.
Following are the standards which, on the date that the group consolidated financial statements were prepared, had already been issued but were not yet in force.
In July 2014, IASB issued the final version of IFRS 9 Financial Instruments, which reflects all the project steps related to financial instruments and supersedes IAS 39 "Financial Instruments: Recognition and Measurement", as well as all previous versions of IFRS 9. The standard introduces new requirements for the classification, measurement, impairment and hedge accounting. IFRS 9 is effective to annual periods beginning on or after 1 January 2018. Early application is permitted. The standard shall be applied retrospectively, although the supply of comparative information is not mandatory. The early application of previous versions of IFRS 9 (2009, 2010 and 2013) is permitted if the first-time adoption is before 1 February 2015.
The IFRS standard was issued in May 2014 and provides a five-step new model to be applied to all contracts with customers. According to IFRS 15, revenue should be recognised for an amount corresponding to the right in payment the entity believes to have against the sale of goods or services to customers. This standard envisages a more structured approach in recognising and measuring revenue.
The new principle is applicable to all entities and will replace all current requirements included in IFRS on recognition of revenues. The standard is effective for annual periods beginning on or after 1 January 2017, with fully retrospective or modified application. Early application is permitted. The Group is currently evaluating the impact of IFRS 15 and is taking account of clarifications issued by IASB in the exposure draft issued in July 2015. The Group will evaluate any further development, while expecting to apply the new standard at the mandatory effective date.
The amendments to IFRS 11 envisage that a joint operator, who reports the acquisition of an interest in a joint control agreement in which the activity of the joint operation constitutes a business, should apply the principles as defined in IFRS 3 on the basis of the business combinations guidance. The amendments clarify that, in the event a joint control is maintained, the interest previously held in a joint-control agreement shall not be re-measured upon the acquisition of another interest in the same joint control agreement. Moreover, for clarification purposes, the following was excluded from the scope of the IFRS 11. Amendments are not applicable when the parties in a joint control, including the entity that prepares the financial statements, are subject to the mutual control of the same ultimate controlling entity.
Amendments are applicable to both the acquisition of the initial interest in a joint-control agreement, and the acquisition of any further interest in the same joint control agreement. Amendments must be applied prospectively to annual periods beginning on or after 1 January 2016. Early application is permitted. No impact resulting from the application of these amendments is expected on the Group.
These amendments clarify the principle, included in IAS 16 and IAS 38, that revenues reflect a model of economic benefits generated by the management of a business (in which the asset is embodied), rather than the consumption of the economic benefits when an asset is used. As a result, a method based on revenues cannot be used for depreciation of real estate properties, plant and machinery and could be used only in very restricted circumstances when amortising intangible assets. Amendments must be applied prospectively to annual periods beginning on or after 1 January 2016. Early application is permitted. No impact on the Group is expected while applying these amendments, given that the Group does not use revenue-based methods for the amortisation/depreciation of non-current assets.
The amendments will reinstate the equity method as an accounting option for equity investments in subsidiaries, joint ventures and associates in an entity's separate financial statements. Entities that are already applying the IFRS standards and elect to modify the accounting principles by adopting the equity method to their separate financial statements should apply the amendment retrospectively. In the event of fist-time adoption of IFRSs, the entity that elects to adopt the equity methods in the separate financial statements should apply this standard at the transition date to IFRS. Amendments are effective for annual periods beginning on or after 1 January 2016. Early application is permitted. No impact on the Group's financial statements is expected for the application of these amendments.
Amendments are related to the conflict between IFRS 10 and IAS 28, with reference to the loss in control of an investee, which is sold or transferred to an associated company or a joint venture. Amendments clarify that profit or loss resulting from the sale or transfer of assets representing a business, as defined by IFRS 3, between an investor and its associated company or joint venture, must be entirely recognised. Any profit or loss, resulting from the sale or transfer of assets, which do not represent a business, is however recognised only within the limits of the portion held by third-party investors in the associated company or joint venture. These amendments must be applied prospectively and will be in force for annual periods beginning on or after 1 January 2016. Early application is permitted. These amendments are not expected to have any impact on the Group.
These amendments are effective for annual periods beginning on 1 January 2016 or later. They include the following:
Assets (or disposal group) are generally disposed of through the sale, or the distribution to shareholders. This amendment clarifies that the change from either disposal methods should not be considered as a new plan to sell, but rather the continuation of the original one. Therefore, there is no discontinuation in the application of requirements of IFRS 5. This amendment shall be applied prospectively.
The amendment clarifies that a servicing contract envisaging a remuneration can entail a continuing involvement of a financial asset. The entity shall define the type of remuneration and of agreement based on the guidance contained in the IFRS 7 on the continuing involvement, in order to evaluate whether a clarification is required. The definition of what type of servicing contract represents a continuing involvement must be made retrospectively. In any case, the information required shall not be disclosed for annual periods before the first-time application date of this amendment.
(ii) Applicability of amendments to IFRS 7 to condensed interim financial statements.
The amendment clarifies that disclosure requirements on remuneration are not applied to condensed interim financial statements, unless this disclosure constitutes a significant updating of information given in the most recent annual financial statements. This amendment shall be applied retrospectively.
The amendment clarifies that the deep market of high quality corporate bonds should be determined on a currency basis (currency in which the bond is issued), rather than on a country basis (in which the benefits are to be paid). When there is no deep market for high quality corporate bond in that currency, government bonds should be used to establish the discount rate. This amendment shall be applied prospectively.
The amendment clarifies that disclosures required in the interim financial statements should be included either in the interim financial statements or by cross-reference between the interim financial statements and the section of the interim financial report where disclosure is included (e.g. the Management Report or the risk oversight report on risks).
Information supplied in the interim financial report must be available to the reader in the same terms and timing as the interim financial statements. This amendment shall be applied retrospectively. No impact on the Group is expected as regards these amendments.
Amendments to IAS 1 Disclosure of Accounting Policies intends to clarify, rather than significantly modify, some already existing requirements to IAS 1. The amendments clarify:
Moreover, amendments clarify the requirements that are applied when sub-totals are disclosed in the statements of profit/(loss) for the year or other components are disclosed in the Statement of Comprehensive Income or Statement of Financial Position. Amendments are effective for annual periods beginning on or after 1 January 2016. Early application is permitted. No impact on the Group is expected as regards these amendments.
These amendments concern issues which arose in the application of the exception related to the investment entities as per IFRS 10. Amendments to IFRS 10 clarify that the exemption to the presentation of the consolidation financial statements is applied to the parent company, which is the subsidiary of an investment entity, when the investment entity measures all its subsidiaries at fair value.
Consolidated Financial Statements as at 31.12.2015 - Explanatory Notes 52 Moreover, amendments to IFRS 10 clarify that a subsidiary of an investment entity must be consolidated only if it is not an investment entity in itself and supplies support services to the investment entity. All the other subsidiaries of an investment entity are measured at fair value. Amendments to IAS 28 permit that, in application of the equity method, the investor maintains the measurement at fair value applied by associated companies or joint ventures of an investment entity also in the measurement of its equity investments in subsidiaries. These amendments must be applied retrospectively and will be in force for annual periods beginning on or after 1 January 2016. Early application is permitted. No impact on the Group is expected as regards these amendments.
Preparation of IFRS-compliant consolidated financial statements and of the relevant notes requires directors to apply accounting principles and methodologies that, in some cases, are based on valuations and estimates, which in turn are based on historic experience and assumptions considered reasonable and realistic based on circumstances at any given time. The application of such estimates and assumptions affects the amounts reported in financial statements, i.e. the statement of financial position, income statement, and cash flow statement, as well as the information disclosed. The ultimate actual amounts of accounting items, for which these estimates and assumptions have been used, might be different from those reported in the financial statements due to the uncertainty characterising the assumptions and conditions on which estimates are based.
Below we list the accounting items that, more than others, require greater subjectivity on the part of directors in developing estimates and for which any change in conditions underlying assumptions made could have a significant impact on the Group's consolidated financial statements.
Non-current assets;
Development costs;
Inventories write-down;
Deferred tax assets;
Provisions for doubtful accounts;
Employee benefits;
Provisions for risks and charges.
Estimates and assumptions are reviewed regularly and the effects of every change are immediately reflected in the income statement. The measurement criteria of the estimate items are described in the related Notes, to which reference is made.
The Group is exposed to various types of financial risks in the course of its business, including:
The Group is not exposed to any price risk, as it does not hold significant quantities of listed securities in its portfolio, nor is it otherwise exposed to risk deriving from the performance of commodities traded on the financial markets.
Financial risk management is an integral part of management of the Datalogic Group's business activities. Market and liquidity risk is managed on a centralised basis by the Parent Company.
According to the Parent Company's directives, the Group uses derivative contracts relating to underlying financial assets or liabilities or future transactions. More specifically, management of these risks is centralised in the Central Treasury Dept., which has the task of assessing risks and performing related hedging. The Central Treasury Dept. operates directly on the market, possibly also on behalf of subsidiary and investee companies.
Credit risk is managed by the Group's operating units.
Datalogic operates in the international environment and is exposed to translation and transaction exchange risk.
Translation risk relates to the conversion into euro during consolidation of items in the individual financial statements of companies outside the Eurozone. The key currencies are the US dollar, the Australian dollar and the British pound.
Transaction risk relates to trade transactions (foreign currency receivables/payables) and financial transactions (foreign currency borrowings or loans) of Group companies in currencies other than their functional currency.
The key currency is the US dollar (for companies in the Eurozone).
To permit full understanding of the foreign exchange risk on the Group's consolidated financial statements, we have analysed the sensitivity of foreign currency accounting items to changes in exchange rates. The variability parameters applied were identified among the exchange rate changes considered reasonably possible, with all other variables remaining equal.
The following table shows the results of the analysis as at 31 December 2015:
| USD | Carrying value |
Portion exposed to exchange rate risk |
10% | 5% | 1% | -1% | -5% | -10% |
|---|---|---|---|---|---|---|---|---|
| Exchange rates | 1.0887 | 1.1976 | 1.1431 | 1.0996 | 1.0778 | 1.0343 | 0.9798 | |
| Financial assets | ||||||||
| Cash and cash equivalents | 126,212 | 40,573 | (3,688) | (1,932) | (402) | 410 | 2,135 | 4,508 |
| Trade and other receivables | 84,274 | 38,622 | (3,511) | (1,839) | (382) | 390 | 2,033 | 4,291 |
| Financial assets and loans | 1,140 | |||||||
| Income-statement impact | (7,200) | (3,771) | (784) | 800 | 4,168 | 8,799 | ||
| Financial liabilities | ||||||||
| Loans | 179,285 | 1,867 | 170 | 89 | 18 | (19) | (98) | (207) |
| Trade and other payables | 147,367 | 84,284 | 7,662 | 4,014 | 834 | (851) | (4,436) | (9,365) |
| Income-statement impact | 7,832 | 4,102 | 853 | (870) | (4,534) | (9,572) | ||
| Income-statement impact, net | 632 | 331 | 69 | (70) | (366) | (773) |
The Datalogic Group is exposed to interest rate risk associated both with the availability of cash and with outstanding loans. The aim of interest rate risk management is to limit and stabilise payable flows caused by interest paid mainly on medium-term debt in order to achieve a tight match between the underlying and the hedging instrument.
With regard to medium/long-term loans, as at 31 December 2015, Datalogic had interest rate swaps in place with financial counterparties of premier standing, for a notional total of around €6 million. These derivatives permit the hedging of about 4% of total bank borrowings against the risk of a rise in interest rates, synthetically transforming variable-rate loans into fixed-rate loans.
In order to fully understand the potential effects of fluctuations in interest rates to which the Group is exposed, we analysed the accounting items most at risk, assuming a change of 10 basis points in the Euribor and of 10 basis points in the USD Libor. The analysis was based on reasonable assumptions. Below we show the results as at 31 December 2015:
| Euribor | Carrying value |
of which exposed to exchange rate risk |
10bp | -10bp |
|---|---|---|---|---|
| Financial assets | Profit (loss) | Profit (loss) | ||
| Cash and cash equivalents | 126,212 | 76,294 | 76 | (76) |
| Financial assets and loans | 1,140 | |||
| Income-statement impact | 76 | (76) | ||
| Financial liabilities | Profit (loss) | Profit (loss) | ||
| Loans | 39,872 | 10,692 | (11) | 11 |
| 0% Floor loans | 139,413 | 139,413 | (139) | |
| Income-statement impact | (150) | 11 | ||
| Total increases (decreases) | (74) | (65) |
| USD Libor | Carrying value |
of which exposed to exchange rate risk |
10bp | -10bp |
|---|---|---|---|---|
| Financial assets | Profit (loss) | Profit (loss) | ||
| Cash and cash equivalents | 126,212 | 40,573 | 41 | (41) |
| Financial assets and loans | 1,140 | 0 | ||
| income-statement impact | 41 | (41) | ||
| Financial liabilities | Profit (loss) | Profit (loss) | ||
| Loans | 39,872 | 1,867 | (2) | 2 |
| Income-statement impact | (2) | 2 | ||
| Total increases (decreases) | 39 | (39) |
| Euribor | Carrying value |
of which exposed to exchange rate risk |
10bp | -10bp |
|---|---|---|---|---|
| Financial liabilities | Profit (loss) | Profit (loss) | ||
| Derivative instruments | 7875 | 7875 | 8 | (8) |
The Group is exposed to credit risk associated with trade transactions. The two operating divisions have therefore planned risk protection measures in order to keep the amounts outstanding to a minimum, i.e. a specific check on receivables due, management of client credit-line limits and gathering of financial information on companies with higher exposure. A large part of Datalogic's business is conveyed on a network of known clients/distributors, with whom, statistically, no problems connected with credit recoverability have been encountered. In any case, there are no significant concentrations of the risk and it is therefore not considered relevant to provide detailed, quantitative information. Clients requesting deferred conditions of payment are subjected to screening procedures concerning their creditworthiness grade (degree of solvency) and an analysis of the specific deal. If they are significant, trade receivables are subjected to individual impairment testing.
The Group protects itself against credit risk also through the subscription of a factoring contract without recourse. As at 31 December 2015, the trade receivables assigned to factoring amounted to €26,180 thousand (compared to €20,827 thousand at end 2014).
The maximum exposure to credit risk on the balance sheet date is the carrying amount of each class of financial asset presented in Note 4.
The Datalogic Group's liquidity risk is minimised by specific central management by the Parent Company. Bank indebtedness and the management of liquidity are handled centrally via a series of instruments aimed at optimizing the management of financial resources, by primarily using automatic mechanisms as the cash pooling. The Parent Company manages and negotiates medium/long-term financing and credit lines to meet the Group's requirements. Specifically, Datalogic S.p.A., as Parent Company, has cash credit lines available for future requirements and to the benefit of the Group. Centralised negotiation of credit lines and loans on the one hand and centralised management of the Group's cash resources on the other have made it possible to reduce the costs of short-term indebtedness and obtain higher interest income.
We also report that, as at 31 December 2015, the Group's Liquidity Reserve – which includes committed but undrawn credit lines of €186 million – is considered largely sufficient to meet commitments existing as at balance-sheet date.
The following table details the financial liabilities and derivative financial liabilities settled on a net basis by the Group, grouping them according to residual contractual maturity as at balance sheet date. The amounts shown are contractual cash flows not discounted to present value.
The following table shows financial liabilities by maturity:
| 31 December 2015 | ||||||
|---|---|---|---|---|---|---|
| 0 - 1 year | 1 - 5 years | > 5 years | ||||
| Loans | 32,973 | 139,287 | 352 | |||
| Other | 80 | |||||
| Bank overdrafts | 45 | |||||
| Payables for leasing | 260 | 279 | ||||
| Payables to factoring companies | 6,009 | |||||
| Financial derivatives (IRS) | 6 | 115 | ||||
| Trade and other payables | 143,818 | 3,549 | ||||
| TOTAL | 183,191 | 143,230 | 352 |
The Group manages capital with the intention of protecting its own continuity and optimising shareholder value, maintaining an optimum capital structure while reducing its cost.
In line with sector practice, the Group monitors capital based on the gearing ratio. This indicator is calculated as a ratio between net indebtedness (see Note 10) and total capital.
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| Net indebtedness (A) | 20,961 | 55,718 |
| Shareholders' Equity (B) | 298,260 | 241,291 |
| Total capital [(A)+(B)]=C | 319,221 | 297,009 |
| "Gearing ratio" (A)/(C) | 6.57% | 18.76% |
Operating segments are identified based on the internal statements used by senior management to allocate resources and evaluate results.
The Group operates in the following business segments:
ADC – The ADC division is the global leader in high performance fixed scanners for retail and the major EMEA supplier of manual bar code readers as well as the leading player in the mobile computer market for warehouse management, automation of sales and field forces and the collection of data at stores. It includes the manual reader product lines (HHR), fixed readers, mobile computers (MC), self-scan solutions and cashier technologies.
Industrial Automation – The Industrial Automation division, among the major manufacturers in the world of products and solutions for automatic identification, recognition and marketing in the industrial automation market, covers the increasing demand for tracking, inspection and recognition solutions in the manufacturing and logistics processes, mainly couriers, areas. It includes product lines related to: fixed bar code readers using imager and laser technology, the photoelectric sensors and equipment for industrial automation and security, smart remote cameras and software for artificial vision, industrial laser markers.
Informatics – this Company, which is headquartered in the United States, sells and distributes products and solutions for the management of inventories and mobile assets tailored for small and medium sized companies.
Corporate – it includes the operations of the holding company, the real estate operations of the Group and Datalogic IP Tech, which manages the Group's industrial property and research activities.
Intersegment sales transactions are executed at arm's length conditions, based on the Group transfer pricing policies.
The financial information relating to operating segments as at 31 December 2015 and 31 December 2014 are as follows (€/000):
| ADC | Industrial Automation |
Informatics | Corporate | Adjustments | Total Group | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | |
| External sales | 361,635 | 308,197 | 146,050 | 130,254 | 27,383 | 26,124 | 0 | 0 | 0 | (29) | 535,068 | 464,546 |
| Intersegment sales |
2,331 | 1,510 | 34 | 47 | 0 | 0 | 36,451 | 24,918 | (38,816) | (26,475) | 0 | 0 |
| Total sales | 363,966 | 309,707 | 146,084 | 130,301 | 27,383 | 26,124 | 36,451 | 24,918 | (38,816) | (26,504) | 535,068 | 464,546 |
| Ordinary operating result (DIVISIONAL EBITANR) |
73,630 | 67,428 | 6,108 | 5,424 | (223) | 1,098 | 5,179 | (5,745) | (23,473) | (10,186) | 61,221 | 58,019 |
| % of revenues | 20.23% | 21.77% | 4.18% | 4.16% | (0.81)% | 4.20% | 14.21% | (23.06)% | 60.47% | 38.43% | 11.44% | 12.49% |
| Operating result (DIVISIONAL EBIT) |
49,589 | 56,074 | (678) | (974) | (343) | (1,472) | 4,693 | (6,535) | (316) | (185) | 52,945 | 46,908 |
| % of revenues | 13.62% | 18.11% | (0.46)% | (0.75)% | (1.25)% | (5.63)% | 12.87% | (26.23)% | 0.81% | 0.70% | 9.90% | 10.10% |
| Financial income (expenses) |
(6,947) | (7,796) | (1,640) | (1,602) | (289) | (118) | 27,744 | 24,895 | (20,229) | (23,108) | (1,361) | (7,729) |
| Fiscal income (expenses) |
(7,724) | (9,793) | 803 | 575 | 256 | 479 | (4,406) | 378 | 34 | 39 | (11,037) | (8,322) |
| Amortisation, depreciation and write downs |
(10,714) | (9,343) | (4,903) | (4,549) | (329) | (778) | (2,304) | (2,281) | 11 | 34 | (18,239) | (16,917) |
| DIVISIONAL | ||||||||||||
| EBITDA | 81,199 | 74,144 | 8,564 | 7,709 | (14) | 1,274 | 7,483 | (3,464) | (23,484) | (10,220) | 73,748 | 69,443 |
| % of revenues | 22.31% | 23.94% | 5.86% | 5.92% | (0.05)% | 4.88% | 20.53% | (13.90)% | 60.50% | 38.56% | 13.78% | 14.95% |
| R&D expenses (39,027) | (30,176) | (17,942) | (14,670) | (1,180) | (764) | (13,596) | (13,395) | 23,501 | 15,897 | (48,244) | (43,108) | |
| % of revenues | (10.72)% | (9.74)% | (12.28)% | (11.26)% | (4.31)% | (2.92)% | (37.30)% | (53.76)% | (60.54)% | (59.98)% | (9.02)% | (9.28)% |
Costs for 2014 were reclassified under various items to tender them consistent with figures related to 2015. For the details, see the
annex to the Financial Statements.
For the purposes of a better disclosure of operating results for each single division, the Management deemed it appropriate to highlight the Divisional EBITDA as monitoring KPI of the financial performance of the various operating segments in line with data that are periodically reviewed by the top Management, for a decision making on resources to be allocated to the segments and the evaluation of the results obtained by the same.
Reconciliation between EBITDA, EBITANR and profit/(loss) before tax is as follows:
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| EBITDA (*) | 73,748 | 69,443 |
| Depreciation and write-downs of Tangible assets | (7,812) | (7,199) |
| Amortisation and write-downs of Intangible assets | (4,715) | (4,225) |
| EBITANR (*) | 61,221 | 58,019 |
| Non-recurring costs and revenues | (2,564) | (5,618) |
| Depreciation & amortisation due to acquisitions | (5,712) | (5,493) |
| EBIT (Operating result) | 52,945 | 46,908 |
| Financial income | 37,617 | 26,831 |
| Financial expenses | (39,152) | (34,585) |
| Profits from associates | 174 | 25 |
| Pre-tax profit/(loss) | 51,584 | 39,179 |
Consolidated Financial Statements as at 31.12.2015 - Explanatory Notes 59
* as regards the definition of the above-mentioned economic indicators, reference is made to the definition included in the Management Report.
The statement of financial position information relating to operating sectors as at 31 December 2015 compared with the information as at 31 December 2014 is as follows (€/000):
| ADC | Industrial Automation |
Informatics | Corporate | Adjustments | Total Group | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | 31.12.15 | 31.12.14 | |
| Total Assets | 644,360 | 587,938 | 302,179 | 226,237 | 24,604 | 21,423 | 782,593 | 677,215 | (1,064,560) | (912,534) | 689,176 | 600,279 |
| Non-current assets |
159,226 | 148,927 | 99,247 | 85,149 | 15,270 | 12,967 | 33,635 | 30,756 | 573 | 797 | 307,951 | 278,596 |
| Tangible | 19,226 | 17,787 | 18,671 | 10,734 | 2,711 | 2,568 | 27,806 | 26,098 | (30) | (30) | 68,384 | 57,157 |
| Intangible | 140,000 | 131,140 | 80,576 | 74,415 | 12,559 | 10,399 | 5,829 | 4,658 | 603 | 827 | 239,567 | 221,439 |
| Equity investments in associates |
76,241 | 69,287 | 6,387 | 6,213 | 155,190 | 155,190 | (235,836) | (228,882) | 1,982 | 1,808 | ||
| Total Liabilities | 423,679 | 398,989 | 245,880 | 173,420 | 7,245 | 5,504 | 541,641 | 463,614 | (827,529) | (682,539) | 390,916 | 358,988 |
Sector information by region as at 31 December 2015 and 31 December 2014 breaks down as follows (€/000):
| 31/12/2015 | 31/12/2014 | Change | |
|---|---|---|---|
| Revenues in Italy | 45,798 | 44,489 | 2.9% |
| Revenues in Europe | 222,735 | 199,484 | 11.7% |
| Revenues in North America | 161,063 | 132,644 | 21.4% |
| Revenues in Asia & Pacific | 71,490 | 57,327 | 24.7% |
| Revenues in Rest of the World | 33,982 | 30,602 | 11.0% |
| Total revenues | 535,068 | 464,546 | 15.2% |
| 31.12.2015 | 31.12.2014 | Adjustments 31.12.2015 |
Adjustments 31.12.2014 |
Consolidated 31.12.2015 |
Consolidated 31.12.2014 |
Change | |
|---|---|---|---|---|---|---|---|
| NON-CURRENT ASSETS |
|||||||
| Italy | 381,456 | 394,815 | 381,456 | 394,815 | (3.4)% | ||
| Europe | 35,062 | 26,152 | 35,062 | 26,152 | 34.1% | ||
| North America | 392,696 | 354,370 | 392,696 | 354,370 | 10.8% | ||
| Rest of the World | 16,198 | 13,446 | 16,198 | 13,446 | 20.5% | ||
| Eliminations and adjustments |
(429,333) | (441,899) | (429,333) | (441,899) | (2.8)% | ||
| TOTAL | 825,412 | 788,783 | (429,333) | (441,899) | 396,079 | 346,884 | 14.2% |
The consolidated financial statements include the statements of the Parent Company and of the companies in which the former directly or indirectly holds the majority of voting rights.
The companies consolidated on a line-by-line basis for the period ended 31 December 2015 are as follows:
| Company | Registered office | Share capital | Total shareholders' equity (€/000) |
Profit/loss for the period (€/000) |
% Ownership |
|
|---|---|---|---|---|---|---|
| Datalogic S.p.A. | Bologna – Italy | Euro | 30,392,175 | 250,417 | 27,474 | |
| Datalogic Real Estate France Sa |
Paris – France | Euro | 2,227,500 | 3,517 | (14) | 100% |
| Datalogic Real Estate Germany GmbH |
Erkenbrechtsweiler Germany |
Euro | 1,025,000 | 1,515 | (117) | 100% |
| Datalogic Real Estate UK Ltd | Redbourn- England | GBP | 3,500,000 | 5,064 | (64) | 100% |
| Datalogic IP Tech S.r.l. | Bologna – Italy | Euro | 65,677 | (945) | 750 | 100% |
| Informatics Inc. | Plano Texas - Usa | \$USA | 9,996,000 | 17,359 | (376) | 100% |
| Datalogic Automation S.r.l. | Monte San Pietro (BO) - Italy |
Euro | 10,000,000 | 15,088 | 9,491 | 100% |
| Datalogic Automation Inc. | Telford, USA | \$USA | 6,009,352 | 34,556 | (11,527) | 100% |
| Datalogic Automation PTY Ltd | Mount Waverley (Melbourne)-Australia |
\$AUD | 3,188,118 | (154) | 76 | 100% |
| Datalogic Automation Asia Limited |
Hong-Kong -China | HKD | 7,000,000 | (449) | (4) | 100% |
| Datalogic (Shenzhen) Trading Business China |
Shenzhen - China | CNY | 2,136,696 | 1,023 | 227 | 100% |
| Datalogic Hungary kft | Fonyod-Hungary | HUF | 3,000,000 | 879 | 119 | 100% |
| Datalogic ADC S.r.l. | Bologna – Italy | Euro | 10,000 | 175,877 | 41,164 | 100% |
| Datalogic Mobile Asia | Hong-Kong -China | HKD | 100,000 | 113 | 18 | 100% |
| Datalogic Slovakia S.r.o. | Trnava-Slovakia | Euro | 66,388 | 10,124 | 10,051 | 100% |
| Datalogic Holdings Inc. | Eugene OR-Usa | \$USA | 100 | 91,597 | (1,703) | 100% |
| Datalogic ADC Inc. | Eugene OR-Usa | \$USA | 11 | 95,673 | 3,997 | 100% |
| Datalogic ADC do Brazil | Sao Paulo - Brazil | R\$ | 159,525 | (1,261) | (1,714) | 100% |
| Datalogic ADC Mexico | Colonia Cuauhtemoc Mexico |
\$USA | - | 28 | 30 | 100% |
| Datalogic Scanning Eastern Europe GmbH |
Darmstadt-Germany | Euro | 25,000 | 4,320 | 844 | 100% |
| Datalogic ADC PTY | Sidney-Australia | \$ AUD | 2 | 1,175 | 140 | 100% |
| Datalogic Vietnam LLC | Vietnam | USD | 3,000,000 | 28,583 | 24,493 | 100% |
| Datalogic ADC Singapore | Singapore | SGD | 100,000 | 756 | 274 | 100% |
The following companies were consolidated at equity as at 31 December 2015:
| Company | Registered office |
Share capital |
Total shareholders' equity (€/000) |
Profit/loss for the period (€/000) |
% Ownership |
|
|---|---|---|---|---|---|---|
| Laservall Asia Co. Ltd | Hong-Kong – China |
HKD | 460,000 | 3,812 | 348 | 50% |
The following companies were consolidated at cost as at 31 December 2015:
| Company | Registered office |
Share capital | Total shareholders' equity (€/000) |
Profit/loss for the period (€/000) |
% Ownership | |
|---|---|---|---|---|---|---|
| Datasensor Gmbh | Otterfing – Germany |
Euro | 150,000 | 0 | (3) | 30% |
| Datalogic Automation AB (*) | Malmö, Sweden |
KRS | 100,000 | 486 | 155 | 20% |
| Specialvideo S.r.l. (**) | Imola - Italy | Euro | 10,000 | 268 | 146 | 40% |
| CAEN RFID S.r.l. (**) | Viareggio - Italy |
Euro | 119,000 | 550 | 55 | 20% |
(*) annual financial statements as at 30/06/2015
(**) financial statements as at 31 December 2014
With deed signed on 13 January 2015, the company Datalogic ADC Ltd was merged into the parent company Datalogic ADC S.r.l. This transaction caused no changes in the scope of consolidation.
It is worth noting that two new branches of ADC S.r.l. were recorded:
Details of movements as at 31 December 2015 and 31 December 2014 are as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Land | 5,763 | 5,365 | 398 |
| Buildings | 32,299 | 24,698 | 7,601 |
| Other assets | 28,029 | 22,673 | 5,356 |
| Assets in progress and payments on account | 2,293 | 4,421 | (2,128) |
| Total | 68,384 | 57,157 | 11,227 |
Details of movements as at 31 December 2014 and 31 December 2015 are as follows:
| Land | Buildings | Other assets | Assets in progress and payments on account |
Total | |
|---|---|---|---|---|---|
| Historical cost | 5,223 | 28,329 | 104,676 | 1,755 | 139,983 |
| Accumulated depreciation | 0 | (3,801) | (84,854) | 0 | (88,655) |
| Net opening value as at 01.01.2014 | 5,223 | 24,528 | 19,822 | 1,755 | 51,328 |
| Increases 31.12.2014 | |||||
| Investments | 125 | 7,976 | 3,249 | 11,350 | |
| Total | 0 | 125 | 7,976 | 3,249 | 11,350 |
| Decreases 31.12.2014 | |||||
| Disposals, historical cost | (5,737) | 0 | (5,737) | ||
| Disposals, accum. depreciation | 5,579 | 5,579 | |||
| Depreciation | (529) | (6,670) | (7,199) | ||
| Total | 0 | (529) | (6,828) | 0 | (7,357) |
| Reclass. & other changes 31.12.2014 | |||||
| Incoming transfers at historical cost | (215) | 878 | (654) | 9 | |
| (outgoing transfers, accum. depreciation) | 107 | (102) | 5 | ||
| Diff. exchange in historical cost | 142 | 820 | 3,395 | 71 | 4,428 |
| Diff. exchange in accum. depreciation | (138) | (2,468) | (2,606) | ||
| Total | 142 | 574 | 1,703 | (583) | 1,836 |
| Historical cost | 5,365 | 29,059 | 111,188 | 4,421 | 150,033 |
| Accumulated depreciation | 0 | (4,361) | (88,515) | 0 | (92,876) |
| Net closing value as at 31.12.2014 | 5,365 | 24,698 | 22,673 | 4,421 | 57,157 |
| Datalogic Group | |||||
|---|---|---|---|---|---|
| Land | Buildings | Other assets | Assets in progress and payments on account |
Total | |
| Historical cost | 5,365 | 29,059 | 111,188 | 4,421 | 150,033 |
| Accumulated depreciation | 0 | (4,361) | (88,515) | 0 | (92,876) |
| Net opening value as at 01.01.2015 | 5,365 | 24,698 | 22,673 | 4,421 | 57,157 |
| Increases as at 31.12.2015 | |||||
| Investments | 259 | 4,653 | 11,384 | 2,461 | 18,757 |
| Total | 259 | 4,653 | 11,384 | 2,461 | 18,757 |
| Decreases as at 31.12.2015 | |||||
| Disposals, historical cost | (1,616) | (433) | (2,049) | ||
| Write-down | 0 | ||||
| Disposals, accum. depreciation | 1,531 | 1,531 | |||
| Write-down | (29) | (29) | |||
| Depreciation | (562) | (7,221) | (7,783) | ||
| Total | 0 | (562) | (7,335) | (433) | (8,330) |
| Reclass. & other changes 31.12.2015 | |||||
| Incoming transfers at historical cost | 2,978 | 304 | (4,336) | (1,054) | |
| (outgoing transfers, accum. depreciation) | 13 | 381 | 394 | ||
| Exch. Change in historical cost | 139 | 661 | 2,963 | 180 | 3,943 |
| Exch. Change in accum. depreciation | (142) | (2,341) | (2,483) | ||
| Total | 139 | 3,510 | 1,307 | (4,156) | 800 |
| Historical cost | 5,763 | 37,351 | 124,223 | 2,293 | 169,630 |
| Accumulated depreciation | 0 | (5,052) | (96,194) | 0 | (101,246) |
| Net closing value as at 31.12.2015 | 5,763 | 32,299 | 28,029 | 2,293 | 68,384 |
The increase in item "Buildings" (€4,653 thousand) is primarily related to the new plant in Hungary, amounting to €3,104 thousand (€5,951 thousand of total investment) and for restructuring works on buildings owned by the Group (€1,469 thousand).
The "Other assets" item as at 31 December 2015 mainly includes the following categories: Plant and machinery (€8,489 thousand), Trade and industrial equipment (€9,306 thousand), Office furniture and machines (€6,513 thousand), General plants (€2,053 thousand), Motor vehicles (€165 thousand), and Maintenance on third-party assets (€1,247 thousand).
This item increased by €11,384 thousand mainly due to:
Disposals are mainly related to the decommissioning of already obsolete, and entirely depreciated, assets.
The balance of "Assets in progress and payments on account", equal to €2,293 thousand, consists of €740 thousand for ameliorations to buildings owned by the Group and, for the remaining portion, to down payments for equipment, instruments and moulds for normal production activities.
Details of movements as at 31 December 2015 and 31 December 2014 are as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Goodwill | 183,020 | 164,412 | 18,608 |
| Development costs | 5,349 | 6,809 | (1,460) |
| Others | 47,829 | 49,031 | (1,202) |
| Assets in progress and payments on account | 3,369 | 1,187 | 2,182 |
| Total | 239,567 | 221,439 | 18,128 |
Details of movements as at 31 December 2015 and 31 December 2014 are as follows:
| Goodwill | Development costs |
Others | Assets in progress and payments on account |
Total | |
|---|---|---|---|---|---|
| Historical cost | 145,092 | 13,782 | 116,666 | 2,226 | 277,766 |
| Accumulated amortisation | 0 | (7,443) | (66,173) | 0 | (73,616) |
| Net opening value as at 01.01.2014 | 145,092 | 6,339 | 50,493 | 2,226 | 204,150 |
| Increases 31.12.2014 | |||||
| Investments | 33 | 719 | 730 | 1,482 | |
| Total | 0 | 33 | 719 | 730 | 1,482 |
| Decreases 31.12.2014 | |||||
| Disposals, historical cost | (230) | (425) | 0 | (655) | |
| Disposals, accum. amortisation | 230 | 425 | 655 | ||
| Amortisation | (1,865) | (7,853) | (9,718) | ||
| Total | 0 | (1,865) | (7,853) | 0 | (9,718) |
| Reclass. & other changes 31.12.2014 | |||||
| Incoming transfers | 1,722 | 39 | (1,769) | (8) | |
| (Outgoing transfers) | 0 | ||||
| Diff. exchange in historical cost | 19,320 | 710 | 10,709 | 30,739 | |
| Diff. exchange in accum. amortisation | (130) | (5,076) | (5,206) | ||
| Total | 19,320 | 2,302 | 5,672 | (1,769) | 25,525 |
| Historical cost | 164,412 | 16,017 | 127,708 | 1,187 | 309,324 |
| Accumulated amortisation | 0 | (9,208) | (78,677) | 0 | (87,885) |
| Net closing value as at 31.12.2014 | 164,412 | 6,809 | 49,031 | 1,187 | 221,439 |
| Goodwill | Development costs |
Others | Assets in progress and payments on account |
Total | |
|---|---|---|---|---|---|
| Historical cost | 164,412 | 16,017 | 127,708 | 1,187 | 309,324 |
| Accumulated amortisation | 0 | (9,208) | (78,677) | 0 | (87,885) |
| Net opening value as at 01.01.2015 | 164,412 | 6,809 | 49,031 | 1,187 | 221,439 |
| Increases 31.12.15 | |||||
| Investments | 1,517 | 2,493 | 4,010 | ||
| Total | 0 | 0 | 1,517 | 2,493 | 4,010 |
| Decreases 31.12.15 | |||||
| Disposals, historical cost | 0 | (21) | (45) | (66) | |
| Disposals, accum. amortisation | 4 | 4 | |||
| Amortisation | (1,956) | (8,471) | (10,427) | ||
| Write-downs | 0 | ||||
| Total | 0 | (1,956) | (8,488) | (45) | (10,489) |
| Reclass. & other changes 31.12.15 | |||||
| Incoming transfers | 786 | 786 | |||
| (Outgoing transfers) | (24) | (279) | (303) | ||
| Diff. in Change in historical cost | 18,608 | 675 | 10,226 | 13 | 29,522 |
| Diff. in Change in accum. amortisation | (179) | (5,219) | (5,398) | ||
| Total | 18,608 | 496 | 5,769 | (266) | 24,607 |
| Historical cost | 183,020 | 16,692 | 140,192 | 3,369 | 343,273 |
| Accumulated amortisation | 0 | (11,343) | (92,363) | 0 | (103,706) |
| Net closing value at 31.12.15 | 183,020 | 5,349 | 47,829 | 3,369 | 239,567 |
"Goodwill", totalling €183,020 thousand, consisted of the following items:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| CGU ADC | 105,829 | 95,445 | 10,384 |
| CGU IA | 63,366 | 56,284 | 7,082 |
| CGU Informatics | 13,825 | 12,683 | 1,142 |
| Total | 183,020 | 164,412 | 18,608 |
Changes in item "Goodwill", compared to 31 December 2015, is mainly attributable to translation differences, as most of the goodwill is expressed in US Dollars.
Goodwill has been allocated to the CGUs (Cash Generating Units) corresponding to the individual companies and/or sub-groups to which they pertain.
As highlighted in the paragraph included in the section on accounting standards and policies used in the financial statements for the year ended 31 December 2015, to which reference should be made, in compliance with IFRS 3, goodwill has not been amortised since 1 January 2004 and is tested for impairment each year unless loss indicators suggest the need for more frequent impairment testing. The estimated recoverable value of each CGU, associated with each goodwill item measured, consists of its corresponding value in use.
Value in use is calculated by discounting the future cash flows generated by the CGU – during production and at the time of its retirement – to present value using a certain discount rate, based on the Discounted Cash Flow method.
There were no write-downs as at 31 December 2015.
The cash flows of the individual CGUs have been taken from their respective 2016 Budgets and forwardlooking plans prepared by Management. These plans represent the best estimate of foreseeable operating performance, based on business strategies and growth indicators in the sector to which the Group belongs and in its reference markets.
The assumptions used for the purposes of impairment, and the consequent results, have been approved by the Datalogic S.p.A. Audit and Risk Management Committee, Remuneration and Appointments Committee and the Board of Directors of each Company, for the related Goodwill.
Based on use of an Unlevered approach, we have used, through the discounted cash flow method, Unlevered Free Cash Flows from Operations (FCFO) as detailed below:
To expected flows for the period 2016-2020, which are explicitly forecast, the flow relating to Perpetuity – representing Terminal value – is added.
This is calculated using a long-term growth rate (G) of 2%, which represents the long-term expectations for the industrial sector to which we belong.
The discount rate, consisting of the weighted average cost of invested capital (WACC), is estimated before tax and based on the financial structure of the sector to which the Datalogic Group belongs.
The WACC used – ranging from 8.76% to 10.14% depending on the goodwill measured – reflects the return opportunity for all capital contributions, for whichever reason they are made.
In the table below we provide the goodwill reallocated according to the new structure of the operating sectors and the breakdown of the growth assumptions made in the forecast plans and the discount rates used:
| CGU ADC | CGU IA | Informatics | |
|---|---|---|---|
| Goodwill at acquisition date | 105,829 | 63,366 | 13,825 |
| Weighted average cost of capital (WACC) | 10.07% | 10.14% | 8.76% |
| Long-term growth rate (G) | 2% | 2% | 2% |
Goodwill attributed to CGU ADC results from acquisitions of the PSC Group occurred in 2005, of the subsidiary EVO Inc. occurred in 2010 and of IDWARE S.r.l., occurred in 1998. The recoverable value of the ADC CGU was determined based on the calculation of the value in use, in which projected cash flows, resulting from the plan approved by the Board of Directors, have been used.
The discount rate before taxes applied to projected cash flows is 10.07% (2014: 10.52%%) and cash flows over five years have been inferred based on 2.0% growth rate (in line with 2014), which is prudentially lower than the growth rate expected in reference markets.
During testing for impairment, goodwill of CGU ADC confirmed its carrying value.
Goodwill attributed to CGU ADC results from acquisitions of the Laservall Group, occurred in 2004, of INFRA S.r.l., occurred in 2004, of PPT Vision Inc., occurred in 2011 and of Accu-Sort System Inc., occurred in 2012. The recoverable value of the ADC CGU was determined based on the calculation of the value in use, in which projected cash flows, resulting from the plan approved by the Board of Directors, have been used. The discount rate before taxes applied to projected cash flows is 10.14% (2014: 10.38%%) and cash flows over five years have been inferred based on 2.0% growth rate (in line with 2014), which is prudentially lower than the growth rate expected in reference markets.
During testing for impairment, goodwill of CGU IA confirmed its carrying value.
Goodwill attributed to CGU Informatics results from acquisitions made by Informatics Inc. in 2005. The recoverable value of the CGU Informatics was determined based on the calculation of the value in use, in which projected cash flows, resulting from the plan approved by the Board of Directors, have been used. The discount rate before taxes applied to projected cash flows is 8.76% (in line with 2014) and cash flows over five years have been inferred based on 2.0% growth rate (in line with 2014), which is prudentially lower than the growth rate expected in reference markets. During testing for impairment, goodwill of CGU Informatics confirmed its carrying value.
The calculation of value in use for selected CGUs is related to the following assumptions:
Gross profit – Gross profit is based on the average of amounts obtained in years before the beginning of the budget period. These values are increased in the budget period, in relation to improvements to efficiency. A decrease in demand might lead to a reduction in gross profit, and related decrease in value.
Discount rates – Discount rates reflect the market estimate of risks specific to each CGU, taking account of the time value of money and the risks specific to underlying assets, which are not already included in the cash flow estimates. The calculation of the discount rate is based on the Group specific circumstance and its operating sectors, and it results from its weighted average cost of the capital (WACC).
Estimates of growth rates – The rates are based on sector studies published. The Management acknowledges that the rapidity in technological development and the possible entry of new actors in the market may have a significant impact on the growth rate.
As regards the measurement of the value in use of the aforementioned CGUs, the management deems that a change in the previous key assumptions so that a carrying value of the units would be lower than their recoverable value would not reasonably occur, also by reason of the fact that the differentials between the recoverable values of CGUs and the corresponding carrying values are highly positive as at 31 December 2015, especially for ADC and Informatics CGUs.
There is no external indicator to justify a loss in value of consolidated assets, either belonging to the CGUs used for testing impairment or represented by the residual portion of assets, that is the facilities belonging to Datalogic S.p.A., whose carrying value is lower than the fair value resulting from current market prices.
"Development costs", which amount to €5,349 thousand, consist of specific development projects capitalised when they meet IAS 38 requirements and in compliance with Group policies, which call for the capitalisation only of projects relating to development of products featuring significant innovation.
The "Others" item, which amounts to €47,829 thousand, consists primarily of intangible assets acquired through business combinations carried out by the Group, which are specifically identified and valued in the context of purchase accounting. Details are shown in the following table:
| 31.12.2015 | 31.12.2014 | Useful life | |
|---|---|---|---|
| Acquisition of the PSC group (on 30 November 2006) | 18,582 | 18,959 | |
| PATENTS | 18,582 | 18,329 | 20 |
| TRADEMARK | 0 | 320 | 10 |
| CLIENT PORTFOLIO | 0 | 310 | 10 |
| Acquisition of Informatics Inc. (on 28 February 2005) | 0 | 110 | |
| COMMERCIAL STRUCTURE | 0 | 110 | 10 |
| Acquisition of Evolution Robotics Retail Inc. (on 01 July 2010) | 2,895 | 3,173 | |
| PATENTS | 482 | 529 | 10 |
| TRADE SECRETS | 2,413 | 2,644 | 10 |
| Acquisition of Accu-Sort Inc. (on 20 January 2012) | 15,734 | 16,288 | |
| PATENTS | 9,305 | 9,656 | 10 |
| TRADE SECRETS | 6,429 | 6,632 | 10 |
| Licence agreement | 5,800 | 6,492 | 5-15 |
| Others | 4,818 | 4,009 | |
| TOTAL OTHER INTANGIBLE ASSETS | 47,829 | 49,031 |
The "Others" item mainly consists of software licences.
| 31.12.2014 | Increases | Decreases | Foreign exch. diff. |
Share of profit |
31.12.2015 | ||
|---|---|---|---|---|---|---|---|
| Associates | |||||||
| Laservall Asia CO. Ltd | 1,732 | 174 | 1,906 | ||||
| Datalogic Automation AB | 2 | 2 | |||||
| Specialvideo Srl | 29 | 29 | |||||
| Datasensor GMBH | 45 | 45 | |||||
| Total associates | 1,808 | 0 | 0 | 0 | 174 | 1,982 | |
| TOTAL | 1,808 | 0 | 0 | 0 | 174 | 1,982 |
Equity investments owned by the Group as at 31 December 2015 were as follows:
The change in the "associates" item is due to the Group result realised by the associate Laservall Asia Co.
The statement of financial position items coming within the scope of "financial instruments" as defined by IAS/IFRSs are as follows:
| 31.12.2014 | Loans and receivables |
Financial assets at fair value charged to the income statement |
Available for sale |
Total |
|---|---|---|---|---|
| Non-current financial assets | 1,721 | 20,290 | 3,842 | 25,853 |
| Financial assets - Equity investments (5) | 3,481 | 3,481 | ||
| Financial assets - Securities (5) | 361 | 361 | ||
| Financial assets - Other (5) | 20,290 | 20,290 | ||
| Other receivables (7) | 1,721 | 1,721 | ||
| Current financial assets | 172,805 | 0 | 0 | 172,805 |
| Trade receivables from third parties (7) | 68,894 | 68,894 | ||
| Other receivables from third parties (7) | 14,524 | 14,524 | ||
| Financial assets - Other (5) | 3,234 | 3,234 | ||
| Cash and cash equivalents (10) | 86,153 | 86,153 | ||
| TOTAL | 174,526 | 20,290 | 3,842 | 198,658 |
| 31.12.2015 | Loans and receivables |
Financial assets at fair value charged to the income statement |
Available for sale |
Total |
|---|---|---|---|---|
| Non-current financial assets | 3,069 | 30,732 | 4,986 | 38,787 |
| Financial assets - Equity investments (5) | 4,625 | 4,625 | ||
| Financial assets - Securities | 361 | 361 | ||
| Financial assets - Loans | 1,140 | 1,140 | ||
| Financial assets - Other | 30,732 | 30,732 | ||
| Other receivables (7) | 1,929 | 1,929 | ||
| Current financial assets | 207,026 | 0 | 0 | 207,026 |
| Trade receivables from third parties (7) | 67,309 | 67,309 | ||
| Other receivables from third parties (7) | 13,505 | 13,505 | ||
| Financial assets - Other (5) | 0 | 0 | ||
| Financial assets - Securities (5) | 0 | 0 | ||
| Cash and cash equivalents (10) | 126,212 | 126,212 | ||
| TOTAL | 210,095 | 30,732 | 4,986 | 245,813 |
| 31.12.2014 | Derivatives | Other financial liabilities |
Total |
|---|---|---|---|
| Non-current financial liabilities | 262 | 92,600 | 92,862 |
| Financial payables (12) | 89,519 | 89,519 | |
| Financial liabilities - Derivative instruments (6) | 262 | 262 | |
| Other payables (16) | 3,081 | 3,081 | |
| Current financial liabilities | 0 | 206,298 | 206,298 |
| Trade payables to third parties (16) | 91,611 | 91,611 | |
| Other payables (16) | 38,712 | 38,712 | |
| Short-term financial payables (12) | 75,975 | 75,975 | |
| TOTAL | 262 | 298,898 | 299,160 |
| 31.12.2015 | Derivatives | Other financial liabilities |
Total |
|---|---|---|---|
| Non-current financial liabilities | 115 | 143,467 | 143,582 |
| Financial payables (12) | 139,918 | 139,918 | |
| Financial liabilities - Derivative instruments (6) | 115 | 115 | |
| Other payables (16) | 3,549 | 3,549 | |
| Current financial liabilities | 6 | 183,097 | 183,103 |
| Trade payables to third parties (16) | 101,468 | 101,468 | |
| Other payables (16) | 42,107 | 42,107 | |
| Financial liabilities - Derivative instruments (6) | 6 | 6 | |
| Short-term financial payables (12) | 39,367 | 39,367 | |
| TOTAL | 121 | 326,409 | 326,530 |
The Group measures at fair value all financial instruments such as derivatives and financial assets At each annual reporting date.
The Group uses measurement methods that are appropriate for the situation, and for which data available to measure fair value are sufficient, while maximising the use of relevant inputs observable and limiting the use of non-observable inputs.
All assets and liabilities measured or recognised at fair value are classified based on a fair value hierarchy, as provided for by IFRS 13, and described hereunder:
Level 1 - listed prices (not adjusted) in active markets for identical assets or liabilities the entity of which is identifiable at the measurement date;
Level 2 - input data other than listed prices included in Level 1 which can be observed, either directly or indirectly for the asset or liability to be measured;
Level 3 - the valuation techniques for which input data cannot be observed for the asset or liability to be measured.
| 31.12.2015 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| Assets measured at fair value | ||||
| Financial assets - Equity Investments (5) | 3,998 | 627 | 4,625 | |
| Financial assets - LT securities (5) | 361 | 361 | ||
| Financial assets - Other LTs (5) | 9,919 | 20,813 | 30,732 | |
| Financial assets - Other (5) | 0 | 0 | ||
| Financial assets - Loans | 0 | 1,140 | 1,140 | |
| Financial assets - ST Derivative instruments (6) | 0 | |||
| Total Assets measured at fair value | 14,278 | 20,813 | 1,767 | 36,858 |
| Liabilities measured at fair value | ||||
| Financial liabilities - LT derivative instruments (6) | 115 | 115 | ||
| Financial liabilities - ST derivative instruments (6) | 6 | 6 | ||
| Total Liabilities measured at fair value | 0 | 121 | 0 | 121 |
As regards assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the Group determines whether transfers between hierarchy level occurred while revising the classification (based in lower level inputs, which is significant for the purposes of a thorough fair value measurement) at each annual reporting date.
Available-for-sale financial assets include the following items:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Other equity investments | 4,625 | 3,481 | 1,144 |
| Long-term government bonds | 361 | 361 | 0 |
| Other long-term financial assets | 30,732 | 20,290 | 10,442 |
| Total other long-term financial assets | 35,718 | 24,132 | 11,586 |
| Long-term loans | 1,140 | 0 | 1,140 |
| Other short-term financial assets | 3,234 | (3,234) | |
| Total financial assets | 36,858 | 27,366 | 9,492 |
The "Other LT financial assets" item consists of an investment of corporate liquidity in two insurance policies subscribed in May and July 2014, and a mutual investment fund subscribed in August 2015.
| 31.12.2014 | Increases | Decreases | Adj. to fair value |
Adjustment on exchange rates |
31.12.2015 | |
|---|---|---|---|---|---|---|
| Listed equity investments | 3,394 | 214 | 390 | 3,998 | ||
| Unlisted equity investments | 87 | 568 | (28) | 0 | 0 | 627 |
| Total equity investments | 3,481 | 568 | (28) | 214 | 390 | 4,625 |
As at 31 December 2015, equity investments held by the Group in other companies were as follows:
The amount of the "Listed equity investments" item is represented by the 1.2% investment of share capital in the Japanese company Idec Corporation listed on the Tokyo Stock Exchange.
The change in "Unlisted equity investments" item is due to the acquisition of 20% in CAEN RFID S.r.l., a company based in Tuscany, and leader in the RFID-Radiofrequency Identification technology in the Ultra High Frequency (UHF) range.
The purchase of 127 shares and the sale of 199 shares (at par) in the Mandarin Fund, a Private Equity fund that mainly invests in Italian and Chinese small and medium-sized companies, are worth noting.
It should be highlighted that the Parent Company holds a minority interest in the Alien Technology Corporation, which was written down completely as at 31 December 2010.
| 31.12.2015 | 31.12.2014 | |||
|---|---|---|---|---|
| Assets Liabilities | Assets | Liabilities | ||
| Financial instruments measured at fair value and recognised in the statement of comprehensive income |
||||
| Interest rate derivatives - LT cash flow hedges | 0 | 115 | 0 | 262 |
| Interest rate derivatives - ST cash flow hedges | 0 | 6 | 0 | 0 |
| Total | 0 | 121 | 0 | 262 |
The Group has entered into interest rate derivative contracts to manage the risk stemming from changes in interest rates on bank borrowings, converting them from variable to fixed-rate via interest rate swaps having the same amortisation plan as the hedged underlying asset. As envisaged by IAS 39, the fair value of these contracts, totalling €121 thousand, is recognised in a specific equity reserve net of the tax effect, because they hedge future cash flows and meet all IAS 39 requirements for the application of hedge accounting. As at 31 December 2015, the notional principal of interest swaps totalled €7,875 thousand (€14,625 thousand as at 31 December 2014).
As at 31 December 2015, the Group had no active forward contracts for exchange rate risk.
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Third-party trade receivables | 68,492 | 70,529 | (2,037) |
| Less provision for doubtful receivables | 1,183 | 1,635 | (452) |
| Net third-party trade receivables | 67,309 | 68,894 | (1,585) |
| Receivables from associates | 1,456 | 1,290 | 166 |
| Laservall Asia | 541 | 487 | 54 |
| Aczon | 9 | 9 | 0 |
| Datasensor GMBH | 88 | 141 | (53) |
| Specialvideo | 1 | 24 | (23) |
| Datalogic Automation AB | 817 | 629 | 188 |
| Total Trade receivables | 68,765 | 70,184 | (1,419) |
| Other receivables - current accrued income and prepaid expenses | 13,580 | 14,599 | (1,019) |
| Other receivables - non-current accrued income and prepaid expenses | 1,929 | 1,721 | 208 |
| Total other receivables - accrued income and prepaid expenses | 15,509 | 16,320 | (811) |
| Less non-current portion | 1,929 | 1,721 | 208 |
| Trade and other receivables - current portion | 82,345 | 84,783 | (2,438) |
"Trade receivables falling due within 12 months" as at 31 December 2015, equal to €68,765 thousand, decreased as at 31 December 2014 by €1,419 thousand but, net of the exchange rate effect, they would have decreased by €4,625 thousand.
As at 31 December 2015, trade receivables assigned to the factoring amounted to €26,180 thousand (compared to €20,827 thousand at end 2014).
Receivables from associates arise from commercial transactions carried out at arm's length conditions.
As at 31 December 2015 the breakdown of the item by due date is as follows:
| 2015 | 2014 | |
|---|---|---|
| Not yet due | 56,778 | 52,581 |
| Past due by 30 days | 8,130 | 10,673 |
| Past due by 30 - 60 days | 1,826 | 3,663 |
| Past due by more than 60 days | 574 | 1,977 |
| Total | 67,309 | 68,894 |
The following table shows the breakdown of trade receivables by currency:
| 2015 | 2014 | |
|---|---|---|
| Euro | 25,716 | 29,599 |
| US Dollar (USD) | 35,495 | 35,554 |
| British Pound Sterling (GBP) | 2,512 | 748 |
| Australian Dollar (AUD) | 1,024 | 1,059 |
| Canadian Dollar (CAD) | 128 | 406 |
| Japanese Yen (JPY) | 1,024 | 660 |
| Danish krone (DKK) | 3 | 3 |
| Swedish Krona (SEK) | 455 | 453 |
| Chinese Renminbi (CNY) | 87 | 13 |
| Vietnam Dong (VND) | 224 | 70 |
| Brazilian Real (BRL) | 643 | 329 |
| Total | 67,309 | 68,894 |
Customer trade receivables are posted net of doubtful debt provision totalling €1,183 thousand (€1,635 thousand as at 31 December 2014).
Changes in accrued doubtful debt provision during the period were as follows:
| 2015 | 2014 | |
|---|---|---|
| As at 1 January | 1,635 | 2,259 |
| Exchange-rate change | 5 | 37 |
| Provision to the write-down reserve | 218 | 804 |
| Unused and reversed amounts | (184) | (418) |
| Reclassifications | (32) | |
| Receivables reversed as considered uncollectable in the year | (459) | (1,047) |
| As at 31 December | 1,183 | 1,635 |
The detail of the item "Other receivables - accrued income and prepaid expenses" is as shown below:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Other short-term receivables | 2,848 | 1,943 | 905 |
| Other long-term receivables | 1,929 | 1,721 | 208 |
| VAT receivables | 8,369 | 9,727 | (1,358) |
| Accrued income and prepaid expenses | 2,363 | 2,929 | (566) |
| Total | 15,509 | 16,320 | (811) |
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Raw and ancillary materials and consumables | 18,056 | 12,367 | 5,689 |
| Work in progress and semi-finished products | 24,409 | 21,896 | 2,513 |
| Finished products and goods | 27,012 | 28,153 | (1,141) |
| Total | 69,477 | 62,416 | 7,061 |
The increase in Inventories, net of the exchange rate effect, would result equal to €2,942 thousand.
Inventories are shown net of an obsolescence provision that, as at 31 December 2015, amounted to €7,167 thousand (€8,548 thousand as at 31 December 2014). The movements of this provision as at 31 December of each year is shown hereunder:
| 2015 | 2014 | |
|---|---|---|
| 1 January | 8,548 | 9,118 |
| Exchange-rate change | 581 | 683 |
| Allocations | 2,644 | 1,866 |
| Release for scrap and other utilisations | (4,606) | (3,119) |
| 31 December | 7,167 | 8,548 |
As at 31 December 2015, "Tax receivables" amounted to €15,063 thousand, down by €1,746 thousand (€16,809 thousand as at 31 December 2014). The receivables for IRES tax from the Parent Company Hydra are classified under this item. This amount is due to the tax consolidation and totals €7,383 thousand, down by €1,336 thousand (€8,719 thousand as at 31 December 2014).
As at 31 December 2015, "Tax payables" amounted to €10,577 thousand, down by €208 thousand (€10,785 thousand as at 31 December 2014). The payables for IRES tax due to the Parent Company Hydra are classified under this item. This amount is due to the tax consolidation and as at 31 December 2015, totalled €4,781 thousand. As at 31 December 2014 it amounted to €23 thousand.
Cash and cash equivalents are broken down as follows for the purposes of the cash flow statement:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Cash and cash equivalents shown on financial statements | 126,212 | 86,153 | 40,059 |
| Restricted cash | (46) | (160) | 114 |
| Current account overdrafts | (45) | (141) | 96 |
| Cash and cash equivalents for statement | 126,121 | 85,852 | 40,269 |
According to the requirements of CONSOB Communication no. 15519 of 28 July 2006, the Group's financial position is reported in the following table:
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| A. Cash and bank deposits | 126,166 | 85,993 |
| B. Other cash and cash equivalents | 46 | 160 |
| b1. restricted cash deposit | 46 | 160 |
| C. Securities held for trading | 361 | 361 |
| c1. Short-term | 0 | 0 |
| c2. Long-term | 361 | 361 |
| D. Cash and equivalents (A) + (B) + (C) | 126,573 | 86,514 |
| E. Current financial receivables | 0 | 3,234 |
| F. Other current financial receivables | 0 | 0 |
| f1. hedging transactions | 0 | 0 |
| G. Bank overdrafts | 45 | 141 |
| H. Current portion of non-current debt | 32,973 | 74,699 |
| I. Other current financial payables | 6,355 | 1,135 |
| i1. hedging transactions | 6 | 0 |
| i2. payables for leasing | 260 | 247 |
| i3. current financial payables | 6,089 | 888 |
| J. Current financial debt (G) + (H) + (I) | 39,373 | 75,975 |
| K. Current financial debt, net (J) - (D) - (E) - (F) | (87,200) | (13,773) |
| L. Non-current bank borrowing | 139,639 | 88,950 |
| M. Other non-current financial assets | 31,872 | 20,290 |
| N. Other non-current liabilities | 394 | 831 |
| n1. hedging transactions | 115 | 262 |
| n2. payables for leasing | 279 | 569 |
| O. Non-current financial debt (L) - (M) + (N) | 108,161 | 69,491 |
| P. Net financial debt (K) + (O) | 20,961 | 55,718 |
Net financial debt as at 31 December 2015 was negative by €20,961 thousand, an improvement of €34,757 thousand compared to 31 December 2014, (when it was negative by €55,718 thousand).
Note that the following transactions were carried out in the period:
Investments were also made, net of disposals, amounting to €22,010 thousand. This amount includes €9,811 thousand related to new investments and restructuring of buildings, as well as the building of new production lines. The related cash outflows for the period amounted to €6,262 thousand.
The detail of equity accounts is shown below, while changes in equity are reported in the specific statement:
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| Share capital | 30,392 | 30,392 |
| Extraordinary share-cancellation reserve | 2,813 | 2,813 |
| Treasury shares held in portfolio | 4,488 | 5,319 |
| Treasury share reserve | 2,453 | 1,624 |
| Share premium reserve | 106,513 | 107,342 |
| Share capital and capital reserves | 146,659 | 147,490 |
| Cash-flow hedge reserve | (92) | (190) |
| Translation reserve | 22,168 | 2,702 |
| Reserve for exchange rate adjustment | 13,404 | 5,542 |
| Actuarial gains/(losses) reserve | (371) | (378) |
| Held-for-sale financial assets reserve | 509 | 218 |
| Other reserves | 35,618 | 7,894 |
| Retained earnings | 75,436 | 55,050 |
| Earnings carried forward | 59,878 | 40,674 |
| Capital contribution reserve | 958 | 958 |
| Legal reserve | 5,917 | 4,735 |
| IAS reserve | 8,683 | 8,683 |
| Profit for the year | 40,547 | 30,857 |
| Total Group shareholders' equity | 298,260 | 241,291 |
Movements in share capital as at 31 December 2014 and 31 December 2015 are reported below (in €/000):
| Number of shares |
Share capital |
Extraordinary share cancellation reserve |
Share premium reserve |
Treasury shares |
Treasury share reserve |
Total | |
|---|---|---|---|---|---|---|---|
| 01.01.2014 | 57,053,258 | 30,392 | 2,813 | 100,863 | (5,171) | 8,103 | 137,000 |
| Purchase of treasury shares | (219,943) | (1,842) | (1,842) | 1,842 | (1,842) | ||
| Sale of treasury shares | 1,421,083 | 8,321 | 8,321 | (8,321) | 8,321 | ||
| Capital gains/(capital losses) from the sale of treasury shares |
4,469 | 4,469 | |||||
| Costs for the purchase/sale of treasury shares | (458) | (458) | |||||
| 31.12.2014 | 58,254,398 | 30,392 | 2,813 | 107,342 | 5,319 | 1,624 | 147,490 |
| Number of shares |
Share capital |
Extraordinary share cancellation reserve |
Treasury shares held in portfolio |
Treasury share reserve |
Share premium reserve |
Total | |
|---|---|---|---|---|---|---|---|
| 01.01.2015 | 58,254,398 | 30,392 | 2,813 | 5,319 | 1,624 | 107,342 | 147,490 |
| Purchase of treasury shares | (82,517) | (829) | 829 | (829) | (829) | ||
| Costs for the purchase/sale of treasury shares | (2) | (2) | |||||
| 31.12.2015 | 58,171,881 | 30,392 | 2,813 | 4,488 | 2,453 | 106,513 | 146,659 |
The Extraordinary Shareholders' Meeting of Datalogic S.p.A., held on 20 February 2008, approved a reduction of share capital through the cancellation of 5,409,981 treasury shares (equal to 8.472% of the share capital), owned by the Company.
When these shares were cancelled, as resolved by the Extraordinary Shareholders' Meeting, a sharecancellation reserve was set aside for the amount of €2,813 thousand, through the use of the share premium reserve. Therefore, this reserve remained classified under item "Share Capital".
As at 31 December 2015, the total number of ordinary shares was 58,446,491, including 274,610 held as treasury shares, making the number of shares in circulation at that date 58,171,881. The shares have a nominal unit value of €0.52 and are fully paid up.
The item "Treasury shares", amounting to €4,488 thousand, includes capital gains/(losses) resulting from the sale of treasury shares, net of purchases and related charges (€6,941 thousand). In 2015, the Group purchased 82,517 treasury shares for a total amount of €829 thousand, accounted for excluding purchase costs (€2 thousand).
For these purchases, in accordance with Article 2357 of the Italian Civil Code, the Treasury share reserve, in the amount of €2,453 thousand, was made unavailable by using the Share premium reserve.
Following adoption of IAS 39, changes in the fair value of derivative contracts designated as effective hedging instruments are recognised in accounts directly with shareholders' equity, in the cash-flow hedge reserve. These contracts have been concluded to hedge exposure to the risk of interest rate fluctuations on variable-rate loans (negative by €121 thousand) and amounts are shown net of the tax effect (€29 thousand).
In compliance with IAS 21, translation differences arising from translation of the foreign currency financial statements of consolidated companies into the Group accounting currency are classified as a separate equity component.
In application to IAS 21.15, this reserve comprises profit/losses generated by monetary elements which are an integral part of the net investment of foreign managements. In particular, it relates to the effect of exchange rates measurement at year-end for receivables for loans in US dollars granted to some Group companies by the Parent Company Datalogic S.p.A. and Datalogic Holdings Inc.. For these loans no regulation and/or a defined reimbursement plan are provided not is it deemed probable that they will be reimbursed in the foreseeable future.
Pursuant to IAS 19R, this reserve includes actuarial gains and losses, which are now recognised under other components in the comprehensive income statement and permanently excluded from the income statement.
This reserve was created upon first-time adoption of international accounting standards as at 1 January 2004 (Consolidated Financial statements for the year ended 31 December 2003) pursuant to IFRS 1.
This item includes equity changes occurring in consolidated companies after acquisition date.
On 28 April 2015, the Ordinary Shareholders' Meeting of Datalogic S.p.A. decided to distribute an ordinary dividend of €0.18 per share (€0.16 in 2014). The overall dividends began to be paid starting from 13 May 2015 and had been paid in full by 31 December.
The reconciliation between the Parent Company's shareholders' equity and net profit and the corresponding consolidated amounts is as shown below:
| 31 December 2015 | 31 December 2014 | |||
|---|---|---|---|---|
| Total equity | Period results |
Total equity | Period results |
|
| Parent Company shareholders' equity and profit | 250,417 | 27,474 | 223,915 | 23,647 |
| Difference between consolidated companies' shareholders' equity and their carrying value in the Parent Company's financial statements; effect of equity-based valuation |
108,261 | 76,703 | 79,786 | 60,159 |
| Reversal of dividends | (63,097) | (51,890) | ||
| Amortisation of intangible assets "business combination" |
(5,827) | (5,827) | ||
| Effect of acquisition under common control | (31,733) | (31,733) | ||
| Elimination of capital gain on sale of business branch |
(18,665) | (18,665) | ||
| Effect of eliminating intercompany transactions | (11,826) | (244) | (14,115) | (1,499) |
| Reversal of write-downs and capital gains on equity investments |
6,121 | 6,121 | ||
| Sale of know-how | (7) | (7) | ||
| Goodwill impairment | (1,395) | (1,395) | ||
| Other | (1,133) | (324) | (801) | 155 |
| Deferred taxes | 4,047 | 35 | 4,012 | 285 |
| Group shareholders' equity | 298,260 | 40,547 | 241,291 | 30,857 |
The breakdown of the item, divided by short/long-term classification, is shown in the following table:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Long-term financial payables | 139,918 | 89,519 | 50,399 |
| Short-term financial payables | 39,367 | 75,975 | (36,608) |
| Total financial payables | 179,285 | 165,494 | 13,791 |
The breakdown of this item is as detailed below:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Bank loans | 172,612 | 163,649 | 8,963 |
| Other | 80 | 0 | 80 |
| Payables to factoring companies | 6,009 | 888 | 5,121 |
| Payables for leasing | 539 | 816 | (277) |
| Bank overdrafts (ordinary current accounts) | 45 | 141 | (96) |
| Total financial payables | 179,285 | 165,494 | 13,791 |
The breakdown of changes in the "Bank loans" item as at 31 December 2015 and 31 December 2014 is shown below:
| 2015 | 2014 | |
|---|---|---|
| 1 January | 163,649 | 227,674 |
| Foreign exchange differences | 930 | 1,754 |
| Increases | 139,277 | 20,454 |
| Repayments | (125,263) | (46,235) |
| Decreases for loan repayments | (5,981) | (39,998) |
| 31 December | 172,612 | 163,649 |
On 24 February 2015, Datalogic S.p.A. signed a loan agreement with a pool of banks for the amount of €140 million and redeemed at the same time, previous loans amounting to €126 million.
This transaction allowed for an increase in the average life of the financial debt and the reduction in the related charges.
The breakdown of the "Bank loans" item by maturity is as follows:
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| Variable rate | 151,332 | 142,167 |
| Due < 1 year | 12,815 | 54,499 |
| Due > 1 year | 138,517 | 87,668 |
| Fixed rate | 21,280 | 21,482 |
| Due < 1 year | 20,158 | 20,201 |
| Due > 1 year | 770 | 729 |
| Due > 5 year | 352 | 552 |
| Total financial payables | 172,612 | 163,649 |
The breakdown of the "Bank loans" item by currency is as follows:
| Currency | 2015 | 2014 |
|---|---|---|
| EURO | 172,612 | 150,935 |
| US Dollar (USD) | - | 12,714 |
| TOTAL | 172,612 | 163,649 |
The fair value of the loans (current and non-current) coincides substantially with their book value.
The companies have been asked to respect certain financial covenants for the following loans, on a semiannual or annual basis, as summarised in the table below:
| Bank | Company | Currency | Outstanding debt |
Covenant | Frequency | Reference statements |
||
|---|---|---|---|---|---|---|---|---|
| Mediobanca | 1 | Datalogic SpA | EUR | 12,000,000 | EBITDA/OFN | PFN /EBITDA |
semi annual |
Datalogic Group |
| Club Deal | 2 | Datalogic SpA | EUR | 140,000,000 | EBITDA/OFN | PFN /EBITDA |
semi annual |
Datalogic Group |
Key: PFN = Net Financial Position; OFN= Net Financial Expenses
As at 31 December 2015 all covenants were respected.
| 31 December 2015 | 31 December 2014 | ||||
|---|---|---|---|---|---|
| Minimum Current value of payments payments |
Minimum payments |
Current value of payments |
|||
| Within the year | 280 | 260 | 303 | 247 | |
| After one year but within 5 years | 285 | 279 | 581 | 569 | |
| > 5 years | |||||
| Total minimum payments | 565 | 539 | 885 | 816 | |
| Less interest expenses | (26) | (69) | |||
| Current value of lease costs | 539 | 539 | 816 | 816 |
Deferred tax assets and liabilities stem both from positive items already recognised in the income statement and subject to deferred taxation under current tax regulations and temporary differences between consolidated balance-sheet assets and liabilities and their relevant taxable value.
In provisioning deferred tax assets, each single Group company critically assessed the existence of future recoverability assumptions of these assets, based on updated strategic plans, complete with related tax plans.
Below we show the main items forming deferred tax assets and deferred tax liabilities and changes in them during the year.
| Deferred tax assets |
Losses and receivables on taxes paid abroad |
Adjustm ent on exchang e rates |
Deprec. and Amort. |
Asset write downs |
Provisions | Operations deriving from acquisitions |
Others | IP redemption | Consolidation adjustments |
Total |
|---|---|---|---|---|---|---|---|---|---|---|
| 1.1.2015 | 15,191 | 2,434 | 306 | 520 | 9,804 | 2,769 | 302 | 7,221 | 2,080 | 40,627 |
| Opening restatement |
151 | (151) | (126) | 501 | 31 | 406 | ||||
| 1.1.2015 Reclassified |
15,342 | 2,283 | 180 | 520 | 9,804 | 3,270 | 333 | 7,221 | 2,080 | 41,033 |
| Provisioned in (released from) Income Statement |
6,240 | 580 | (129) | (14) | 484 | (1,194) | (241) | (2,491) | (680) | 2,555 |
| Provisioned in (released from) Shareholders' Equity |
234 | (43) | 368 | 559 | ||||||
| Exchange rate differences |
1,875 | 95 | 31 | 754 | 295 | 5 | 61 | 3,116 | ||
| Reclassifications | 432 | 2 | 9 | 1 | 3 | (92) | (259) | 96 | ||
| 31.12.2015 | 23,889 | 3,194 | 91 | 506 | 11,043 | 2,374 | (38) | 4,730 | 1,570 | 47,359 |
| Deferred tax liabilities |
Reserve for prevision losses |
Adjustment on exchange rates |
Deprec. and Amort. |
Provisions | Operations deriving from acquisitions |
Others | IAS Reserves |
Consolidation adjustments |
Total |
|---|---|---|---|---|---|---|---|---|---|
| 1.1.2015 | 16 | 4,018 | 4,510 | 1,577 | 9,505 | 1,522 | 315 | 185 | 21,648 |
| Opening restatement |
429 | 403 | (426) | 406 | |||||
| 1.1.2015 Reclassified |
16 | 4,018 | 4,939 | 1,577 | 9,908 | 1,096 | 315 | 185 | 22,054 |
| Provisioned in (released from) Income Statement |
598 | (1,185) | (284) | (1,369) | (54) | (341) | (2,635) | ||
| Provisioned in (released from) Shareholders' Equity |
2,490 | (30) | 2,460 | ||||||
| Exchange rate differences |
295 | 60 | 1,008 | (6) | 1,357 | ||||
| Reclassifications | 57 | (74) | (47) | (64) | |||||
| 31.12.2015 | 16 | 7,106 | 4,106 | 1,279 | 9,547 | 959 | 315 | (156) | 23,172 |
The breakdown of changes in the "Post-employment benefits" item as at 31 December 2015 and 31 December 2014 is shown below:
| 2015 | 2014 | |
|---|---|---|
| 1 January | 7,201 | 7,049 |
| Amount allocated in the period | 1,451 | 1,710 |
| Uses | (1,183) | (838) |
| Other movements | (45) | 93 |
| Social security receivables for the employee severance indemnity reserve |
(610) | (813) |
| 31 December | 6,814 | 7,201 |
The breakdown of the "provisions for risks and charges" item was as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Short-term provisions for risks and charges | 8,341 | 8,440 | (99) |
| Long-term provisions for risks and charges | 15,187 | 11,161 | 4,026 |
| Total | 23,528 | 19,601 | 3,927 |
Below we show the detailed breakdown of and changes in this item:
| 31.12.2014 | Increases | (Uses) and (Releases) |
Transfers | Foreign exchange differences |
31.12.2015 | |
|---|---|---|---|---|---|---|
| Product warranty provision | 9,130 | 719 | (774) | 700 | 9,775 | |
| Provision for management incentive scheme | 4,906 | 3,535 | 8,441 | |||
| "Stock rotation" provision | 2,557 | 116 | 192 | 2,865 | ||
| Other | 3,008 | 484 | (936) | (266) | 157 | 2,447 |
| Total Provisions for risks and charges | 19,601 | 4,854 | (1,710) | (266) | 1,049 | 23,528 |
The "Product warranty provision" covers the estimated cost of repairing products sold as up to 31 December 2015 and covered by periodical warranty; it amounts to €9,775 thousand (of which €6,372 thousand long-term) and is considered sufficient in relation to the specific risk it covers.
The increase in the "Provision for management incentive scheme" is attributable to the estimate on the portion pertaining to the provision for a long-term plan for directors and managers.
The "Stock rotation provision", equal to €2,865 thousand, is related to the ADC Group and Informatics;
The "Other" item mainly comprises:
This table shows the details of trade and other payables:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Trade payables due within 12 months | 101,468 | 91,611 | 9,857 |
| Third-party trade payables | 101,468 | 91,611 | 9,857 |
| Payables to associates | 84 | 76 | 8 |
| Laservall Asia | 82 | 72 | 10 |
| Datalogic Automation AB | 2 | 4 | (2) |
| Payables to the parent company | 0 | 207 | (207) |
| Hydra | 0 | 207 | (207) |
| Payables to subsidiaries | 0 | 0 | 0 |
| Payables to related parties | 159 | 273 | (114) |
| Total Trade payables | 101,711 | 92,167 | 9,544 |
| Other payables - current accrued liabilities and deferred income | 42,107 | 38,712 | 3,395 |
| Other payables - non-current accrued liabilities and deferred income | 3,549 | 3,081 | 468 |
| Total other payables - accrued liabilities and deferred income | 45,656 | 41,793 | 3,863 |
| Less non-current portion | 3,549 | 3,081 | 468 |
| Current portion | 143,818 | 130,879 | 12,939 |
The increase in trade payables, equal to €9,544 thousand, is attributable, in the amount of €5,844 thousand, to the exchange rate effect.
The detailed breakdown of this item is as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Other long-term payables | 3,549 | 3,081 | 468 |
| Other short-term payables: | 21,398 | 20,621 | 777 |
| Payables to employees | 14,790 | 14,440 | 350 |
| Payables to pension and social security agencies | 4,813 | 4,400 | 413 |
| Directors' remuneration payable | 341 | 430 | (89) |
| Other payables | 1,454 | 1,351 | 103 |
| VAT liabilities | 1,868 | 1,413 | 455 |
| Accrued liabilities and deferred income | 18,841 | 16,678 | 2,163 |
| Total | 45,656 | 41,793 | 3,863 |
Payables to employees are the amounts due for wages and salaries and holidays, accrued with respect to staff at balance-sheet date. It is worth noting that this item includes €49 thousand for early retirement incentives related to the reorganisation occurred in 2014 (€1,369 thousand as at 31 December 2014) and €872 thousand related to costs for 2015.
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Revenues from sale of products | 508,338 | 441,468 | 66,870 |
| Revenues from services | 26,730 | 23,078 | 3,652 |
| Total revenues (net of non-recurring revenues) | 535,068 | 464,546 | 70,522 |
| Non-recurring revenues | 0 | 99 | (99) |
| Total revenues | 535,068 | 464,645 | 70,423 |
Revenues earned from sales of goods and services increased by 15.2% compared to the same period of the previous year (5.9% at constant exchange rates).
The following table shows the breakdown of revenues per geographical areas:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Revenues in Italy | 45,798 | 44,489 | 1,309 |
| Revenues in Europe | 222,735 | 199,484 | 23,251 |
| Revenues in North America | 161,063 | 132,644 | 28,419 |
| Revenues in Asia & Pacific | 71,490 | 57,327 | 14,163 |
| Revenues in Rest of the World | 33,982 | 30,602 | 3,380 |
| Total revenues | 535,068 | 464,546 | 70,522 |
Pursuant to the introduction of IAS principles, the following table reports non-recurring costs and amortisation arising from acquisitions as extraordinary items no longer listed separately but included in ordinary operations.
| 31.12.2015 | 31/12/2014 Restated |
Change | |
|---|---|---|---|
| TOTAL COST OF GOODS SOLD (1) | 286,691 | 237,170 | 49,521 |
| of which non-recurring | 241 | 1,069 | (828) |
| TOTAL OPERATING COSTS (2) | 198,936 | 182,806 | 16,130 |
| Research and Development expenses | 48,441 | 43,196 | 5,245 |
| of which non-recurring | 92 | 0 | 92 |
| of which amortisation, depreciation pertaining to acquisitions | 105 | 88 | 17 |
| Distribution expenses | 102,093 | 89,324 | 12,769 |
| of which non-recurring | 998 | 1,119 | (121) |
| General and administrative expenses | 46,361 | 46,501 | (140) |
| of which non-recurring | 1,233 | 1,950 | (717) |
| of which amortisation, depreciation pertaining to acquisitions | 5,607 | 5,405 | 202 |
| Other operating costs | 2,041 | 3,785 | (1,744) |
| of which non-recurring | 0 | 1,579 | (1,579) |
| TOTAL (1+2) | 485,627 | 419,976 | 65,651 |
| of which non-recurring costs | 2,564 | 5,717 | (3,153) |
| of which amortisation, depreciation pertaining to acquisitions |
5,712 | 5,493 | 219 |
The item non-recurring costs as at 31 December 2015 shows a balance of €2,564 thousand.
The breakdown of this item is as follows:
| ITEM | AMOUNT | TYPE OF COST | |
|---|---|---|---|
| 1) "Cost of goods sold" | 241 | early retirement incentives | |
| Total | 241 | ||
| 2) "R&D expenses" | 92 | early retirement incentives | |
| Total | 92 | ||
| 3) "Distribution expenses" | 688 | early retirement incentives | |
| 3) "Distribution expenses" | 310 | commissions | |
| Total | 998 | ||
| 4) "General and administrative expenses" | 825 | early retirement incentives | |
| 4) "General and administrative expenses" | 408 | consulting | |
| Total | 1,233 | ||
| TOTAL NON-RECURRING COSTS | 2,564 |
These costs mainly resulted from early retirement incentives and consultancy services related to an internal Group reorganisation, as well as to consultancy related to Mergers and Acquisitions.
The amortisation from acquisitions (equal to €5,712 thousand) mainly included under "General and administrative expenses" (€5,607) are comprised of:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Acquisition of the PSC group (on 30 November 2006) | 2,513 | 2,099 | 414 |
| Acquisition of Laservall SPA (on 27 August 2004) | 0 | 221 | (221) |
| Acquisition of Informatics Inc. (on 28 February 2005) | 120 | 602 | (482) |
| Acquisition of Evolution Robotics Retail Inc. (on 1 July 2010) | 631 | 527 | 104 |
| Acquisition of Accu-Sort Inc. (on 20 January 2012) | 2,448 | 2,044 | 404 |
| TOTAL | 5,712 | 5,493 | 219 |
This item increased by 20.88% compared to the same period in 2015. At constant Euro/Dollar exchange rates and net of non-recurring costs, the percentage increase would have been of 7.7%.
The operating costs, excluding non-recurring costs and the amortisation inherent in the acquisitions, increased by 10.56% from €172,665 thousand to €190,901 thousand. At constant exchange rates and less extraordinary costs, a remarkably lower increase is noted (+2.31%), mainly attributable to distribution and R&D expenses.
In particular:
"R&D expenses" amounted to €48,441 thousand and increased by €5,136 thousand, net of nonrecurring costs, compared to the same period of the previous year (+€1,115 thousand, at constant exchange rates and net of non-recurring costs). This increase is primarily attributable to the increase in payroll & employee benefits, as well as increased expenses for technical advisory services.
"Distribution expenses" amounted to €102,093 thousand and, net of non-recurring costs, increased by €12,890 thousand with respect to the comparison period. Based on the analysis at constant exchange rates, and net of non-recurring costs, a net increase of €4,997 thousand (+5.67%) is reported, determined by an increase in payroll & employee benefits (+€4,053 thousand) and an increase in costs for travel and accommodation (+€584 thousand) as well as an increase in costs for meetings (+€548 thousand) and consultancy services (+€200 thousand).
The detailed breakdown of item "Other operating costs" is as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Capital losses on assets | 69 | 39 | 30 |
| Contingent liabilities | 193 | 78 | 115 |
| Provisions for doubtful accounts | 34 | 505 | (471) |
| Allocation to the risk reserve | 21 | 1,689 | (1,668) |
| of which non-recurring | 0 | 1,579 | (1,579) |
| Non-income taxes | 1,389 | 1,230 | 159 |
| Cost charge backs | 309 | 197 | 112 |
| Other | 26 | 47 | (21) |
| Total | 2,041 | 3,785 | (1,744) |
The following table provides the details of total costs (cost of goods sold and total operating costs) by type, for the main items:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Purchases | 208,894 | 175,422 | 33,471 |
| Inventory change | (4,310) | (11,165) | 7,039 |
| Payroll & employee benefits | 156,394 | 138,511 | 17,798 |
| Amortisation, depreciation and write-downs | 18,239 | 16,918 | 1,321 |
| Goods receipt & shipment | 18,018 | 15,820 | 2,198 |
| Technical, legal and tax advisory services | 9,902 | 9,434 | 468 |
| Marketing expenses | 9,677 | 9,290 | 387 |
| Travel & accommodation | 9,299 | 7,986 | 1,313 |
| Building expenses | 6,599 | 5,883 | 717 |
| Repairs | 5,514 | 5,387 | 127 |
| Material collected from the warehouse | 4,893 | 4,906 | (13) |
| EDP expenses | 3,758 | 3,471 | 287 |
| Vehicle expenses | 3,379 | 3,595 | (216) |
| Subcontracted work | 3,354 | 2,720 | 634 |
| Royalties | 2,735 | 2,353 | 382 |
| Consumables | 2,612 | 2,365 | 247 |
| Telephone expenses | 2,540 | 2,205 | 335 |
| Commissions | 2,074 | 1,487 | 587 |
| Utilities | 1,967 | 1,840 | 127 |
| Sundry service costs | 1,719 | 1,931 | (212) |
| Meeting expenses | 1,717 | 1,089 | 628 |
| Directors' remuneration | 1,439 | 1,783 | (344) |
| Quality certification expenses | 1,410 | 1,461 | (51) |
| Accounts certification expenses | 1,114 | 1,177 | (63) |
| Insurance | 1,094 | 1,001 | 93 |
| Expenses for plant and machinery and other assets | 1,030 | 763 | 267 |
| Entertainment expenses | 981 | 1,015 | (34) |
| Training courses for employees | 529 | 428 | 101 |
| Stationery and printings | 362 | 450 | (88) |
| R&D materials | 360 | 678 | (318) |
| Other | 8,334 | 9,772 | (1,442) |
| Total cost of goods sold and operating costs | 485,627 | 419,976 | 65,651 |
The increase in item "Travel & accommodation" is primarily related to a higher attendance to exhibitions. At constant exchange rate, the increase is remarkably lower (+€400 thousand).
The increase in item "Meeting expenses" (+€480 thousand, at constant exchange rate), is primarily attributable to important meetings of the sales force.
The item "Marketing expenses", equal to €9,677 thousand, increased by €387 thousand compared to the same period of 2014, while shows a decrease at constant exchange rates (around -€600 thousand), mainly due to the decrease in Marketing co-participation expenses with trade partners and in advertising expenses, which offsets the increase in costs for exhibitions.
The item "Technical, legal and tax advisory services", equal to €9,902 thousand (of which €408 thousand are non-recurring), increased with respect to the previous year; nevertheless, this increase is attributable to the exchange rate effect. At constant exchange rates, in fact, this item shows a decrease. At constant exchange rates, technical consulting services linked to R&D projects show an increase.
The item "Commissions", equal to €2,074 thousand, includes €310 thousand of non-recurring costs, related to a legal dispute still outstanding.
The increase in item "Building expenses" is primarily due to the exchange rate effect; at constant exchange rates, the increase is limited to €259 thousand.
The increase in item "Subcontracted work" is primarily due to the exchange rate effect (+Euro 189 thousand at constant exchange rates).
The "Other" item mainly consists of several costs all of which are lower than €150 thousand.
The detailed breakdown of payroll & employee benefits is as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Wages and salaries | 121,520 | 105,409 | 16,111 |
| Social security charges | 21,662 | 20,205 | 1,457 |
| Employee severance indemnities | 1,544 | 1,508 | 36 |
| Retirement and similar benefits | 1,350 | 1,361 | (11) |
| Medium- to long-term managerial incentive plan | 3,535 | 2,091 | 1,444 |
| Other costs | 4,927 | 3,725 | 1,202 |
| Early retirement incentives | 1,856 | 4,212 | (2,356) |
| Total | 156,394 | 138,511 | 17,883 |
The "Wages and salaries" item, equal to €121,520 thousand, includes Sales commissions and incentives of €14,917 thousand (€13,762 thousand at constant exchange rates and €12,545 thousand as at 31 December 2014). The increase, at constant exchange rates, in item "Wages and salaries" (equal to €5,493 thousand) is primarily related to increased in-house R&D activities and the hiring of personnel in the commercial sector.
The "Early retirement incentives" item, equal to €1,856 thousand, includes costs, totalling €1,846 thousand, stated under item "Non-recurring costs and revenues" and result from the re-organisation activities internal to the Group.
The detailed breakdown of this item is as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Miscellaneous income and revenues | 1,838 | 878 | 960 |
| Rents | 69 | 73 | (4) |
| Capital gains on asset disposals | 67 | 79 | (12) |
| Contingent assets | 630 | 79 | 551 |
| Grants to Research and Development expenses | 823 | 1,066 | (243) |
| Other | 77 | 64 | 13 |
| Total | 3,504 | 2,239 | 1,265 |
The item Miscellaneous income and revenues mainly includes revenues for self-manufactured equipment and reimbursements from employees for the use of vehicles for the pertaining portion.
The increase in item Contingent assets is primarily attributable to some insurance repayments, as well as repayments for the use of payment services with debit cards.
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Financial income/(expenses) | (2,262) | (5,823) | 3,561 |
| Foreign exchange differences | 3,087 | 357 | 2,730 |
| Bank expenses | (3,304) | (2,643) | (661) |
| Other | 944 | 355 | 589 |
| Total net financial income (expenses) | (1,535) | (7,754) | 6,219 |
Financial income was negative by €1,535 thousand, compared to a negative result of €7,754 thousand related to the same period of the previous year, mainly to:
The "Bank expenses" item mainly includes:
The "Other" item includes dividends received by the Mandarin fund and the company Idec Corporation and Specialvideo, totalling €572 thousand.
Profits generated by companies carried at equity were recognised in the amount of €174 thousand (compared with losses of €25 thousand as at 31 December 2014).
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Income tax | 13,549 | 7,297 | 6,252 |
| Substitute tax | 2,678 | 1,074 | 1,604 |
| Deferred taxes | (5,190) | (49) | (5,141) |
| Total | 11,037 | 8,322 | 2,715 |
The average tax rate comes to 21.4% (21.2% as at 31 December 2014).
Consolidated Financial Statements as at 31.12.2015 - Explanatory Notes 92
The reconciliation for 2015 of the nominal tax rate set out in Italian law and the effective rate in the consolidated financial statements is as follows:
| 2015 | |
|---|---|
| Nominal tax rate under Italian law | (27.50)% |
| Regional tax | (3.50)% |
| Non-deductible expenses for IRES | (1.00)% |
| Other effects | (0.60)% |
| Tax on dividend distribution | (1.30)% |
| Recoverable tax losses related to subsidiaries | (0.20)% |
| Cumulative effect of different tax rates applied in foreign countries | 11.40% |
| Effect of the change in rate of IRES tax, It. comp. | (0.60)% |
| Labour cost benefit - IRAP tax | 1.90% |
| Consolidated effective tax rate | (21.40)% |
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| Group earnings/(loss) for the period | 40,547,000 | 30,857,000 |
| Average number of shares | 58,179,970 | 58,154,176 |
| Earnings/(loss) per share | 0.6969 | 0.5306 |
EPS as at 31 December 2015 was calculated by dividing Group net profit of €40,547 thousand (Group net profit of €30,857 thousand as at 31 December 2014) by the average number of ordinary shares outstanding as at 31 December 2015, equal to 58,179,970 shares (58,154,176 as at 31 December 2014).
Pursuant to article 149-duodecies of the Issuer Regulation, implementing Legislative Decree 58 of 24 February 1998, the following is the summary schedule of fees pertaining to the year 2015 provided by the independent auditors.
The table below shows the fees for the audit activity and other services, mainly including due diligence and integration processes following acquisitions and the Group reorganisation.
| 2015 | |
|---|---|
| Fees for services supplied by the Auditing Firm to the Parent Company and to the subsidiaries | |
| Datalogic S.p.A.- auditing | 162 |
| Italian subsidiaries - auditing | 240 |
| Foreign subsidiaries - auditing | 415 |
| Total auditing | 817 |
| Non-auditing services | 11 |
| Total | 828 |
For the definition of "Related parties", see both IAS 24, approved by EC Regulation 1725/2003, and the Procedure for Transactions with Related Parties approved by the Board of Directors on 4 November 2010 (finally amended on 24 July 2015), and that is available on the Company's internet site www.datalogic.com.
The parent company of the Datalogic Group is Hydra S.p.A..
Infragroup transactions are executed as part of the ordinary operations and at arm's length conditions. Furthermore, there are other relationships with related parties, always carried out as part of the ordinary operations and at arm's length conditions, chiefly with parties that control the Parent Company, or with individuals that carry out the coordination and management of Datalogic S.p.A.
Related-party transactions refer chiefly to commercial and securities transactions (instrumental and noninstrumental premises for the Group under lease or leased to the parent company) as well as to companies joining the scope of tax consolidation. None of these assumes particular economic or strategic importance for the Group since receivables, payables, revenues and costs to the related parties are not a significant proportion of the total amount of the financial statements.
Pursuant to Article 5, par. 8, of the Consob Regulations, it should be noted that, over the period 01/01/2015 - 31/12/2015, the Company's Board of Directors did not approve any relevant transaction, as set out by Article 3, par. 1, lett. b) of the Consob Regulations, or any transaction with minority related parties that had a significant impact on the Group's equity position or profit/(loss).
| RELATED PARTIES | Hydra (parent company) |
Hydra Immobiliare and Aczon |
Non consolidated Automation Group companies |
Studio Associato Caruso |
Natural person | Laservall Asia |
TOTAL 30.12.15 |
|---|---|---|---|---|---|---|---|
| parent company |
company controlled by Chairman of BoD |
associates | company controlled by a company Body member |
Close relative of a Director |
associated company |
||
| Equity investments | 0 | 0 | 76 | 0 | 0 | 1,906 | 1,982 |
| IA Group | 76 | 1,906 | 1,982 | ||||
| Trade receivables - accrued income and prepaid expenses |
0 | 84 | 906 | 0 | 0 | 541 | 1,531 |
| IA Group | 0 | 84 | 754 | 0 | 0 | 541 | 1,379 |
| ADC Group | 152 | 152 | |||||
| Receivables pursuant to tax consolidation |
7,383 | 0 | 0 | 0 | 0 | 0 | 7,383 |
| Dl IP Tech Srl | 6,786 | 6,786 | |||||
| Dl Spa | 597 | 597 | |||||
| Liabilities pursuant to tax consolidation |
4,781 | 0 | 0 | 0 | 0 | 0 | 4,781 |
| DI ADC | 2,525 | 2,525 | |||||
| Dl Automation Srl | 2,256 | 2,256 | |||||
| Trade payables | 0 | 12 | 2 | 147 | 0 | 82 | 243 |
| Dl Spa | 1 | 94 | 95 | ||||
| Dl IP Tech Srl | 9 | 9 | |||||
| ADC Srl | 7 | 23 | 30 | ||||
| Automation Group | 4 | 2 | 21 | 82 | 109 | ||
| Financial payables | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Sales / service expenses | 0 | 659 | 75 | 335 | 5 | 335 | 1,409 |
| Dl Spa | 71 | 188 | 259 | ||||
| Dl IP Tech Srl | 19 | 19 | |||||
| ADC Group | 89 | 12 | 84 | 5 | 190 | ||
| Automation Group | 499 | 63 | 44 | 335 | 941 | ||
| Commercial revenues | 0 | 7 | 3,376 | 0 | 0 | 2,285 | 5,668 |
| ADC Group | 217 | 217 | |||||
| Automation Group | 7 | 3,159 | 2,285 | 5,451 | |||
| Financial income | 0 | 0 | 16 | 0 | 0 | 0 | 16 |
| Dl Automation Srl | 16 | 16 | |||||
| Profits from associates | 0 | 0 | 0 | 0 | 0 | 174 | 174 |
| Automation Group | 174 | 174 |
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Industrial Automation Group | 824 | 799 | 25 |
| Automatic Data Capture Group | 1,503 | 1,456 | 47 |
| Corporate Group | 137 | 116 | 21 |
| Informatics | 103 | 99 | 4 |
| Total | 2,567 | 2,470 | 97 |
The Chairman of the Board of Directors (Mr. Romano Volta)
| (Euro /000) | Note | 31.12.2014 Reclassifications | 31.12.2014 | |
|---|---|---|---|---|
| Reclassified | ||||
| 1) Total revenues | 17 | 464.645 | 464.645 | |
| Revenues from sale of products | 441.567 | 441.567 | ||
| Revenues from services | 23.078 | 23.078 | ||
| of which non-recurring | 99 | |||
| of which with related parties | 6.053 | 6.053 | ||
| 2) Cost of goods sold | 18 | 240.056 | (2.886) | 237.170 |
| of which non-recurring | 18 | 1.069 | 1.069 | |
| of which with related parties | 316 | 316 | ||
| Gross profit (1-2) | 224.589 | 2.886 | 227.475 | |
| 3) Other operating revenues | 19 | 2.239 | 2.239 | |
| of which non-recurring | 19 | 0 | ||
| of which with related parties | 7 | 7 | ||
| 4) R&D expenses | 18 | 43.196 | 43.196 | |
| of which non-recurring | 18 | 0 | ||
| of which amortisation, depreciation and write-downs | 88 | 88 | ||
| pertaining to acquisitions of which with related parties |
18 | 9 | 9 | |
| 5) Distribution expenses | 18 | 86.438 | 2.886 | 89.324 |
| of which non-recurring | 18 | 1.119 | 1.119 | |
| of which with related parties | 46 | 46 | ||
| 6) General and administrative expenses | 18 | 46.501 | 46.501 | |
| of which non-recurring | 18 | 1.950 | 1.950 | |
| of which amortisation, depreciation and write-downs | 18 | 5.405 | 5.405 | |
| pertaining to acquisitions of which with related parties |
1.093 | 1.093 | ||
| 7) Other operating expenses | 18 | 3.785 | 3.785 | |
| of which non-recurring | 18 | 1.579 | 1.579 | |
| Total operating costs | 179.920 | 2.886 | 182.806 | |
| Operating result | 46.908 | 0 | 46.908 | |
| 8) Financial income | 20 | 26.831 | 26.831 | |
| of which with related parties | 27 | 11 | ||
| 9) Financial expenses | 20 | 34.585 | 34.585 | |
| Net financial income (expenses) (8-9) | (7.754) | 0 | (7.754) | |
| 10) Profits from associates | 3 | 25 | 25 | |
| Profit (loss) before taxes from the operating assets | 39.179 | 0 | 39.179 | |
| Income tax | 21 | 8.322 | 8.322 | |
| Profit/(loss) for the period | 30.857 | 0 | 30.857 | |
| Basic earnings/(loss) per share (€) | 22 | 0,5306 | 0,5306 | |
| Diluted earnings/(loss) per share (€) | 22 | 0,5306 | 0,5306 |
Note: 2014 figures have been reclassified to render them consistent with 2015 figures, in light of some reorganisation made.
Registered office: via L. Alberti no. 1 - 40137 Bologna (BO) Share capital: Euro 1,200,000 fully paid up Bologna Companies Register n. 00445970379 Bologna REA (Economic and Administrative Repertoire) no. 202001
| Financial Statements as at 31/12/2014 | |||
|---|---|---|---|
| Statement of Financial Position - Assets |
31/12/2014 | 31/12/2013 | |
| A) Unpaid subscribed capital | |||
| (of which already called up ) | |||
| B) Non-current assets | |||
| I. Intangible | |||
| 1) Start-up and expansion costs | |||
| 2) Research, development and advertising costs | |||
| 3) Industrial patents and intellectual property rights | |||
| 4) Concessions, licenses, trademarks and similar rights | |||
| 5) Goodwill | |||
| 6) Assets in progress and payments on account | |||
| 7) Other intangible assets | 90,054 | ||
| 90,054 | |||
| II. Tangible | |||
| 1) Land and buildings | |||
| 2) Plant and machinery | |||
| 3) Industrial and commercial equipment | |||
| 4) Other tangible assets | 1,422 | 1,422 | |
| 5) Assets in progress and payments on account | |||
| 1,422 | 1,422 | ||
| III. Financial assets | |||
| 1) Equity investments in: | |||
| a) Subsidiaries | 58,903,176 | 59,982,859 | |
| b) Associates | |||
| c) Parent companies d) Other companies |
10,816,573 | 11,774,141 | |
| 2) Receivables | 69,719,749 | 71,757,000 | |
| a) Due from subsidiaries | |||
| - within 12 months | |||
| - after 12 months | |||
| b) Due from associates | |||
| - within 12 months | |||
| - after 12 months | |||
| c) Due from parent companies | |||
| - within 12 months | |||
| - after 12 months | |||
| d) Due from others | |||
|---|---|---|---|
| - within 12 months - after 12 months |
3,355,598 | 831,457 | |
| 3,355,598 | 831,457 | ||
| - | 3,355,598 | 831,457 | |
| 3) Other securities | |||
| 4) Treasury shares | |||
| (total nominal value ) | |||
| - | 73,075,347 | 72,588,457 | |
| Total non-current assets | 73,076,769 | 72,679,933 | |
| C) Current assets | |||
| I. Inventories | |||
| 1) Raw and ancillary materials and consumables | |||
| 2) Work in progress and semi-finished products | |||
| 3) Commissioned work in progress | |||
| 4) Finished products and goods | |||
| 5) Advance payments | |||
| II. Receivables | |||
| 1) Due from customers | |||
| - within 12 months | 212,336 | 2,531 | |
| - after 12 months | |||
| 212,336 | 2,531 | ||
| 2) Due from subsidiaries | |||
| - within 12 months | 23,000 | 138,000 | |
| - after 12 months | 23,000 | 138,000 | |
| 3) Due from associates | |||
| - within 12 months | |||
| - after 12 months | |||
| 4) Due from parent companies | |||
| - within 12 months | |||
| - after 12 months | |||
| 4-bis) Tax receivables | |||
| - within 12 months | 10,373,277 | 6,593,587 | |
| - after 12 months | 410,987 | ||
| 4-ter) Deferred tax assets | 10,373,277 | 7,004,574 | |
| - within 12 months | 80,072 | 623,709 | |
| - after 12 months | |||
| 80,072 | 623,709 | ||
| 5) Due from others - within 12 months |
96,305 | 96,285 | |
| - after 12 months | |||
| 96,305 | 96,285 |
| 10,784,990 | 7,865,099 | ||
|---|---|---|---|
| III. Current financial assets | |||
| 1) Equity investments in subsidiaries | |||
| 2) Equity investments in associates | |||
| 3) Equity investments in parent companies 4) Other equity investments |
4,467,157 | 2,667,054 | |
| 5) Treasury shares | |||
| (total nominal value ) | |||
| 6) Other securities | 8,996,511 | 2,214,389 | |
| 13,463,668 | 4,881,443 | ||
| IV. Cash & cash equivalents | |||
| 1) Bank and post office balances | 8,869,207 | 8,341,007 | |
| 2) Cheques 3) Cash and valuables on hand |
95 | 1,934 | |
| 8,869,302 | 8,342,941 | ||
| Total current assets | 33,117,960 | 21,089,483 | |
| D) Accrued income and prepaid expenses | |||
| - Discount on loans | |||
| - Miscellaneous | 420,212 | 11,586 | |
| 420,212 | 11,586 | ||
| Total assets | 106,614,941 | 93,781,002 | |
| Statement of Financial Position - Liabilities |
31/12/2014 | 31/12/2013 | |
| A) Shareholders' Equity | |||
| I. Share capital | 1,200,000 | 1,200,000 | |
| II. Share premium reserve |
|||
| III. Revaluation reserve | |||
| IV. Legal reserve | 6,240,000 | 6,240,000 | |
| V. Statutory reserves | |||
| VI. Treasury share reserve | |||
| VII. Other reserves Translation and rounding reserve |
1 | 1 | |
| 1 | 1 | ||
| VIII. Earnings (losses) carried forward | 28,001,803 | 22,158,598 | |
| IX. Profit for the year | 12,247,205 | 5,843,205 | |
| Total shareholders' equity | 47,689,009 | 35,441,804 | |
| B) Provisions for risks and charges |
1) Provision for retirement and similar benefits
| 2) Provision for taxes (including deferred taxes) | |||
|---|---|---|---|
| 3) Others | 49,399 | 49,399 | |
| Total provisions for risks and charges | 49,399 | 49,399 | |
| C) Provision for employee severance indemnities | |||
| D) Payables | |||
| 1) Bonds | |||
| - within 12 months | 9,650,000 | 29,000,000 | |
| - after 12 months | 30,000,000 | 39,650,000 | 9,650,000 38,650,000 |
| 2) Convertible bonds | |||
| - within 12 months | |||
| - after 12 months | |||
| 3) Due to shareholders for loans | |||
| - within 12 months | |||
| - after 12 months | |||
| 4) Bank borrowings | |||
| - within 12 months | 9,999,601 | 10,000,000 | |
| - after 12 months | |||
| 5) Due to other lenders | 9,999,601 | 10,000,000 | |
| - within 12 months | |||
| - after 12 months | |||
| 6) Advance payments | |||
| - within 12 months | |||
| - after 12 months | |||
| 7) Due to suppliers | |||
| - within 12 months | 130,784 | 37,193 | |
| - after 12 months | |||
| 8) Payables consisting of paper credit | 130,784 | 37,193 | |
| - within 12 months | |||
| - after 12 months | |||
| 9) Due to subsidiaries | |||
| - within 12 months | 8,719,000 | 8,225,000 | |
| - after 12 months | |||
| 10) Due to associates | 8,719,000 | 8,225,000 | |
| - within 12 months | |||
| - after 12 months | |||
| 11) Due to parent companies |
| - within 12 months - after 12 months |
|||
|---|---|---|---|
| 12) Tax payables - within 12 months - after 12 months |
106,169 | 276,002 | |
| 106,169 | 276,002 | ||
| 13) Due to pension and social security agencies - within 12 months - after 12 months |
2,215 | 2,831 | |
| 2,215 | 2,831 | ||
| 14) Other payables - within 12 months - after 12 months |
268,764 | 1,052,995 | |
| 268,764 | 1,052,995 | ||
| Total payables | 58,876,533 | 58,244,021 | |
| E) Accrued liabilities and deferred income | |||
| - Premium on loans | |||
| - Miscellaneous | 45,778 45,778 |
||
| Total liabilities | 106,614,941 | 93,781,002 | |
| Memorandum accounts | 31/12/2014 | 31/12/2013 | |
| 1) Risks undertaken by the company Guarantees to subsidiaries to associates to parent companies to subsidiaries under parent companies' control |
|||
| to other companies | |||
| Endorsements to subsidiaries to associates to parent companies to subsidiaries under parent companies' control to other companies |
|||
| Other personal guarantees to subsidiaries to associates to parent companies to subsidiaries under parent companies' control to other companies |
| Collaterals | |||
|---|---|---|---|
| to subsidiaries | |||
| to associates | |||
| to parent companies | |||
| to subsidiaries under parent companies' control | |||
| to other companies | |||
| Other risks | |||
| factored receivables | |||
| other | |||
| 2) Commitments undertaken by the company | 3,900,765 | ||
| 3) Third-party assets at the company | |||
| Outsourced products | |||
| Assets deposited or on free loan at the company | |||
| Pledged assets or assets served as security deposit at the company Other |
|||
| 4) Other memorandum accounts | |||
| Total memorandum accounts | 3,900,765 | ||
| Income Statement | 31/12/2014 | 31/12/2013 | |
| A) Production value | |||
| 1) Revenues from sales of products and services | |||
| 2) Change in inventories of work in progress and semi-finished and finished products |
|||
| 3) Change in commissioned work in progress | |||
| 4) In-house enhancement of tangible assets | |||
| 5) Other revenues and income: | |||
| - Miscellaneous | 176,734 | 48,631 | |
| - Revenue grants | |||
| - Investment grants (year's portion) | |||
| 176,734 | 48,631 | ||
| Total production value | 176,734 | 48,631 | |
| B) Production costs | |||
| 6) Raw & ancillary materials, consumables and goods | |||
| 7) Revenues from services | 1,539,848 | 380,850 | |
| 8) Rental, hire, leasing and royalties | |||
| a) Wages & salaries | |||
|---|---|---|---|
| b) Social security charges | |||
| c) Employee severance indemnities | |||
| d) Retirement and similar benefits | |||
| e) Other costs | |||
| 10) Amortisation, depreciation and write-downs | |||
| a) Amortisation of intangible | 90,054 | 337,651 | |
| assets | |||
| b) Depreciation of tangible assets |
|||
| c) Other write-downs of non-current assets | |||
| d) Write-downs of current receivables | |||
| and of cash equivalents | |||
| 11) Changes in inventories of raw & ancillary materials, consumables and goods |
90,054 | 337,651 | |
| 12) Risk provisioning | 49,399 | ||
| 13) Other provisioning | |||
| 14) Miscellaneous operating expenses | 48,220 | 33,333 | |
| Total production costs | 1,678,122 | 801,233 | |
| Difference between production value and costs (A-B) | (1,501,388) | (752,602) | |
| C) Financial income and expenses | |||
| 15) Income from equity investments: | |||
| - from subsidiaries | 11,685,169 | 6,000,048 | |
| - from associates | |||
| - from others | 1,732,210 | 13,417,379 | 1,793,795 7,793,843 |
| 16) Other financial income: | |||
| a) From non-current receivables | |||
| - from subsidiaries | |||
| - from associates | |||
| - from parent companies | |||
| - from others | |||
| b) From securities held as non-current assets | |||
| c) From securities held as current assets | 221,336 | 64,028 | |
| d) Income other than the above: | |||
| - from subsidiaries | |||
| - from associates | |||
| - from parent companies | |||
| - from others | 355,701 | 654,340 | |
| 577,037 | 718,368 | ||
| - | 13,994,416 | 8,512,211 | |
| 17) Interest and other financial expenses: | |||
| - from subsidiaries | |||
| - from associates |
| - from others | 625,192 | 2,584,723 | |
|---|---|---|---|
| 625,192 | 2,584,723 | ||
| 17-bis) Foreign exchange gains and losses | 293,067 | 24 | |
| Total financial income and expenses | 13,662,291 | 5,927,512 | |
| D) Adjustments to value of financial assets | |||
| 18) Write-ups: | |||
| a) of equity investments | |||
| b) of non-current financial assets | |||
| c) of securities held as current assets | |||
| 19) Write-downs: | |||
| a) of equity investments | |||
| b) of non-current financial assets | |||
| c) of securities held as current assets | |||
| Net adjustments to value of financial assets | |||
| E) Extraordinary income (expenses) | |||
| 20) Income: | |||
| - Capital gains on asset disposals | 6,785 | 44,604 | |
| - Miscellaneous | 6,785 | 44,604 | |
| 21) Expenses: | |||
| - Capital losses on asset disposals | |||
| - Previous years' taxes | |||
| - Miscellaneous | 555 | 18 | |
| 555 | 18 | ||
| Net extraordinary income (expenses) | 6,230 | 44,586 | |
| Pre-tax profit (A-B±C±D±E) | 12,167,133 | 5,219,496 | |
| 22) Income tax for the year – current, deferred and advance | |||
| a) Current income taxes | |||
| b) Deferred income taxes | |||
| (80,072) | |||
| c) Advance income taxes | (623,709) | ||
| d) Income and charges from tax consolidation treatment | |||
| (80,072) | (623,709) | ||
| 23) Profit (loss) for the year | 12,247,205 | 5,843,205 | |
| The Chairman of the Board of Directors |
Mr. Romano Volta
| ASSETS (Euro/000) | Note | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| A) Non-current assets (1+2+3+4+5+6+7+9) | 376,217 | 329,128 | |
| 1) Tangible assets | 57,158 | 51,329 | |
| Land | 1 | 5,365 | 5,223 |
| Buildings | 1 | 24,698 | 24,528 |
| Other assets | 1 | 22,674 | 19,823 |
| Assets in progress and payments on account | 1 | 4,421 | 1,755 |
| 2) Intangible assets | 236,518 | 219,319 | |
| Goodwill | 2 | 179,491 | 160,171 |
| Development costs | 2 | 6,809 | 6,339 |
| Others | 2 | 49,031 | 50,583 |
| Assets in progress and payments on account | 2 | 1,187 | 2,226 |
| 3) Equity investments in associates | 3 | 1,808 | 1,783 |
| 4) Financial assets | 37,149 | 15,801 | |
| Equity investments | 5 | 14,298 | 15,443 |
| Securities | 5 | 361 | 358 |
| Other | 5 | 22,490 | |
| 5) Loans | |||
| 6) Trade and other receivables | 7 | 2,877 | 2,575 |
| 7) Deferred tax assets | 13 | 40,707 | 38,321 |
| 9) Medium/long-term tax receivables | 13 | ||
| B) Current assets (8+9+10+11+12+13+14) | 279,521 | 295,174 | |
| 8) Inventories | 62,416 | 53,803 | |
| raw and ancillary materials and consumables | 8 | 12,367 | 14,072 |
| work in progress and semi-finished products | 8 | 21,896 | 15,951 |
| finished products and goods | 8 | 28,153 | 23,780 |
| 9) Trade and other receivables | 7 | 85,010 | 85,586 |
| trade receivables | 7 | 70,396 | 69,956 |
| due within 12 months | 7 | 69,106 | 68,409 |
| of which from associates | 7 | 1,281 | 1,536 |
| of which from related parties | 7 | 9 | 11 |
| other receivables - accrued income and prepaid expenses | 7 | 14,821 | 15,630 |
| of which from related parties | 171 | 171 | |
| 13) Financial receivables | 7 | ||
| 10) Tax receivables | 9 | 18,256 | 11,741 |
| 11) Financial assets | 5 | 18,521 | 7,162 |
| Securities | 6,084 | 3,617 | |
| Other | 12,437 | 3,545 | |
| 12) Loans | |||
| 13) Financial assets - Derivative instruments | 6 | 295 | |
| 14) Cash and cash equivalents | 10 | 95,023 | 136,882 |
| Total assets (A+B) | 655,738 | 624,302 | |
|---|---|---|---|
| LIABILITIES (Euro/000) | Note | 31/12/2014 | 31/12/2013 |
| A) Total shareholders' equity (1+2+3+4+5) | 11 | 246,478 | 176,498 |
| 1) Share capital | 11 | 1,200 | 1,200 |
| Share capital | 1,200 | 1,200 | |
| Treasury shares | (111,779) | (111,779) | |
| Share premium reserve | 110,155 | 103,676 | |
| Treasury share reserve | 1,624 | 8,103 | |
| 2) Reserves | 11 | 6,645 | (10,613) |
| Consolidation reserve | |||
| Translation (loss) reserve | 1,822 | (8,924) | |
| Reserve for exchange rate adjustment | 3,737 | (1,940) | |
| Cash-flow hedge reserve | (128) | (196) | |
| Actuarial gains and losses reserve | (255) | (265) | |
| Valuation reserve for fair value assets held for sale | 11 | 1,469 | 713 |
| 3) Profits (losses) of previous years | 11 | 133,273 | 111,834 |
| Profits (losses) of previous years | 121,178 | 99,507 | |
| Capital contribution reserve, not subject to taxation | |||
| Legal reserve | 6,240 | 6,240 | |
| IAS transition reserve | 5,855 | 6,088 | |
| 4) Group profit (loss) for the period/year | 11 | 26,769 | 18,707 |
| 5) Minority interests | 11 | 78,591 | 55,369 |
| Minority interest reserve | 68,541 | 47,327 | |
| Profit pertaining to third parties | 10,050 | 8,042 | |
| B) Non-current liabilities (6+7+8+9+10+11+12) | 163,460 | 227,319 | |
| 6) Financial payables | 12 | 119,519 | 191,823 |
| 7) Financial liabilities - Derivative instruments | 6 | 262 | 371 |
| 8) Tax payables | 9 | 36 | 575 |
| 9) Deferred tax liabilities | 13 | 22,149 | 17,406 |
| 10) Post-employment benefits | 14 | 7,202 | 7,049 |
| 11) Provisions for risks and charges | 15 | 11,211 | 7,447 |
| 12) Other liabilities | 16 | 3,081 | 2,648 |
| C) Current liabilities (13+14+15+16+17) | 246,007 | 220,484 | |
| 13) Trade and other payables | 16 | 131,074 | 121,879 |
| trade payables | 16 | 92,091 | 84,749 |
| of which within 12 months | 16 | 91,742 | 84,428 |
| of which to parent company | 16 | ||
| of which to associates | 16 | 76 | 124 |
| of which to related parties | 16 | 273 | 197 |
| other payables - accrued liabilities and deferred income | 16 | 38,983 | 37,130 |
| 14) Tax payables | 9 | 10,868 | 5,901 |
| 15) Provisions for risks and charges | 15 | 8,440 | 7,047 |
| 16) Financial liabilities - Derivative instruments | 6 | 14 |
| 17) Financial payables | 12 | 95,625 | 85,643 |
|---|---|---|---|
| Total liabilities (A+B+C) | 655,738 | 624,302 |
| Income Statement | Note | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| 1) Total revenues | 17 | 464,645 | 450,737 |
| Revenues from sale of products | 441,567 | 427,463 | |
| Revenues from services | 23,078 | 23,274 | |
| of which from related parties | 6,053 | 8,150 | |
| 2) Cost of goods sold | 18 | 240,056 | 238,414 |
| of which non-recurring | 18 | 1,069 | (62) |
| of which from related parties | 146 | (170) | |
| Gross profit (1-2) | 224,589 | 212,323 | |
| 3) Other operating revenues | 19 | 2,412 | 2,118 |
| of which non-recurring | 19 | 95 | |
| of which from related parties | 347 | ||
| 4) R&D expenses | 18 | 43,196 | 35,610 |
| of which non-recurring | 18 | 88 | (4) |
| 5) Distribution expenses | 18 | 86,438 | 82,475 |
| of which non-recurring | 18 | 1,119 | (975) |
| 6) General and administrative expenses | 18 | 47,134 | 48,315 |
| of which non-recurring | 18 | 1,950 | (18) |
| of which amortisation, depreciation pertaining to acquisitions | 18 | 5,405 | 5,765 |
| of which from related parties | 1,093 | 1,375 | |
| 7) Other operating expenses | 18 | 4,830 | 3,298 |
| of which non-recurring | 18 | 1,579 | |
| Total operating costs | 181,598 | 169,698 | |
| Operating result | 45,403 | 44,743 | |
| 8) Financial income | 20 | 34,854 | 15,489 |
| 9) Financial expenses | 20 | 35,221 | 25,769 |
| Net financial income (expenses) (8-9) | (367) | (10,280) | |
| 10) Profits from associates | 3 | 25 | 286 |
| Profit/(loss) before taxes from the operating assets | 45,061 | 34,749 | |
| Income tax | 21 | 8,242 | 8,000 |
| Profit/(loss) for the period | 36,819 | 26,749 |
| Consolidated Statement of Comprehensive Income | Note | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| Net profit/(loss) for the period | 36,819 | 26,749 | |
| Other components of the statement of comprehensive income: | |||
| Profit/(loss) on cash flow hedges | 11 | 90 | 555 |
| of which tax effect | (34) | (205) | |
| Profit/(loss) due to translation of the accounts of foreign companies | 11 | 15,431 | (5,828) |
| Profit (loss) on exchange rate adjustments for financial assets available for sale | 11 | 218 | (1) |
| of which tax effect | (83) | ||
| Reserve for exchange rate adjustment | 11 | 8,309 | (2,767) |
| of which tax effect | (3,151) | 1,050 | |
| Profit (loss) on exchange rate adjustments for fair value assets available for sale |
11 | 609 | 713 |
| of which tax effect | (501) | ||
| Actuarial losses | (236) | ||
| of which tax effect | 90 | ||
| Total other profit/(loss) net of the tax effect | 24,657 | (7,564) | |
| Total net profit/(loss) for the period | 61,476 | 19,185 | |
| Attributable to: | |||
| Parent company shareholders | 41,453 | 12,951 | |
| Minority interests | 20,023 | 5,521 |
| CONSOLIDATED STATEMENT OF CASH FLOW | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Pre-tax profit | 45,061 | 34,749 |
| Depreciation and amortisation of tangible and intangible assets and write-downs |
17,007 | 15,982 |
| Change in employee benefits reserve | 152 | (318) |
| Provision to the write-down reserve | 505 | 515 |
| Net financial expenses/(income) including exchange rate differences |
7,754 | 10,251 |
| Adjustments to value of financial assets | (25) | (286) |
| Cash flow from operations before changes in working capital |
70,454 | 60,893 |
| Change in trade receivables (net of provisions) (*) | (734) | 12,081 |
| Change in final inventories (*) | (8,613) | (4,650) |
| Change in current assets (*) | 514 | 2,050 |
| Other medium-/long-term assets (*) | 322 | (397) |
| Change in trade payables (*) | 7,549 | 13,383 |
| Change in other current liabilities (*) | 1,853 | (16,756) |
| Other medium/long-term liabilities | 433 | 14 |
| Change in provisions for risks and charges | 5,156 | 2,755 |
| Commercial foreign exchange differences | (2,680) | (1,084) |
| Foreign exchange effect of working capital | (583) | (306) |
| Cash flow from operations after changes in working capital |
73,671 | 67,983 |
| Change in tax | (9,033) | (14,209) |
| Foreign exchange effect of tax | 1,986 | (466) |
| Interest paid and banking expenses | (8,111) | (6,441) |
| Other changes | 2,246 | |
| Cash flow generated from operations (A) | 60,759 | 46,867 |
| (Increase)/Decrease in intangible assets excluding exchange rate effect (*) |
(1,474) | (9,386) |
| (Increase)/Decrease in tangible assets excluding exchange rate effect (*) |
(11,206) | (7,747) |
| Change in unconsolidated equity investments | 188 | (1,230) |
| Acquisition of an equity investment | 0 | 0 |
| Changes generated by investment activity (B) | (12,492) | (18,363) |
| Change in LT/ST financial receivables | (31,340) | 3,667 |
| Change in short-term and medium-/long-term financial debt |
(64,537) | (29,349) |
| Financial foreign exchange differences | 3,037 | (2,636) |
| Purchase/sale of treasury shares | 10,490 | 1,728 |
|---|---|---|
| Change in reserves and exchange rate effect of financial assets/liabilities, equity and tangible and intangible assets |
(4,710) | 1,534 |
| Dividend payment | (3,066) | (2,525) |
| Cash flow generated (absorbed) by financial assets (C) |
(90,126) | (27,581) |
| Net increase (decrease) in available cash (A+B+C) |
(41,859) | 923 |
| Net cash and cash equivalents at beginning of period (Note 10) |
136,882 | 135,959 |
| Net cash and cash equivalents at end of period (Note 10) |
95,023 | 136,882 |
The Chairman of the Board of Directors
Mr. Romano Volta
I sottoscritti Romano Volta, in qualità di Amministratore Delegato e Sergio Borgheresi, in qualità di Dirigente Preposto alla redazione dei documenti contabili societari della Datalogic S.p.A. attestano, tenuto anche conto di quanto previsto dall'art. 154-bis, commi 3 e 4, del decreto legislativo 24 febbraio 1998, n. 58:
l'adeguatezza in relazione alle caratteristiche dell'impresa e
delle procedure amministrative e contabili per la formazione del bilancio d'esercizio nel corso dell'esercizio 2015.
La valutazione dell'adeguatezza delle procedure amministrative e contabili per la formazione del bilancio consolidato al 31 dicembre 2015 è basata su di un procedimento definito da Datalogic S.p.A. in coerenza con il modello Internal Control – Integrated Framework emesso dal Committee of Sponsoring Organizations of the Treadway Commission che rappresenta un framework di riferimento generalmente accettato a livello internazionale.
Si attesta, inoltre, che:
3.1 il bilancio consolidato:
3.2 La relazione sulla gestione comprende un'analisi attendibile dell'andamento e del risultato della gestione, nonché della situazione dell'emittente e dell'insieme delle imprese incluse nel consolidamento, unitamente alla descrizione dei principali rischi e incertezze cui sono esposti.
Lippo di Calderara di Reno (BO), 4 marzo 2016
L'Amministratore Delegato Il Dirigente Preposto alla redazione dei documenti contabili Romano Volta Sergio Borgheresi
Official documents are in Italian
31 December 2015
| Statement of financial position - assets | pag. 1 |
|---|---|
| Statement of financial position - liabilities | pag. 2 |
| Statement of income | pag. 3 |
| Statement of comprehensive income | pag. 4 |
| Statement of cash flow | pag. 5 |
| Statement of shareholders' equity | pag. 6 |
| Presentation and content | pag. 7 |
|---|---|
| Information on the statement of financial position | pag. 33 |
| Information on the income statement | pag. 50 |
ANNEXES
| Note | 31-12-15 | 31-12-14 | ||
|---|---|---|---|---|
| Euro/000 | Euro/000 | |||
| ASSETS | ||||
| A) NON-CURRENT ASSETS (1+2+3+4+5+6+7+8) | 236.494 | 236.347 | ||
| 1) Tangible assets | 1 | 21.588 | 21.584 | |
| land | 1 | 2.466 | 2.466 | |
| buildings | 1 | 15.766 | 15.468 | |
| other assets | 1 | 3.356 | 3.396 | |
| assets in progress and payments on account | 1 | 0 | 254 | |
| 2) Intangible assets | 2 | 2.570 | 2.414 | |
| Goodwill | ||||
| Development costs | 2 | |||
| Others | 2 | 2.570 | 2.414 | |
| 3) Equity investments in affiliates | 3 | 174.599 | 174.599 | |
| 4) Financial assets | 5 | 35.717 | 24.132 | |
| equity investments | 5 | 4.624 | 3.481 | |
| securities | 5 | 361 | 361 | |
| Commercial foreign exchange differences | 5 | 30.732 | 20.290 | |
| 5) Loans to subsidiaries | 9 | 0 | 11.484 | |
| 6) Trade and other receivables Interest and bank expenses |
7 | 172 | 173 | |
| 7) Deferred tax assets | 13 | 1.848 | 1.961 | |
| B) CURRENT ASSETS (9+10+11+12+13+14+15) | 355.752 | 308.757 | ||
| 8) Inventories | raw and ancillary materials and consumables work in progress and semi-finished products |
0 | 0 | |
| 9) Commissioned work in progress | 0 | 0 | ||
| 10) Trade and other receivables | 7 | 9.285 | 6.691 | |
| trade receivables | 7 | 8.333 | 5.923 | |
| due within 12 months | 7 | 15 | 13 | |
| after 12 months | ||||
| receivables from affiliates | ||||
| receivables from subsidiaries | 7 | 8.318 | 5.910 | |
| receivables from the parent company receivables from related parties |
7 | |||
| other receivables - accrued income and prepaid expenses of which other receivables from subsidiaries |
7 7 |
952 0 |
768 0 |
|
| 11) Tax receivables | 8 | 1.803 | 3.728 | |
| of which to the parent company | 8 | 597 | 2.249 | |
| 12) Financial assets | 5 | 0 | 0 | |
| securities | 5 | 0 | 0 | |
| 13) Loans to subsidiaries | 9 | 268.200 | 244.737 | |
| 9 | 268.200 | 244.737 | ||
| 14) Financial assets - Derivative instruments | 6 | 0 | 0 | |
| 15) Cash and cash equivalents | 10 | 76.464 | 53.601 | |
| TOTAL ASSETS (A+B) | 592.246 | 545.104 |
| LIABILITIES | Note | 31-12-15 | 31-12-14 |
|---|---|---|---|
| Euro/000 | Euro/000 | ||
| A) TOTAL SHAREHOLDERS' EQUITY (1+2+3+4+5) | 11 | 250.417 | 223.915 |
| 1) Share capital | 11 | 146.659 | 147.490 |
| Share capital | 11 | 30.392 | 30.392 |
| Treasury shares | 11 | 4.488 | 5.319 |
| Share premium reserve | 11 | 109.326 | 110.155 |
| Treasury share reserve | 11 | 2.453 | 1.624 |
| 2) Reserves | 11 | 504 | 108 |
| Employee severance indemnity discounting reserves | 11 | 88 | 80 |
| Consolidation reserve | 11 | 0 | 0 |
| Translation reserve/(Loss) | 11 | 0 | 0 |
| Cash-flow hedge reserve | 11 | 0 | 0 |
| Cash-flow hedge reserve | 11 | -92 | -190 |
| Valuation reserve for financial assets held for sale | 11 | 508 | 218 |
| 3) Retained earnings/losses | 75.780 | 52.670 | |
| Profits (losses) of previous years | 11 | 28.631 | 16.637 |
| Merger surplus reserve of DL Real Estate | 204 | 204 | |
| Capital contribution reserve, not subject to taxation | 11 | 958 | 958 |
| Commercial foreign exchange differences | 11 | 5.917 | 4.735 |
| Temporary reserve for exchange rate adjustment | 11 | 16.443 | 6.509 |
| Capital contribution reserve | 11 | 15.204 | 15.204 |
| IAS transition reserve | 11 | 8.423 | 8.423 |
| Interest and bank expenses | 27.474 | 23.647 | |
| B) NON-CURRENT LIABILITIES (6+7+8+9+10+11) | 12 | 150.968 | 97.101 |
| 5) Financial payables of which with related parties |
12 | 138.789 | 88.225 |
| raw and ancillary materials and consumables 6) Financial liabilities - Derivative instruments (*) |
6 | 114 | 262 |
| 7) Tax payables | 0 | 0 | |
| 9) Commissioned work in progress | |||
| 8) Deferred tax liabilities | 13 | 8.469 | 5.659 |
| 9) Post-employment benefits | 14 | 527 | 593 |
| 10) Provisions for risks and charges | 15 | 3.069 | 2.362 |
| 11) Other liabilities | 0 | 0 | |
| C) CURRENT LIABILITIES (12+13+14+15+16) | 190.861 | 224.088 | |
| 12) Trade and other payables | 16 | 8.909 | 7.596 |
| trade payables | 16 | 3.239 | 4.073 |
| due within 12 months | 16 | 2.856 | 3.645 |
| after 12 months | |||
| payables to subsidiaries | 16 | 382 | 219 |
| payables to the parent company | 1 | 207 | |
| payables to related parties | 16 | 0 | 2 |
| other payables – accrued liabilities and deferred income | 16 | 5.670 | 3.523 |
| other payables from subsidiaries | 2.440 | 134 | |
| 13) Tax payables | 17 | 447 | 431 |
| 14) Provisions for risks and charges | 77 | 114 | |
| 15) Financial liabilities - Derivative instruments | 6 | 6 | 0 |
| 16) Short-term financial payables | 12 | 181.422 | 215.947 |
| of which to related parties | 148.274 | 141.209 | |
| Note | Euro/000 31-dic-15 |
Euro/000 31-dic-14 |
|
|---|---|---|---|
| 1) TOTAL REVENUES | 18 | 21.427 | 18.390 |
| Revenues from sale of products | 18 | ||
| Revenues from services | 18 | 21.427 | 18.390 |
| 2) Cost of goods sold | 19 | 1.681 | 46 |
| GROSS PROFIT (1-2) | 19.746 | 18.344 | |
| 3) Other operating revenues | 20 | 607 | 740 |
| 4) R&D expenses | 19 | 430 | 1.357 |
| 5) Distribution expenses | 19 | 814 | 396 |
| 6) General and administrative expenses of which non-recurring costs |
19 | 16.538 486 |
17.437 790 |
| 7) Other operating expenses | 19 | 204 | 299 |
| Total operating costs (4+5+6+7) | 17.986 | 19.489 | |
| Commercial foreign exchange differences | 2.367 | -405 | |
| 8) Financial income | 21 | 43.059 | 40.982 |
| 9) Financial expenses | 21 | 15.038 | 15.879 |
| Interest and bank expenses Net financial income (expenses) (8-9) |
28.021 | 25.103 | |
| PRE-TAX PROFIT/(LOSS) | 30.388 | 24.698 | |
| Taxes | 22 | 2.914 | 1.051 |
| raw and ancillary materials and consumables NET PROFIT/(LOSS) FOR THE PERIOD |
27.474 | 23.647 |
| Note | 31-12-15 Euro/000 |
31-12-14 Euro/000 |
||
|---|---|---|---|---|
| NET PROFIT/(LOSS) FOR THE PERIOD | 27.474 | 23.647 | ||
| Other components of the statement of comprehensive income: | ||||
| Profit/(loss) on cash flow hedges | of which tax effect | 11 | 98 (43) |
71 (27) |
| Adjustment on exchange rates | of which tax effect | 11 | 9.934 (2.723) |
9.757 (3.701) |
| Profit (loss) on exchange rate adjustments for financial assets available for sale |
of which tax effect | 11 | 290 76 |
218 (83) |
| Total other components of the statement of comprehensive income which will be restated under profit/(loss) for the year |
10.322 | 10.046 | ||
| Actuarial gains (losses) on defined-benefit plans | of which tax effect | 11 | 8 8 |
0 0 |
| Total other components of the statement of comprehensive income which will be restated under profit/(loss) for the year |
8 | 0 | ||
| Commercial foreign exchange differences | 10.330 | 10.046 | ||
| COMPREHENSIVE NET PROFIT/(LOSS) FOR THE PERIOD | 37.804 | 33.693 |
| Note | 31-12-15 Euro/000 |
31-12-14 Euro/000 |
|
|---|---|---|---|
| Pre-tax profit | 30.388 | 24.698 | |
| Depreciation of tangible assets and amortisation of intangible assets | 1, 2 | 1.672 | 1.558 |
| Change in employee benefits reserve | 14 | (66) | (190) |
| Provision to the write-down reserve | |||
| Net financial expenses/(income) including exchange rate differences | 21 | (28.021) | (25.103) |
| adjustments to value of financial assets | |||
| Cash flow from operations before changes in working capital | 3.973 | 963 | |
| Change in trade receivables (net of provisions) | 7 | (2.410) | (1.693) |
| Change in final inventories | - | - | |
| Change in other current assets | 7 | (184) | 59 |
| Other medium-/long-term assets | 5 | (10.441) | (20.291) |
| Change in trade payables | 16 | (834) | 39 |
| Change in other current liabilities | 16 | 2.147 | (1.994) |
| Other medium/long-term liabilities | - | - | |
| Change in provisions for risks and charges Commercial foreign exchange differences |
15 | 670 - |
1.967 - |
| (7.079) | (20.950) | ||
| Change in tax | 13, 17, 22 | 1.950 | 3.284 |
| Foreign exchange effect of tax Interest and bank expenses |
21 | 3.393 | - (1.127) |
| Cash flow generated from operations (A) | (1.736) | (18.793) | |
| (Increase)/Decrease in intangible assets | 1 | (852) | (358) |
| raw and ancillary materials and consumables | 2 | (980) | (696) |
| 5 | (540) | 188 | |
| 9) Commissioned work in progress | (2.372) | (866) | |
| Change in LT/ST financial assets and liabilities | 9 | (12.582) | (24.745) |
| Change in short-term and medium/long-term financial payables | 12, 6 | 15.897 | (33.297) |
| Financial foreign exchange differences | 3.619 | 2.806 | |
| Purchase of treasury shares | 11 | (831) | 10.490 |
| Changes in reserves | 11 | 10.330 | 10.046 |
| Collection/(Payment) of Dividends | 21, 11 | 10.538 | 14.073 |
| Cash flow generated (absorbed) by financial assets (C) | 26.971 | (20.627) | |
| Net increase (decrease) in available cash (A+B+C) | 22.863 | (40.286) | |
| Net cash and cash equivalents at beginning of period | 10 | 53.601 | 93.887 |
| Net cash and cash equivalents at end of period | 10 | 76.464 | 53.601 |
| Description | Share capital | Treasury shares | Total share capital | Cash-flow hedge reserve |
Valuation reserve for financial assets held for sale |
Severance indemnity discounting reserves |
Total other reserves |
Earnings carried forward |
Merger surplus | Capital contribution reserve |
Legal reserve | Reserve for exchange rate adjustment |
IAS reserve | Total | Profit for the year | Total shareholders' equity |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 30.392 | 106.608 | 137.000 | -261 | - | 80 | -181 | 34.618 | 204 | 958 | 4.389 | -3.248 | 8.423 | 45.344 | 6.921 | 189.084 | |
| Allocation of earnings | - - |
- | 6.575 | 346 | 6.921 | -6.921 | - | |||||||||
| Dividends | -9.352 | -9.352 | -9.352 | |||||||||||||
| Increase in share capital | - | - | - - |
- | ||||||||||||
| Translation reserve | - - |
- | - - |
- | ||||||||||||
| Change in IAS reserve | - - |
- | - - |
- | ||||||||||||
| Sale/purchase of treasury shares | 10.490 | - 10.490 |
- | - | - - |
10.490 | ||||||||||
| Cash flow hedge adjustment | - - - |
71 | 71 - |
- - - |
71 - |
|||||||||||
| Severance indemnity provision adjustment | - - |
- - |
- | |||||||||||||
| Capital contribution reserve | - | - - |
- - |
- - |
- - |
|||||||||||
| Cancellation of treasury shares | - | - | - - |
- | - | - | ||||||||||
| Other movements | - - |
218 | 218 | 9.757 | - 9.757 |
- 9.975 |
||||||||||
| Profit/(loss) as at 31.12.14 | - - |
- - |
- - |
23.647 | - 23.647 |
|||||||||||
| 31.12.2014 | 30.392 | 117.098 | - 147.490 |
-190 | 218 | 80 | 108 | 31.841 | 204 | 958 | 4.735 | 6.509 | 8.423 | 52.670 | 23.647 | 223.915 |
| Description | Share capital | Treasury shares | Total share capital | Cash-flow hedge reserve |
Valuation reserve for financial assets held for sale |
Severance indemnity discounting reserves |
Total other reserves |
Earnings carried forward |
Merger surplus | Capital contribution reserve |
Legal reserve | Reserve for exchange rate adjustment |
IAS reserve | Total | Profit for the year | Total shareholders' equity |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 01.01.2015 | 30.392 | 117.098 | 147.490 | -190 | 218 | 80 | 108 | 31.841 | 204 | 958 | 4.735 | 6.509 | 8.423 | 52.670 | 23.647 | 223.915 |
| Allocation of earnings | - | - | 22.465 | 1.182 | 23.647 | -23.647 | - | |||||||||
| Dividends | - | -10.471 | -10.471 - |
-10.471 | ||||||||||||
| Increase in share capital | - | - | - | - | ||||||||||||
| Translation reserve | - - - |
- | - - - |
- | ||||||||||||
| Change in IAS reserve | - | - | - | - | ||||||||||||
| Sale/purchase of treasury shares | -831 | - -831 |
- | - | - - |
-831 | ||||||||||
| Cash flow hedge adjustment | - - |
98 | 98 | - - |
98 | |||||||||||
| Severance indemnity provision adjustment | - | - - |
- - |
- - |
||||||||||||
| Capital contribution reserve | - | - | - - - |
- - |
- | |||||||||||
| Cancellation of treasury shares | - | - - - |
- - |
- | - - - |
- - - |
||||||||||
| Other movements | - - |
290 | 8 | 298 - |
9.934 | 9.934 - |
10.232 - |
|||||||||
| Profit/(loss) as at 31/12/2015 | - - |
- | - | 27.474 | 27.474 | |||||||||||
| 31.12.2015 | 30.392 | 116.267 | 146.659 | -92 | 508 | 88 | 504 | 43.835 | 204 | 958 | 5.917 | 16.443 | 8.423 | 75.780 | 27.474 | 250.417 |
Datalogic S.p.A. (hereinafter "Datalogic" or the "Company") is a joint-stock company listed on the STAR segment of Borsa Italiana, with its registered office at via Candini, 2 Lippo di Calderara di Reno (Bo).
The Company is a subsidiary of Hydra SpA, also based in Bologna and controlled by the Volta family. These financial statements were prepared by the Board of Directors on 04 March 2016.
The Company's financial statements have been prepared in compliance with the international accounting standards (IAS/IFRS) issued by the IASB (International Accounting Standards Board) and endorsed by the European Union, pursuant to European Regulation 1725/2003 and subsequent amendments, with all the interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"), formerly the Standing Interpretations Committee ("SIC"), endorsed by the European Commission at the date of approval of the draft financial statements by the Board of Directors and contained in the relative EU Regulations published at this date, and in compliance with the provisions of CONSOB Regulation 11971 of 14 May 1999 and subsequent amendments.
The financial statements for the year ended 31 December 2015 consist of the Statement of Financial Position, Income Statement, Statement of Comprehensive Income, Statement of Changes in Shareholders' Equity, Cash Flow Statement and Explanatory Notes.
We specify that, in the Statement of Financial Position, assets and liabilities are classified according to the "current/non-current" criterion, with specific separation of assets and liabilities held for sale.
Current assets, which include cash and cash equivalents, are those set to be realised, sold or used during the company's normal operational cycle or in the 12 months following the reporting date; current liabilities are those whose extinction is envisaged during the company's normal operating cycle or in the 12 months after the reporting date.
The Income Statement reflects analysis of costs grouped by function as this classification was deemed more meaningful for comprehension of the Company's business result.
The Statement of Comprehensive Income presents the components that determine gain/(loss) for the period and the costs and revenues reported directly under shareholders' equity for transactions other than those set up with shareholders.
The cash flow statement is presented using the indirect method.
The statement of changes in shareholders' equity analytically details the changes occurring in the financial year and in the previous financial year.
In preparing the financial statements, the historic cost principle has been adopted for all assets and liabilities except for some tangible assets in the "land and buildings" category, which were revalued on transition to IFRS, as described later in this document, and some financial assets available for sale (AFS) for which the fair value principle is applied.
Preparation of IFRS-compliant financial statements requires the use of some estimates. Reference should be made to the section describing the main estimates made in these financial statements.
These financial statements are drawn up in thousands of euro, which is the Group's "functional" and "presentation" currency as envisaged by IAS 21, unless otherwise indicated.
Below we indicate the policies adopted for preparation of the Company's financial statements as at 31 December 2015.
Owned tangible assets are initially recognised at the cost of contribution, purchase, or in-house construction. The cost comprises all directly attributable costs necessary to make the asset available for use (including, when significant and in the presence of effective obligations, the present value of the estimated costs for decommissioning and removal of the asset and for reinstatement of the location), net of trade discounts and allowances.
Some tangible assets belonging to the Land and Buildings categories, in line with IAS 16 provisions, were measured at fair value (market value) as at 31 January 2004 (IFRS transition date) and this value was used as the deemed cost. As allowed by IFRS 1, fair value has been calculated on the basis of valuation appraisals performed by independent external consultants. The cost of buildings is depreciated net of the residual value estimated as the realisation value obtainable via disposal at the end of the building's useful life.
Costs incurred after purchase (maintenance and repair costs and replacement costs) are recognised in the asset's carrying value, or are recognised as a separate asset, only if it is thought likely that the future economic benefits associated with the asset will be enjoyed and the asset's cost can be reliably measured. Maintenance and repair costs or replacement costs that do not have the above characteristics are recognised in the income statement in the year in which they are borne.
Tangible assets are depreciated on a straight-line basis each year - starting from the time when the asset is available for use, or when it is potentially able to provide the economic benefits associated with it - according to economic/technical rates determined according to assets' residual possibility of use and taking into account the month when they became available for use in the first year of utilisation.
Land is considered to be an asset with an indefinite life and therefore not subject to depreciation.
The depreciation rates applied are as follows:
| Asset category | Annual depreciation rates |
|---|---|
| Property | |
| Buildings | 2% - 3.3% |
| Land | 0% |
| Plant and equipment: | |
| Automatic operating machines | 20% - 14.29% |
| Furnaces and appurtenances | 14% |
| Generic/specific production plant | 20% - 10% |
| Other assets: | |
| Plant pertaining to buildings | 8.33% - 10% - 6.67% |
| Lightweight constructions | 10% - 6.67% - 4% |
| Production equipment & electronic instruments | 20% - 10% |
| Moulds | 20% |
| Electronic office machinery | 33% - 20% - 10% |
| Office furniture and fittings | 10% - 6.67% - 5% |
| Cars | 25% |
| Freight vehicles | 14% |
| Trade show & exhibition equipment | 11% - 20% |
| Improvements to third-party assets | Contract duration |
If, regardless of the depreciation already posted, enduring impairment of value emerges, the asset is written down; if the reasons for devaluation disappear in later years, the original value is reinstated. The residual value and useful life of assets are renewed at least at each year-end in order to assess any significant changes in value.
Gains and losses on disposals are calculated by comparing the selling price with net carrying value. The amount thus determined is recognised in the income statement.
Assets held under finance lease contracts are those non-current assets for which the Company has assumed all the risks and benefits connected with ownership of the asset. Such assets are measured at the lower of fair value and present value of lease instalments at the time of contract signature, net of cumulative depreciation and write-downs. Financial lease instalments are recorded as described in IAS 17; specifically, each instalment is subdivided into principal and interest. The sum of the portions of principal payable at the reporting date is recorded as a financial liability; the portions of interest are recorded in the income statement each year until full repayment of the liability.
Intangible assets are recognised under assets in the Statement of Financial Position when it is likely that use of the asset will generate future economic benefits and when the asset's costs can be reliably calculated. They are initially recognised at the value of contribution or at acquisition or production cost, inclusive of any ancillary costs.
Gains and losses on disposals are calculated by comparing the selling price with net carrying value. The amount thus determined is recognised in the income statement.
As required by IAS 38, research costs are entered in the income statement at the time when the costs are incurred.
Development costs for projects concerning significantly innovative products or processes are capitalised only if it is possible to demonstrate:
• the technical possibility of completing the intangible asset in such a way as to make it available for use or sale;
• the intention of completing the intangible assets for use or sale;
• the availability of adequate technical, financial or other resources to complete the intangible asset's development and for its use or sale;
• how the intangible asset will generate probable future economic benefits.
In the absence even of just one of the above requirements the costs in question are fully recognised in the income statement when they are borne.
Development costs have a finite useful life and are capitalised and amortised on a straight-line basis from the start of the product's commercial production for a period equal to the useful life of the products to which they relate, estimated to be five years.
Other intangible assets mainly consist of software used under licence, valued at purchase cost.
These assets are considered to be intangible assets of finite duration and are amortised over their presumable useful life (see the next table).
Intangible assets of finite duration are systematically amortised according to their projected future usefulness, so that the net value at the reporting date corresponds to their residual usefulness or to the amount recoverable according to corporate business plans. Amortisation starts when the asset is available for use.
The useful life for each category is detailed below:
| DESCRIPTION | Useful Life - years |
|---|---|
| Goodwill | Indefinite useful life |
| Development costs | 5 |
| Other intangible assets: | |
| - Software licences (other than SAP licences) | 3/5 |
| - Trademarks | 3 |
| - Know-how | 7 |
| - SAP licences | 10 |
| - User licences | Contract duration |
Intangible assets with an indefinite useful life are not amortised but tested to identify any impairment of value annually, or more frequently when there is evidence that the asset may have suffered impairment.
Tangible and intangible assets are tested for impairment in the presence of specific indicators of loss of value, and at least annually for intangible assets with an indefinite life and goodwill.
The aim of this impairment test is to ensure that tangible and intangible assets are not carried at a value exceeding their recoverable value, consisting of the higher between their fair value and selling costs and their value in use.
Value in use is calculated based on the future cash flows that are expected to originate from the asset or CGU (cash generating unit) to which the asset belongs. Cash flows are discounted to present value using a discount rate reflecting the market's current estimate of the time value of money and of the risks specific to the asset or CGU to which presumable realisation value refers.
Given their autonomous ability to generate cash flows, the Group's CGUs are defined as being the individual consolidated companies.
If the recoverable value of the asset or CGU to which it belongs is less than the net carrying value, the asset in question is written down to reflect its impairment, with recognition of the latter in the income statement for the period.
Impairment losses relating to CGUs are allocated firstly to goodwill and, for the remaining amount, to the other assets on a proportional basis.
If the reasons causing it cease to exist, impairment is reversed within the limits of the amount of what would have been the book value, net of amortisation of the historical cost, if no impairment had been recognised. Any reinstatements of value are recognised in the income statement. In the case of goodwill, impairment value is never reversed.
The presumed recoverable value of non-financial assets is equal to the higher between the net sales price and value in use. Value in use is determined based on expected cash flows related to assets, discounted at a rate that takes into account the market value of interest rates and specific risks of assets to which the estimated realisation value refers.
If the reasons causing it cease to exist, impairment is reversed within the limits of the amount of what would have been the book value, net of amortisation of the historical cost, if no impairment had been recognised. Any reinstatements of value are recognised in the income statement. In the case of goodwill, impairment value is never reversed.
Equity investments in subsidiaries, included in the consolidated financial statements, are disclosed based on IAS 27, by using the cost method, net of impairments.
Equity investments are classified under non-current assets and are valued at equity, pursuant to IAS 28. The portion of profits or losses resulting from the application of this method is indicated in a specific item of the income statement.
Equity investments in other companies are classified as available-for-sale financial instruments, according to the definition established in IAS 39, although the Company has not expressed an intention to sell these investments, and they are valued at fair value on the reporting date.
In accordance with IAS 39, the Company classifies its financial assets in the following categories:
Annual Financial Statements as at 31/12/2015 - Explanatory Notes 12
Financial assets at fair value with contra entry in the income statement: these are financial assets acquired primarily with the intention of making a profit from short-term price fluctuations and designated as such from the outset; they are recognised at fair value and any changes during the period are recognised in the income statement. Within the Group this category includes securities classified among current assets.
Loans and receivables: they are financial assets other than derivatives with a fixed or calculable payment flow and which are not listed in an active market. They are recognised according to the amortised cost criterion using the effective interest rate method. They are classified as "current assets", apart from those due after 12 months, which are classified as non-current assets. Within the Group this category includes trade receivables, other receivables and cash.
Available for sale financial assets: these are financial assets other than derivatives, which are not classified in other categories; they are valued at fair value and related changes are entered in an equity reserve. They are classified under non-current assets, unless they are intended to be sold within 12 months. Within the Group this category includes equity investments in other companies and securities.
The fair value of listed securities is based on current market prices. If a financial asset's market is not active, the Company establishes fair value by using recent transactions taking place close to the reporting date or by referring to other instruments of substantially the same kind or using discounted cash-flow (DCF) models. In some circumstances, the Company does not have sufficient information to calculate the fair value of these financial assets. In this case, they are maintained at cost.
A financial asset (or, where applicable, the portion of a financial asset or part of a group of similar financial assets) is removed from the financial statements when:
Financial hedging instruments: the Company holds derivative financial instruments to hedge exposure to foreign exchange or interest rate risk. In accordance with the rules of the Risk Policy approved by the Board of Directors, the Company does not have any speculative financial instruments. Consistently with the approach established by IAS 39, hedging instruments are accounted for using the hedge-accounting approach if all the following conditions are met:
at the inception of a hedge, there is formal documentation of the hedging relationship, of the entity's risk management objectives, and of the strategy for undertaking the hedge;
the hedge is expected to be highly effective in offsetting changes in fair value (fair value hedge) or in cash
flows (cash flow hedge) attributable to the risk hedged;
for cash flow hedges, a forecast transaction that is hedged must be highly probable and feature exposure to changes in cash flows that could ultimately affect profit or loss;
the hedge's effectiveness can be reliably assessed, i.e. the fair value or cash values of the item hedged and the hedging instrument's fair value can be reliably measured;
the hedge has been assessed on the basis of a recurrent criterion and is considered highly effective throughout the derivative's life.
The basis of measurement of hedging instruments is their fair value on the designated date.
The fair value of currency derivatives is calculated in relation to their intrinsic value and their time value.
At each annual reporting date, hedging instruments are tested for effectiveness to see whether the hedge qualifies as an effective hedge and is therefore eligible for hedge accounting.
The fair value of hedging instruments is set out in Note 6, while movements in the cash flow hedge reserve are shown in Note 11.
When financial instruments qualify for hedge accounting, the following accounting treatment is applied:
Fair value hedge – If a financial derivative is designated as a hedge for exposure to the changes in fair value of an asset or liability attributable to a particular risk that may affect the income statement, profit, or loss, deriving from subsequent valuations of the hedge's fair value is recognised in the income statement. The profit or loss on the hedged item, attributable to the risk covered, changes the carrying value of that item and is recognised in the income statement.
Cash flow hedge – If a financial derivative is designated as a hedge for exposure to the variability of future cash flows of an asset or liability, or of an expected, highly probable transaction that may affect profit and loss, the changes in the hedge's fair value are recognised in equity for the effective portion of the hedge (intrinsic value) while the part relating to time value and any ineffective portion (over-hedging) is recognised in the income statement;
If a hedge or hedging relationship has ended but the hedged transaction has not yet taken place, cumulative profits and losses recognised thus far in equity are recognised in the income statement when the related transaction takes place. If the hedged transaction is no longer considered probable, the still unrealised profits and losses suspended in equity are immediately recognised in the income statement.
If hedge accounting cannot be applied, gains and losses arising from fair-value measurement of the financial derivative are immediately recognised in the income statement.
Inventories are measured at the lower of cost and net realisable value. Cost is calculated using the weighted average cost method. Finished products, semi-finished products and raw material costs include the cost of raw materials, direct labour, and other production costs that are directly and indirectly allocable (in this case on the basis of normal production capacity). Net realisable value is the estimated selling price in the normal course of business, less any selling costs.
Following the spin-off of divisions on 2 April 2007, from that date, the Company no longer has inventories.
Receivables, with due dates consistent with normal terms of trade in the sector in which the Company is active, or that earn interest at market rates, are not discounted to present value. They are recognised at cost (identified as face value), net of provisions for doubtful accounts, which are shown as a direct deduction from such receivables in order to align them with their fair value. Receivables whose due date exceeds normal terms of trade (i.e. due dates longer than one year) are initially recognised at fair value and subsequently at amortised cost – using the effective interest rate method – net of related impairment losses.
The estimated impairment of receivables is recognised when it becomes evident that the past-due receivable cannot be recovered, due to financial difficulties of the customer that might lead to its bankruptcy or financial restructuring.
Cash and cash equivalents comprise cash on hand, bank and post office balances, and short-term financial investments (maturity of three months or less after purchase date) that are highly liquid, readily convertible into cash and are subject to insignificant risk of changes in value.
Current-account overdrafts and advances on invoices subject to collection are deducted from cash only for the purposes of the cash flow statement.
Share capital consists of the ordinary shares outstanding, which are posted at par value.
Costs relating to the issue of new shares or options are classified in equity (net of associated tax benefit relating to them) as a deduction from the proceeds of the issuance of such instruments.
In the case of buyback of treasury shares, the price paid, inclusive of any directly attributable accessory costs, is deducted from the Group's shareholders' equity until such shares are cancelled, re-issued, or sold, as required by IAS 32. When treasury shares are resold or re-issued, the proceeds, net of any directly attributable accessory costs and related tax effect, are posted as Company shareholders' equity.
Consequently, no profit or loss is entered in the consolidated income statement at the time of purchase, sale or cancellation of treasury shares.
Interest-bearing financial liabilities are initially recorded at fair value, net of ancillary costs. After initial recognition, interest-bearing financial liabilities are measured at amortised cost using the effective interest rate method.
A financial obligation is written off when the obligation underlying the liability has been extinguished or annulled or fulfilled.
If an existing financial liability is replaced by another one from the same lender, under conditions that are essentially different, or if the terms and conditions of an existing liability are essentially amended, this change or amendment will be treated as a reversal of the original liability or the recognition of a new liability, with recognition in income of any differences involving the carrying values.
Post-employment benefits are calculated based on programmes that, depending on their characteristics, are either "defined-contribution programmes" or "defined-benefit programmes".
Employee benefits mainly consist of severance indemnities for the Company.
Italian Law no. 296 of 27 December 2006 ("2007 National Budget Law") and subsequent decrees and regulations enacted during 2007 introduced – as part of overall reform of the Italian pension system – significant changes regarding the ultimate use of the portions of severance-indemnity provision accruing.
Until 31 December 2006, severance indemnity provision came within the scope of post-employment definedbenefit plans and was measured in accordance with IAS 19, by independent actuaries, using the projected unit credit method.
Actuarial gains and losses as at 1 January 2005 – the date of transition to IFRSs – were recognised in specific equity reserved. Actuarial gains and losses after that date are recognised in the income statement on an accrual accounting basis, i.e. not using the "corridor" method envisaged by IAS 19.
Following the reform of supplemental pensions, employees can allocate the new severance indemnity provision accruing to supplemental pension systems, or opt to keep it in the company (in the case of companies with less than 50 employees) or to transfer them to the INPS – the state pension and welfare agency (in the case of companies with more than 50 employees).
Based on these rules, and also basing itself on the generally accepted interpretation, the Group decided that:
for the portion of severance indemnities accruing up to 31 December 2006, the provision in question constituted a defined-benefit plan, to be valued according to the actuarial rules, but no longer including the component relating to future salary increases. The difference resulting from the new calculation in relation to the previous one was treated as curtailment as defined by IAS 19.109 and consequently entered in the income statement for the year ended 31 December 2007;
subsequent portions of severance indemnities accruing, both in the case a supplementary pension scheme is chosen and in the case of allocation to the central treasury fund c/o the INPS, come within the scope of defined-contribution plans, thus excluding – in calculating the cost for the year – components relating to actuarial estimates.
Provisions for risks and charges are set aside to cover liabilities whose amount or due date are uncertain and that must
be recognised on the statement of financial position when the following conditions are satisfied at the same time:
the entity has a present obligation (legal or constructive), i.e. under way as at the reporting date, arising from a past event;
it is probable that economic resources will have to be used to fulfil the obligation;
Risks, for which materialisation of a liability is only contingent, are disclosed in the notes to accounts, in the section commenting on provisions, without provision being made.
In the case of events that are only remote, i.e. events that have very little likelihood of occurrence, no provision made and no additional or supplementary disclosure is provided.
Provisions are recognised at the value representing the best estimate of the amount the entity would pay to settle the obligation, or to transfer it to third parties, at the reporting date. If
the time value of money is material, provisions are calculated by discounting expected future cash flows at a pre-tax discount rate reflecting the market's current evaluation of the cost of money over time.
When discounting to present value is performed, the increase in the provision due to the passage of time is recognised as finance expense.
Income taxes include current and deferred taxes. Income taxes are generally recognised in the income statement, except when they relate to items entered directly in equity, in which case the tax effect is recognised directly in equity.
Current income taxes are the taxes that are expected to be paid, calculated by applying to taxable income the tax rate in force at the reporting date and adjustments to taxes related to prior periods.
Deferred taxes are calculated using the liability method applied to temporary differences between the amount of assets and liabilities in the consolidated financial statements and the corresponding amounts recognised for tax purposes, except as follows:
Deferred tax assets are recognised for all deductible temporary differences and tax credits and losses and can be brought forward, to the extent that the existence of adequate future taxable profits will exist against which the usage of the deductible temporary differences and the tax credits and losses brought forward can be used, except in cases where:
Deferred taxes are calculated at the tax rate expected to be in force at the time when the asset is sold or the liability is redeemed.
Deferred tax assets are recognised only if it is probable that sufficient taxable income will be generated in subsequent years to realise them.
The Parent Company Datalogic S.p.A. and other Italian subsidiaries fall within the scope of the "domestic tax consolidation" of Hydra S.p.A.. This permits the transfer of total net income or the tax loss of individual participant companies to the Parent Company, which calculates a single taxable income for the Group or a single tax loss carried forward, as the algebraic sum of the income and/or losses, and therefore files a single tax liability or credit with the Tax Authorities.
Trade and other payables are measured at cost, which represents their discharge value. Short-term payables are not discounted, since the effect of discounting the cash flows is not significant.
Revenues include the fair value of the amount collected or collectable from the sale of goods or rendering of services within the scope of the company's characteristic business activity. Revenues are shown net of VAT, returns, discounts and allowances.
Revenues from the sale of goods are recognised only when all the following conditions are met:
Revenues arising from a transaction for the rendering of services is recognised only when the results of the transaction can be reliably estimated, based on the stage of completion of the transaction at the reporting date. The results of a transaction can be reliably measured when all the following conditions are met:
Revenues relating to dividends, interest and royalties are respectively recognised as follows:
dividends, when the right is established to receive dividend payment (with a receivable recognised in the statement of financial position when distribution is resolved);
interest, with application of the effective interest rate method (IAS 39);
Government grants are recognised - regardless of the existence of a formal grant resolution - when there is reasonable certainty that the company will comply with any conditions attached to the grant and therefore that the grant will be received.
Government grants receivable as compensation for costs already incurred or to provide immediate financial support to the recipient company with no future related costs, are recognised as income in the period in which they become receivable.
Lease contracts in which the lessor substantially preserves all the risks and rewards of ownership are classified as operating leases and related fees are charged to the income statement on a straight-line basis according to the contract's duration.
Dividends are recognised when shareholders have the right to receive payment. This normally corresponds to the date of the annual general shareholder meeting that approves dividend distribution.
The dividends distributable to Company shareholders are recognised as an equity movement in the year when they are approved by the shareholders' meeting.
Basic EPS is calculated by dividing the Company's profit by the weighted average number of ordinary shares outstanding during the year, excluding treasury shares.
Diluted EPS is calculated by dividing the Company's profit by the weighted average number of ordinary shares outstanding during the year, excluding treasury shares. For the purposes of calculating diluted EPS, the weighted average number of shares is determined assuming translation of all potential shares with a dilutive effect, and the Company's net profit is adjusted for the post-tax effects of translation.
Foreign currency transactions are initially converted to euro at the exchange rate existing on the transaction date.
On the reporting date, foreign-currency monetary assets and liabilities are converted at the exchange rate in force on that date.
Foreign-currency non-monetary items measured at historical cost are converted using the exchange rate in force on the transaction date.
Non-monetary items recognised at fair value are converted using the exchange rate in force when carrying value is calculated.
Foreign exchange gains and losses arising from the collection of foreign currency receivables or payment of foreign currency payables are recognised in the income statement.
The accounting standards adopted for preparation of the Company's financial statements conform to those used for the preparation of the financial statements for the period ended 31 December 2014, except for the adoption on 01 January 2015 of the new standards, amendments and interpretations.
The Company adopted for the first time some standards and amendments which became effective for the first time in 2015. The nature and effect of these changes are described hereunder, pursuant to requirements set forth in IAS 8.
However, the above had no impact on the Company's financial statements. The nature and impact of any new principle/amendment are specified hereunder:
This improvement is applied prospectively and clarifies various issues connected with the definition of conditions, related to the achievement of results or services rendered, which are considered as vesting conditions. Clarifications are consistent with the modalities with which the Company has identified, in the previous periods, the conditions related to the achievement of results or services rendered and that are considered as vesting conditions. Moreover, the Company granted no share-based bonuses; therefore, these improvements had no effect on the Company's financial statements or accounting criteria.
Within the annual plan of IFRS improvements - 2010-2012, IASB issued the following amendments to accounting standards, which were already effective on 1 July 2014 and that had no significant impact on the Company.
The amendment is applicable retrospectively and clarifies the following:
An entity is required to disclose measurements made by the management in applying the aggregation criteria envisaged in paragraph 12 of IFRS 8, including a brief description of the operating segments which were aggregated, as well as the economic characteristics (e.g. sales or gross profit) used to determine whether the segments are "similar". The reconciliation between segment-related assets and total assets must be disclosed only if the reconciliation is submitted to the operating chief decision maker, as required for segment-related liabilities.
The amendment is applied retrospectively and clarifies that, in IAS 16 and IAS 38, an asset can be revalued based on observable data both adjusting the gross carrying value of the asset to the market value, and determining the market value of the carrying value and adjusting the gross carrying value on a pro rata basis so that the resulting carrying value is equal to the market value. Moreover, accumulated amortisation/depreciation and impairment losses represent the difference between gross value and carrying value of an asset. This amendment had no impact on the revaluation adjustments accounted for by the Company in this financial year.
The amendment is applied retrospectively and clarifies that a management entity (an entity which supplies services related to managers with strategic responsibilities) is a related party, subject to disclosure on related parties. Moreover, an entity which uses a management entity should disclose the cost borne for the management services.
Within the annual plan of IFRS improvements - 2011-2013, IASB issued some amendments to some accounting standards, which were already effective on 1 July 2014 and that had no significant impact on the Company.:
The amendment is applicable prospectively and clarifies that the portfolio exception envisaged by IFRS 13 can be applied not only to financial assets and liabilities, but also to other contracts within the scope of IAS 39. The Group does not apply the portfolio exception envisaged by IFRS 13.
The Company has not provided for an early adoption of any standard, interpretation or improvement that has been issued but is not yet effective.
Following are the standards which, on the date that the Company's financial statements were prepared, had already been issued but were not yet in force.
In July 2014, IASB issued the final version of IFRS 9 Financial Instruments, which reflects all the project steps related to financial instruments and supersedes IAS 39 "Financial Instruments: Recognition and Measurement", as well as all previous versions of IFRS 9. The standard introduces new requirements for the classification, measurement, impairment and hedge accounting. IFRS 9 is effective to annual periods beginning on or after 1 January 2018. Early application is permitted. The standard shall be applied retrospectively, although the supply of comparative information is not mandatory. Early application is permitted of the previous versions of IFRS 9 (2009, 2010 and 2013) if the initial application is prior to 1 February 2015. No significant impact is expected on classification and measurement of the Company's financial liabilities.
The IFRS standard was issued in May 2014 and provides a five-step new model to be applied to all contracts with customers. According to IFRS 15, revenue should be recognised for an amount corresponding to the right in payment the entity believes to have against the sale of goods or services to customers. This standard envisages a more structured approach in recognising and measuring revenue.
The new principle is applicable to all entities and will replace all current requirements included in IFRS on recognition of revenues. The standard is effective for annual periods beginning on or after 1 January 2017, with fully retrospective or modified application. Early application is permitted. The Company is currently evaluating the impact of IFRS 15 and the clarifications issued by IASB in the exposure draft of July 2015, and will evaluate any further development, while envisaging to apply the new standard as from the mandatory effective date.
The amendments to IFRS 11 envisage that a joint operator, who reports the acquisition of an interest in a joint control agreement in which the activity of the joint operation constitutes a business, should apply the principles as defined in IFRS 3 on the basis of the business combinations guidance. The amendments clarify that, in the event a joint control is maintained, the interest previously held in a joint-control agreement shall not be re-measured upon the acquisition of another interest in the same joint control agreement. Moreover, for clarification purposes, the following was excluded from the object of the IFRS 11. Amendments are not applicable when the parties in a joint control, including the entity that prepares the financial statements, are subject to the mutual control of the same ultimate controlling entity.
Amendments are applicable to both the acquisition of the initial interest in a joint-control agreement, and the acquisition of any further interest in the same joint control agreement. The amendments must be applied prospectively to annual periods beginning on or after 1 January 2016. Early application is permitted. No impact resulting from the application of these amendments is expected on the Company.
These amendments clarify the principle, included in IAS 16 and IAS 38, that revenues reflect a model of economic benefits generated by the management of a business (in which the asset is embodied), rather than the consumption of the economic benefits when an asset is used. As a result, a method based on revenues cannot be used for depreciation of real estate properties, plant and machinery and could be used only in very restricted circumstances when amortising intangible assets. The amendments must be applied prospectively to annual periods beginning on or after 1 January 2016. Early application is permitted. No impact on the Company is expected while applying these amendments, given that the Company does not use revenuebased methods for the amortisation/depreciation of non-current assets.
The amendments will reinstate the equity method as an accounting option for equity investments in subsidiaries, joint ventures and associates in an entity's separate financial statements. Entities that are already applying the IFRS standards and elect to modify the accounting principles by adopting the equity method to their separate financial statements should apply the amendment retrospectively. In the event of fist-time adoption of IFRSs, the entity that elects to adopt the equity methods in the separate financial statements should apply this standard at the transition date to IFRS. The amendments are effective for annual periods beginning on or after 1 January 2016. Early application is permitted. No impact on the Company's financial statements is expected for the application of these amendments.
Amendments are related to the conflict between IFRS 10 and IAS 28, with reference to the loss in control of an investee, which is sold or transferred to an associated company or a joint venture. Amendments clarify that profit or loss resulting from the sale or transfer of assets representing a business, as defined by IFRS 3, between an investor and its associated company or joint venture, must be entirely recognised. Any profit or loss, resulting from the sale or transfer of assets, which do not represent a business, is however recognised only within the limits of the portion held by third-party investors in the associated company or joint venture. These amendments must be applied prospectively and will be in force for annual periods beginning on or after 1 January 2016. Early application is permitted. These amendments are not expected to have any impact on the Company.
These amendments are effective for annual periods beginning on 1 January 2016 or later. They include the following:
Assets (or disposal group) are generally disposed of through the sale or the distribution to shareholders. This amendment clarifies that the change from either disposal methods should not be considered as a new plan to sell, but rather the continuation of the original one. Therefore, there is no discontinuation in the application of requirements of IFRS 5. This amendment shall be applied prospectively.
The amendment clarifies that a servicing contract envisaging a remuneration can entail a continuing involvement of a financial asset. The entity shall define the type of remuneration and of agreement based on the guidance contained in the IFRS 7 on the continuing involvement, in order to evaluate whether a clarification is required. The definition of what type of servicing contract represents a continuing involvement must be made retrospectively. In any case, the information required shall not be disclosed for annual periods before the first-time application date of this amendment.
(ii) Applicability of amendments to IFRS 7 to condensed interim financial statements.
The amendment clarifies that disclosure requirements on remuneration are not applied to condensed interim financial statements, unless this disclosure constitutes a significant updating of information given in the most recent annual financial statements. This amendment shall be applied retrospectively.
The amendment clarifies that the deep market of high quality corporate bonds should be determined on a currency basis (currency in which the bond is issued), rather than on a country basis (in which the benefits are to be paid). When there is no deep market for high quality corporate bond in that currency, government bonds should be used to establish the discount rate. This amendment shall be applied prospectively.
Amendments to IAS 1 Disclosure of Accounting Policies intend to clarify, rather than significantly modify, some already existing requirements to IAS 1. The amendments clarify:
Moreover, amendments clarify the requirements that are applied when sub-totals are disclosed in the statements of profit/(loss) for the year or other components are disclosed in the Statement of Comprehensive Income or Statement of Financial Position may be unbundled. Amendments are effective for annual periods beginning on or after 1 January 2016. Early application is permitted. No impact on the Company is expected as regards these amendments.
Preparation of IFRS-compliant consolidated financial statements and of the relevant notes requires directors to apply accounting principles and methodologies that, in some cases, are based on valuations and estimates, which in turn are based on historic experience and assumptions considered reasonable and realistic based on circumstances at any given time. The application of such estimates and assumptions affects the amounts reported in financial statements, i.e. the statement of financial position, income statement, and cash flow statement, as well as the information disclosed. The ultimate actual amounts of accounting items, for which these estimates and assumptions have been used, might be different from those reported in the financial statements due to the uncertainty characterising the assumptions and conditions on which estimates are based.
Below we list the accounting items that, more than others, require greater subjectivity on the part of directors in developing estimates and for which any change in conditions underlying assumptions made could have a significant impact on the Company's financial statements:
Estimates and assumptions are reviewed regularly and the effects of every change are immediately reflected in the income statement The measurement criteria of the estimate items are described in the related Notes, to which reference is made.
The Company is exposed to various types of financial risks in the course of its business, including:
The Company is not exposed to any price risk, as it does not hold significant quantities of listed securities in its portfolio, nor is it otherwise exposed to the risk deriving from the trend of commodities traded on the financial markets.
The Company specifically monitors each of the aforementioned financial risks, taking prompt action in order to minimise such risk. The Company uses derivative contracts relating to underlying financial assets or liabilities or future transactions. The Central Treasury Department operates directly on the market on behalf of subsidiary and investee companies. The management of the market and liquidity risks therefore takes place within the Company and specifically the Central Treasury Department, while credit risks are managed by the Group's operating units. The sensitivity analysis is subsequently used to indicate the potential impact on the final results deriving from hypothetical fluctuations in the reference parameters. As provided for by IFRS7, the analyses are based on simplified scenarios applied to the final figures and, owing to their nature, they cannot be considered indicative of the actual effects of future changes.
Datalogic operates internationally and is exposed to the risk associated with a variety of currencies.
Transaction risk mainly relates to trade transactions (foreign currency receivables/payables) and financial transactions (foreign currency borrowings or loans) to/from Group companies in currencies other than their functional currency.
The key currency is the US dollar (USD).
To permit full understanding of the foreign exchange risk on the Company's financial statements, we have analysed the sensitivity of foreign currency accounting items to changes in exchange rates. The variability parameters applied were identified among the exchange rate changes considered reasonably possible, with all other variables remaining equal.
The following tables show the results of this sensitivity analysis:
| USD | Carrying value |
Portion exposed to exchange rate risk |
+ 10% | + 5% | + 1% | -1.00% | -5.00% | -10.00% |
|---|---|---|---|---|---|---|---|---|
| Exchange rates | 1.0887 | 1.1976 | 1.1431 | 1.0996 | 1.0778 | 1.0343 | 0.9798 | |
| A Financial assets |
||||||||
| Cash and cash equivalents |
76,464 | 3,872 | (352) | (184) | (38) | 39 | 204 | 430 |
| Trade and other receivables |
9,457 | 1,298 | (118) | (62) | (13) | 13 | 68 | 144 |
| Loans | 390,777 | 99,056 | (9,005) | (4,717) | (981) | 1,001 | 5,213 | 11,006 |
| Loans (netting) | (122,577) | (54,325) | 4,939 | 2,587 | 538 | (549) | (2,859) | (6,036) |
| Total Loans | 268,200 | |||||||
| (4,536) | (2,376) | (494) | 504 | 2,626 | 5,544 | |||
| Loans | 412,397 | 94,489 | 8,590 | 4,499 | 936 | (954) | (4,973) | (10,499) |
|---|---|---|---|---|---|---|---|---|
| Loans (netting) | (92,186) | (39,365) | (3,579) | (1,875) | (390) | 398 | 2,072 | 4,374 |
| Total Loans | 320,211 | |||||||
| Trade and other payables |
8,909 | 326 | 30 | 16 | 3 | (3) | (17) | (36) |
| 5,041 | 2,640 | 549 | (560) | (2,918) | (6,161) | |||
| Pre-tax impact on income statement, net |
505 | 264 | 55 | (56) | (292) | (617) |
As at 31 December 2015, the Company held the following items exposed to exchange rate risk, with impact on Equity:
| USD | Carrying value |
Portion exposed to exchange rate risk |
+ 10% | + 5% | + 1% | -1.00% | -5% | -10% |
|---|---|---|---|---|---|---|---|---|
| Exchange rates | 1.0887 | 1.1976 | 1.1431 | 1.0996 | 1.0778 | 1.0343 | 0.9798 | |
| Financial assets | ||||||||
| Loans | 268,200 | 153,635 | (13,967) | (7,316) | (1,521) | 1,552 | 8,086 | 17,071 |
| Financial Liabilities financial liabilities |
||||||||
| Net impact at Equity |
(13,967) | (7,316) | (1,521) | 1,552 | 8,086 | 17,071 |
The Company is exposed to interest rate risk associated both with the availability of cash and with borrowings. The aim of interest rate risk management is to limit and stabilise payable flows caused by interest paid mainly on medium-term debt in order to achieve a tight match between the underlying and the hedging instrument.
With regard to medium/long-term loans, as at 31 December 2015, Datalogic had interest rate swaps in place with financial counterparties of premier standing for a notional total of €8 million. These derivatives permit the hedging of about 3% of total bank borrowings against the risk of a rise in interest rates of Datalogic SpA, synthetically transforming variable-rate loans into fixed-rate loans.
| Bank borrowings, mortgages and other short-/long-term loans | Amount | % |
|---|---|---|
| Variable rate | 145,372 | 85% |
| Fixed rate | 20,000 | 12% |
| Variable rate hedged through derivative instruments | 5,959 | 3% |
| Leasing | 526 | 0.3% |
| Other | 80 | 0.0% |
| Total | 171,937 | 100% |
In order to fully understand the potential effects of fluctuations in interest rates to which the Company is exposed, we analysed the accounting items most at risk, assuming a change 20 basis points in the Euribor and of 10 basis points in the USD Libor. The analysis was based on reasonable assumptions. Below we show the results as at 31 December 2015:
| Euribor | carrying value |
of which exposed to exchange rate risk |
20bp | -20bp |
|---|---|---|---|---|
| Financial assets | ||||
| Cash and cash equivalents | 76,464 | 71,493 | 143 | (143) |
| Loans | 390,777 | 131,736 | 263 | (263) |
| Loans (netting) | (122,577) | (68,252) | (137) | 137 |
| Total Loans | 268,200 | |||
| 269 | (269) | |||
| Financial liabilities | ||||
| Loans | 272,984 | 150,034 | (300) | 300 |
| Floor 0% loans | 139,413 | 139,413 | (279) | |
| Loans (netting) | (92,186) | (52,821) | 106 | (106) |
| Total Loans | 320,211 | |||
| (473) | 194 | |||
| Total increases (decreases) | (204) | (75) |
| USD Libor | carrying value |
of which exposed to exchange rate risk |
10bp | -10bp |
|---|---|---|---|---|
| Financial assets financial | ||||
| Cash and cash equivalents | 76,464 | 3,872 | 4 | (4) |
| Loans | 390,777 | 99,056 | 99 | (99) |
| Loans (netting) | (122,577) | (54,325) | (54) | 54 |
| Total Loans | 268,200 | |||
| 49 | (49) | |||
| Financial liabilities | ||||
| Loans | 272,984 | 94,489 | (94) | 94 |
| Loans (netting) | (92,186) | (39,365) | 39 | (39) |
| Total Loans | 320,211 | |||
| (55) | 55 | |||
| Total increases (decreases) | (6) | 6 |
| Euribor | carrying value |
of which exposed to exchange rate risk |
20bp | -20bp |
|---|---|---|---|---|
| Financial assets financial | ||||
| Loans | 268,200 | 6,350 | 13 | (13) |
| Financial liabilities | ||||
| Derivative instruments | 7,875 | 7,875 | 16 | (16) |
| USD Libor | carrying value |
of which exposed to exchange rate risk |
10bp | -10bp |
|---|---|---|---|---|
| Financial assets financial | ||||
| Loans | 268,200 | 153,634 | 154 | (154) |
Datalogic S.p.A, having no direct relations with customers but only with associates, was not in fact exposed to this risk.
The Company's liquidity risk is minimised by careful management by the Central Treasury Department. Bank indebtedness and the management of liquidity are handled via a series of instruments used to optimise the management of financial resources. Firstly, there are automatic mechanisms such as cash pooling (subsidiaries are in the process of being integrated into existing arrangements) with consequently easier maintenance of levels of availability. The Central Treasury manages and negotiates medium/long-term financing and credit lines to meet the Group's requirements. Specifically, following the company restructuring described above, each division's subholding companies have operating lines for short-term requirements (revolving credit lines and on the receivables book) while Datalogic SpA, as the Parent Company, has cash credit lines for future requirements in favour of the Group. Centralised negotiation of credit lines and loans on the one hand and centralised management of the Group's cash resources on the other have made it possible to reduce the costs of short-term indebtedness and increase interest income.
The Company mainly operates with major historic banks, including some international institutions, which have provided important support on foreign investments.
The following table details the financial liabilities and derivative financial liabilities settled on a net basis by the Company, grouping them according to residual contractual maturity as at the reporting date. The amounts shown are contractual cash flows not discounted to present value.
The following table analyses financial liabilities by maturity as at 31 December 2015 and 31 December 2014:
| 0 - 1 year | 1 - 5 years | > 5 years | |
|---|---|---|---|
| Bank loans and mortgages | 32,814 | 138,517 | |
| Payables for leasing | 254 | 272 | |
| Other | 80 | - | |
| Financial derivatives (IRS) | 6 | 114 | |
| Trade and other payables | 8,909 | - | |
| Loans by Group Companies | 148,274 | - | |
| Total | 190,337 | 138,903 | 0 |
| As at 31 December 2014 | |||
|---|---|---|---|
| 0 - 1 year | 1 - 5 years | > 5 years | |
| Bank loans and mortgages | 74,498 | 87,668 | - |
| Payables for leasing | 240 | 557 | - |
| Financial derivatives (IRS) | 262 | - | - |
| Trade and other payables | 7,596 | - | - |
| Loans by Group Companies | 141,209 | - | - |
| Total | 223,805 | 88,225 | - |
Details of movements as at 31 December 2015 and 31 December 2014 are as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Land | 2,466 | 2,466 | - |
| Buildings | 15,766 | 15,468 | 298 |
| Other assets | 3,356 | 3,396 | (40) |
| Assets in progress and payments on account | - | 254 | (254) |
| Total | 21,588 | 21,584 | 4 |
Changes taking place in the period are as follows:
| Land | Buildings | Other assets | Assets in progress and payments on account |
Total | |
|---|---|---|---|---|---|
| Historical cost | 2,466 | 17,175 | 9,278 | 254 | 29,173 |
| Accumulated depreciation | - | (1,707) | (5,882) | - | (7,589) |
| Net opening value at 01/01/15 | 2,466 | 15,468 | 3,396 | 254 | 21,584 |
| Increases 31/12/15 | |||||
| Investments | - | 379 | 602 | - | 981 |
| Reclassifications | - | 137 | 117 | - | 254 |
| Transfers | - | - | (24) | - | (24) |
| Depreciation reversal | - | - | 16 | - | 16 |
| Total | - | 516 | 711 | - | 1,227 |
| Decreases 31/12/15 | |||||
| Disposals | - | - | (17) | - | (17) |
| Reclassifications | - | - | - | (254) | (254) |
| Transfers | - | - | 24 | - | 24 |
| Depreciation | - | (218) | (758) | - | (976) |
| Total | - | (218) | (751) | (254) | (1,223) |
| Historical cost | 2,466 | 17,691 | 9,956 | - | 30,113 |
| Accumulated depreciation | - | (1,925) | (6,600) | - | (8,525) |
| Net closing value at 31/12/15 | 2,466 | 15,766 | 3,356 | 0 | 21,588 |
The increase of €379 thousand in item "Buildings" is mainly due to the construction of the second Tunnel connecting two parts of the building and the setting-up of a corporate museum.
The increase for the year of €602 thousand in the "Other assets" item primarily breaks down as follows:
Details of movements as at 31 December 2015 and 31 December 2014 are as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Goodwill | - | - | - |
| Development costs | - | - | - |
| Others | 2,570 | 2,414 | 156 |
| Total | 2,570 | 2,414 | 156 |
Changes taking place in the period are as follows:
| Goodwill | Development costs |
Others | Total | |
|---|---|---|---|---|
| Historical cost | - | - | 8,408 | 8,408 |
| (Accumulated amortisation) | - | - | (5,994) | (5,994) |
| Opening value as at 01.01.15 | 0 | 0 | 2,414 | 2,414 |
| Increases 31.12.15 | ||||
| Investments | - | - | 852 | 852 |
| Reclassifications | - | - | 1 | 1 |
| Amortisation reversal | - | - | - | 0 |
| Total | - | - | 853 | 853 |
| Decreases 31.12.15 | ||||
| Disposals | - | - | - | - |
| Reclassifications | - | - | (1) | (1) |
| Amortisation | - | - | (696) | (696) |
| Total | - | - | (697) | (697) |
| Historical cost | - | - | 9,260 | 9,260 |
| Accumulated amortisation | - | - | (6,690) | (6,690) |
| Net closing value at 31.12.15 | 0 | 0 | 2,570 | 2,570 |
The increase for the year of €852 thousand in the item "Others" relates to:
| Balance as at 31.12.2014 |
Increases | Decreases | Change | Balance as at 31.12.2015 |
|
|---|---|---|---|---|---|
| Subsidiaries | 174,599 | 0 | 0 | 0 | 174,599 |
| Associates | 0 | 0 | 0 | ||
| Total associates | 174,599 | 0 | 0 | 0 | 174,599 |
Equity investments held by the Company as at 31 December 2015 were as follows:
No change occurred over the year.
As per the comparison between the carrying value and the corresponding Shareholders' Equity of the investees as at 31 December 2015, reference is made to Annex 2. Negative differentials disclosed therein are not considered as impairment loss; no adjustment was therefore made to the assets recorded.
The statement of financial position items coming within the scope of "financial instruments" as defined by IAS/IFRSs are as follows:
| 31.12.2015 | Loans and receivables |
Financial assets at fair value charged to the income statement |
Available for sale | Total |
|---|---|---|---|---|
| Non-current financial assets | 172 | 30,732 | 4,985 | 35,889 |
| Financial assets - Equity investments (5) | ||||
| - | - | 4,624 | 4,624 | |
| Financial assets - Securities | - | - | 361 | 361 |
| Financial assets - Other | 30,732 | - | 30,732 | |
| Other receivables (7) | 172 | - | - | 172 |
| Current financial assets | 77,324 | 0 | 0 | 77,324 |
| Trade receivables from third parties (7) | 15 | - | - | 15 |
| Other receivables from third parties (7) | 845 | - | - | 845 |
| Financial assets - Securities (5) | 0 | - | - | - |
| Financial assets - Derivative instruments (6) | 0 | - | - | - |
| Cash and cash equivalents (10) | 76,464 | - | - | 76,464 |
| TOTAL | 77,496 | 30,732 | 4,985 | 113,213 |
| 31.12.2015 | Derivatives | Other financial liabilities |
Total |
|---|---|---|---|
| Non-current financial liabilities | 114 | 138,789 | 138,903 |
| Financial payables (12) | - | 138,789 | 138,789 |
| Financial liabilities - Derivative instruments (6) | 114 | - | 114 |
| Other payables (16) | - | - | - |
Annual Financial Statements as at 31/12/2015 - Explanatory Notes 35
| Current financial liabilities | 6 | 38,749 | 38,755 |
|---|---|---|---|
| Trade payables to third parties (16) | - | 2,856 | 2,856 |
| Other payables (16) | - | 2,745 | 2,745 |
| Financial liabilities - Derivative instruments (6) | 6 | - | 6 |
| Short-term financial payables (12) | - | 33,148 | 33,148 |
| TOTAL | 120 | 177,538 | 177,658 |
The Company measures at fair value all financial instruments such as derivatives and financial assets at each annual reporting date.
The Company uses measurement methods that are appropriate for the situation, and for which data available to measure fair value are sufficient, while maximising the use of relevant inputs observable and limiting the use of non-observable inputs.All assets and liabilities measured or recognised at fair value are classified based on a fair value hierarchy, as provided for by IFRS 13, and described hereunder:
Level 1 - listed prices (not adjusted) in active markets for identical assets or liabilities the entity of which is identifiable at the measurement date;
Level 2 - input data other than listed prices included in Level 1 which can be observed, either directly or indirectly for the asset or liability to be measured;
As at 31 December 2015, the Company held the following financial instruments measured at fair value:
| Level 1 | Level 2 | Level 3 | Total | |
|---|---|---|---|---|
| Assets measured at fair value | ||||
| Financial assets - Equity investments (5) | 3,998 | - | 626 | 4,624 |
| Financial assets - LT securities (5) | 361 | - | - | 361 |
| Financial assets - Other LTs (5) | 9,919 | 20,813 | 30,732 | |
| Total assets measured at fair value | 4,359 | 0 | 31,358 | 35,717 |
| Liabilities measured at fair value | ||||
| Financial liabilities - LT derivative | ||||
| instruments (6) | - | 114 | - | 114 |
| Financial liabilities - ST derivative | ||||
| instruments (6) | - | 6 | - | 6 |
| Total liabilities measured at fair value | 0 | 120 | 0 | 120 |
As regards assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the Company determines whether transfers between hierarchy level occurred while revising the classification (based in lower level inputs, which is significant for the purposes of a thorough fair value measurement) at each annual reporting date.
The financial assets include the following items:
Annual Financial Statements as at 31/12/2015 - Explanatory Notes 36
| 31/12/2015 | 31/12/2014 | Change | |
|---|---|---|---|
| Securities | 361 | 361 | - |
| Long-term government bonds | 361 | 361 | - |
| Short-term government bonds | - | - | - |
| Other financial assets | 30,732 | 20,290 | 10,442 |
| Other long-term financial assets | 30,732 | 20,290 | 10,442 |
| Other equity investments | 4,624 | 3,481 | 1,143 |
| Total | 35,717 | 24,132 | 11,585 |
The "Other LT financial assets" item consists of an investment of corporate liquidity in two insurance policies subscribed in May and July 2014, and a mutual investment fund subscribed in August 2015.
Following are the summary tables:
| Type of security | Nominal value | Purchase price | Acquisition value | Market price as at 31.12.2015 |
Market value as at 31.12.2015 |
Balance sheet value as at 31.12.2015 |
|---|---|---|---|---|---|---|
| Government bonds | 360 | 0.9926 | 357 | 1.00155 | 361 | 361 |
| Total securities | 360 | 357 | 361 | 361 |
As at 31 December 2015, equity investments held in other companies were as follows:
| 31.12.2014 | Increases | Decreases | Adj. to fair value | Adjustment on exchange rates |
31.12.2015 | |
|---|---|---|---|---|---|---|
| Unlisted equity investments | 87 | 567 | (28) | - | - | 626 |
| Listed equity investments | 3,394 | - | - | 214 | 390 | 3,998 |
| Total equity investments | 3,481 | 567 | (28) | 214 | 390 | 4,624 |
The amount of the "Listed equity investments" item is represented by the 1.2% investment of share capital in the Japanese company Idec Corporation listed on the Tokyo Stock Exchange.
The change in item "Unlisted equity investments" is due to the 20% acquisition in CAEN RFID Srl, a leading company in RFID-Radiofrequency Identification in the Ultra High Frequency (UHF) band, and with headquarter in Tuscany.
The purchase of 127 shares and the sale of 199 shares (at par) in the Mandarin Fund, a Private Equity fund that mainly invests in Italian and Chinese small and medium-sized companies, are worth noting.
It should be highlighted that the Parent Company holds a minority interest in the Alien Technology Corporation, which was written down completely as at 31 December 2010.
| 31.12.2015 | 31.12.2014 | |||
|---|---|---|---|---|
| Assets | Liabilities | Assets | Liabilities | |
| Financial instruments measured at fair value and recognised in the statement of comprehensive income |
||||
| Interest rate derivatives - LT cash flow hedges | - | 114 | - | 262 |
| Interest rate derivatives - ST cash flow hedges | - | 6 | - | - |
| Financial Instruments measured at fair value and recognised in the income statement |
||||
| Total | 0 | 120 | 0 | 262 |
The Company sets up interest rate derivatives to manage the risk stemming from changes in rates of interest on bank borrowings, converting part of them from variable to fixed rate via interest rate swaps having the same amortisation plan as the underlying hedged. As envisaged by IAS 39, the fair value of these contracts, totalling €120 thousand, is recognised in a specific equity reserve net of the tax effect, because they hedge future cash flows and meet all IAS 39 requirements for the application of hedge accounting.
As at 31 December 2015, the notional principal of interest swaps totalled €7,875 thousand (€14,625 thousand as at 31 December 2014).
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Trade receivables within 12 months | 15 | 13 | 2 |
| Trade receivables after 12 months | - | - | - |
| Receivables from associates | - | - | - |
| Receivables from subsidiaries | 8,318 | 5,910 | 2,408 |
| Receivables from parent companies | 0 | ||
| Trade receivables | 8,333 | 5,923 | 2,410 |
| Other receivables - accrued income and prepaid expenses | 1,124 | 941 | 183 |
| Other receivables from subsidiaries | - | - | - |
| Other receivables - accrued income and prepaid expenses | 1,124 | 941 | 183 |
| Trade and other receivables | 9,457 | 6,864 | 2,593 |
"Trade receivables" of €8,318 thousand mainly refer to trade receivables relating to royalties for the use of the trademark and services provided by the Company as stipulated in contracts between the parties.
As at 31 December 2015 the breakdown of the item by due date is as follows:
Annual Financial Statements as at 31/12/2015 - Explanatory Notes 38
| 2015 | 2014 | |
|---|---|---|
| Not yet due | 7,251 | 5,495 |
| Past due by 30 days | 56 | 12 |
| Past due by 30 - 60 days | 415 | 160 |
| Past due by more than 60 days | 611 | 256 |
| Total | 8,333 | 5,923 |
The following table shows the breakdown of trade receivables by currency:
| Currency | 2015 | 2014 |
|---|---|---|
| EURO | 7,368 | 5,085 |
| US Dollar (USD) | 956 | 827 |
| British Pound Sterling (GBP) | 3 | 5 |
| Australian Dollar (AUD) | 6 | 6 |
| TOTAL | 8,333 | 5,923 |
The detail of the item "Other receivables - accrued income and prepaid expenses" is as shown below:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Advances paid to suppliers | 544 | 194 | 350 |
| Other social security receivables | 5 | 5 | - |
| Other | 68 | 209 | (141) |
| Guarantee deposits | 16 | 17 | (1) |
| Accrued income and prepaid expenses | 107 | 286 | (179) |
| VAT tax receivables | 384 | 230 | 154 |
| Sundry receivables from subsidiaries | - | - | - |
| Total | 1,124 | 941 | 183 |
| 31/12/2015 | 31/12/2014 | Change | |
|---|---|---|---|
| Receivables from parent company | 597 | 2,249 | (1,652) |
| Tax receivables | 1,206 | 1,479 | (273) |
| Short-term tax receivables | 1,803 | 3,728 | (1,925) |
The balance in "Receivables from parent company" relates to the measurement of taxes arising from participation in tax consolidation with the parent company Hydra S.p.a. The decrease of €1,652 thousand primarily relates to IRES tax for the year.
"Tax receivables", totalling €1,206 thousand, break down as follows:
| 31/12/2015 | 31/12/2014 | Change | |
|---|---|---|---|
| Non-current loans to subsidiaries | - | 11,484 | (11,484) |
| Current loans to subsidiaries | 268,200 | 244,737 | 23,463 |
| Total | 268,200 | 256,221 | 11,979 |
"Loans to subsidiaries" breaks down as follows:
| Euro | countervalue in USD | |
|---|---|---|
| Loans | ||
| Datalogic Holdings Inc | 92,782 | 101,012 |
| Datalogic Automation Inc | 41,334 | 45,000 |
| Datalogic Automation Srl | 18,600 | 20,250 |
| Datalogic ADC Singapore | 918 | 1,000 |
| Datalogic Hungary Kft | 6,350 | - |
| Datalogic ADC Srl | 3,000 | - |
| Cash pooling | ||
| Datalogic Holdings Inc | 26,332 | |
| Datalogic Automation Srl | 25,775 | |
| Datalogic Automation Inc | 18,854 | |
| Datalogic IP-Tech Srl | 14,766 | |
| Datalogic Adc Srl Sweden (branch) | 6,127 | |
| Datalogic Adc Srl - Spain (branch) | 5,396 | |
| Datalogic Adc Srl - UK (branch) | 4,400 | |
| Datalogic Adc Srl - Germany (branch) | 1,879 | |
| Datalogic Adc Srl - France (branch) | 1,551 | |
| Datalogic Adc Srl – Netherland (branch) | 136 | |
| Total | 268,200 |
Cash and cash equivalents are broken down as follows for the purposes of the cash flow statement:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Bank and post office deposits | 76,449 | 53,586 | 22,863 |
| Cash and valuables on hand | 15 | 15 | - |
| Cash and cash equivalents for statement | 76,464 | 53,601 | 22,863 |
According to the requirements of CONSOB Communication no. 15519 of 28 July 2006, the Company's financial position is reported in the following table:
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| (Euro /000) | ||
| A. Cash and bank deposits | 76,464 | 53,601 |
| B. Other cash and cash equivalents | - | - |
| C. Securities held for trading | 361 | 361 |
| c1. Short-term | - | - |
| c2. Long-term | 361 | 361 |
| D. Cash and equivalents (A) + (B) + (C) | 76,825 | 53,962 |
| E. Current financial receivables | 268,200 | 244,737 |
| F. Other current financial receivables | - | - |
| f1. hedging transactions | - | - |
| G. Bank overdrafts | - | - |
| H. Current portion of non-current debt | 181,422 | 215,947 |
| I. Other current financial payables | 6 | - |
| I2. hedging transactions | 6 | - |
| J. Current financial debt (G) + (H) + (I) | 181,428 | 215,947 |
| K. Current financial debt, net (J) - (D) - (E) - (F) | (163,597) | (82,752) |
| L. Non-current bank borrowing | 138,789 | 88,225 |
|---|---|---|
| M. Other non-current financial receivables and assets | 30,732 | 31,774 |
| N. Other non-current liabilities | 114 | 262 |
| n2. Hedging transactions | 114 | 262 |
| O. Non-current financial debt (L) - (M) + (N) | 108,171 | 56,713 |
| P. Net financial debt (K) + (O) | (55,426) | (26,039) |
Net financial position as at 31 December 2015 was €55,426 thousand, an improvement by €29,387 thousand compared to 31 December 2014, (EUR 26,039 thousand).
Note that the following transactions were carried out in the period:
purchase of treasury shares (82,517), which generated a negative cash flow amounting to €831 thousand,
payment of dividends of €10,471 thousand;
The detail of equity accounts is shown below, while changes in equity are reported in the specific statement.
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| Share capital | 30,392 | 30,392 |
| Share premium reserve | 106,513 | 107,342 |
| Extraordinary share-cancellation reserve | 2,813 | 2,813 |
| Treasury shares held in portfolio | 4,488 | 5,319 |
| Treasury share reserve | 2,453 | 1,624 |
| Share capital | 146,659 | 147,490 |
| Cash-flow hedge reserve | (92) | (190) |
| Valuation reserve at current value | 508 | 218 |
| Severance indemnity discounting reserve | 88 | 80 |
| Other reserves | 504 | 108 |
| Retained earnings | 75,780 | 52,670 |
| Earnings carried forward | 28,630 | 16,636 |
| Temporary reserve for exchange rate adjustment | 16,443 | 6,509 |
| Capital contribution reserve | 958 | 958 |
| Reserve for surplus from cancellation, Datalogic RE Srl | 204 | 204 |
| Legal reserve | 5,917 | 4,735 |
| IAS reserve | 8,423 | 8,423 |
| Capital contribution reserve | 15,204 | 15,204 |
| Profit for the year | 27,474 | 23,647 |
| Total shareholders' equity | 250,417 | 223,915 |
The share capital as at 31 December 2014 and 31 December 2015 is reported below (in €/000):
| Number of shares |
Share capital |
Extraordinary share cancellation reserve |
Share premium reserve |
Treasur y shares |
Treasury share reserve |
Total | |
|---|---|---|---|---|---|---|---|
| 01.01.2015 | 58,254,398 | 30,392 | 2,813 | 107,342 | 5,319 | 1,624 | 147,490 |
| Purchase of | |||||||
| treasury | |||||||
| shares | (82,517) | - - |
(829) | (829) | 829 | (829) | |
| Sale of | |||||||
| treasury | |||||||
| shares | - | - - |
- | - | |||
| Costs for the | |||||||
| purchase of | |||||||
| treasury | |||||||
| shares | - | - - |
- | (2) | - | (2) | |
| 31.12.2015 | 58,171,881 | 30,392 | 2,813 | 106,513 | 4,488 | 2,453 | 146,659 |
As at 31 December 2015, the total number of ordinary shares was 58,446,491, including 274,610 held as treasury shares, making the number of shares in circulation at that date 58,171,881.
The item "Treasury shares", amounting to €4,488 thousand, includes capital gains/(losses) resulting from the sale of treasury shares, net of purchases and related charges (€6,941 thousand). In 2015, the Company purchased 82,517 treasury shares for a total amount of €829 thousand, accounted for excluding purchase costs (€2 thousand).
For these purchases, in accordance with Article 2357 of the Italian Civil Code, the Treasury share reserve, in the amount of €2,453 thousand, was made unavailable by using the Share premium reserve.
Following adoption of IAS 39, changes in the fair value of derivative contracts designated as effective hedging instruments are recognised in accounts directly with shareholders' equity, in the cash-flow hedge reserve. These contracts have been concluded to hedge exposure to the risk of interest rate fluctuations on variable-rate loans (negative by €121 thousand) and amounts are shown net of the tax effect (€29 thousand).
This reserve has been created after the recording under assets of the equity investments in the Group Company Datalogic IP Tech Srl.
This reserve has been created after the cancellation of the equity investment in the Group Company Datalogic Real Estate S.r.l.
This reserve was created upon first-time adoption of international accounting standards at 1 January 2006 in accordance with IFRS 1.
On 28 April 2015, the Ordinary Shareholders' Meeting of Datalogic S.p.A. decided to distribute an ordinary dividend of €0.18 per share (€0.16 in 2014). The overall dividends began to be paid starting from 13 May 2015 and had been paid in full by 31 December.
| Summary of uses made in the 3 previous years |
||||||
|---|---|---|---|---|---|---|
| NATURE/DESCRIPTION | AMOUNT | POSSIBLE USE | AMOUNT AVAILABLE |
For hedging against losses |
For other reasons | |
| Share capital | 30,392 | |||||
| Capital reserves | 131,933 | |||||
| Share premium reserve | 106,513 | A,B | 106,513 | - | - | |
| Extraordinary share-cancellation reserve | 2,813 | A,B,C | 2,813 | - | - | |
| Treasury share reserve | 2,453 | - | - | - | 11,008 | |
| Capital contribution reserve | 15,204 | A,B,C | 15,204 | - | - | |
| Merger surplus | 204 | A,B,C | 204 | - | - | |
| Revaluation reserves | 258 | A,B | - | - | - | |
| Treasury share reserve | 4,488 | - | 4,488 | - | - | |
| Other reserves | 504 | |||||
| Cash-flow hedge reserve | -92 | - | - | - | - | |
| Valuation reserve for financial assets held for sale |
508 | - | - | - | - | |
| Severance indemnity discounting reserve | 88 | - | - | - | - | |
| Retained earnings | 60,114 | |||||
| Earnings carried forward | 25,975 | A,B,C | 25,975 | - | 5,480 | |
| Reserve for deferred tax assets | 2,655 | A,B | 2,655 | - | - | |
| Reserve for exchange rate adjustment | 16,443 | A,B | 6,509 | - | - | |
| Capital contribution reserve | 958 | B | - | - | - | |
| Legal reserve | 5,917 | B | - | - | - | |
| IAS/IFRS transition reserve | 8,166 | A,B,C | - | - | - | |
| Total | 164,361 | |||||
| Non-distributable portion | 120,165 | |||||
| Distributable residual portion | 44,196 |
Key: A: for capital increase B: to cover losses C: for payments to shareholders
The Deferred tax reserve is a reserve temporarily non-distributable until the date on which the deferred tax assets posted on the statement of financial position are realised.
The Temporary reserve for adjustment on exchange rates was created in application to IAS 21.15. This reserve comprises profit/losses generated by monetary elements, which are an integral part of the net investment of foreign managements. In particular, €16,443 thousand are related to the effect of exchange rates measurement at year-end for receivables for loans in US dollars supplied to the subsidiaries Datalogic Automation Inc., Datalogic Automation S.r.l. and Datalogic Holdings Inc., and in 2015 to Datalogic ADC Singapore. No regulation and/or a defined reimbursement plan is provided for these loans, nor is it deemed probable that they will be reimbursed in the foreseeable future.
The Actuarial gains and losses reserve comprises the Income Statement profit and losses pursuant to provisions set out by IAS 19R.
The breakdown of this item is as detailed below:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Bank loans | 171,331 | 162,166 | 9,165 |
| Loans by Group Companies/cash pooling - netting | 148,274 | 141,209 | 7,065 |
| Payables for leasing | 526 | 797 | (271) |
| Other loans | 80 | - | 80 |
| Total financial payables | 320,211 | 304,172 | 16,039 |
Financial payables are represented as follows:
| due within 12 months |
after 12 months | after 5 years | Total | |
|---|---|---|---|---|
| Current accounts/cash pooling | 148,274 | - | - | 148,274 |
| Bank loans, mortgages and other financial institutions |
33,068 | 138,789 | - | 171,857 |
| Other loans | 80 | - | - | 80 |
| Total | 181,422 | 138,789 | - | 320,211 |
The "current accounts/cash pooling" item relates to payables to Group companies owing to cash pooling agreements for centralised liquidity management.
Following is the breakdown of changes in "bank loans" as at 31 December 2015:
| 2015 | 2014 | |
|---|---|---|
| 01.01.2015 | 162,166 | 224,583 |
| Foreign exchange differences | 930 | 1,754 |
| Increases | 139,277 | 39,500 |
| Repayments | (125,218) | (65,735) |
| Decreases for loan repayments | (5,824) | (37,936) |
| 31.12.2015 | 171,331 | 162,166 |
On 24 February 2015, the Company signed a loan agreement with a pool of banks for the amount of €140 million and redeemed at the same time, previous loans amounting to €126 million.
This transaction allowed for an increase in the average life of the financial debt and the reduction in the related charges.
Guarantees given by banks in the Company's favour total €898 thousand. Moreover, the Company issued a credit mandate in the amount of €4,187 related to the issue of trade guarantees in the interest of subsidiaries and a pledge in securities of €360 thousand.
The companies have been asked to respect certain financial covenants for the following loans, on a semiannual or annual basis, as summarised in the table below:
| Bank | Company | Currency | Outstanding debt |
Covenant | Frequency | Reference statements |
||
|---|---|---|---|---|---|---|---|---|
| Mediobanca | 1 | Datalogic SpA |
EUR | 12,000,000 | EBITDA/OFN | PFN /EBITDA |
semi-annual | Datalogic Group |
| Club Deal | 2 | Datalogic SpA |
EUR | 140,000,000 | EBITDA/OFN | PFN /EBITDA |
semi-annual | Datalogic Group |
Key:
PFN = Net financial position
OFN = Net financial expenses
As at 31 December 2015 all covenants were respected.
In past years, the Company entered a financial lease agreement for the telepresence system this year. The following table shows the amount of future instalments deriving from financial leases and the current value of the instalments:
| 31 December 2015 | 31 December 2014 | |||
|---|---|---|---|---|
| Minimum payments |
Current value of payments |
Minimum payments |
Current value of payments |
|
| Within the year | 273 | 253 | 272 | 240 |
| After one year but within 5 years | 279 | 273 | 581 | 557 |
| > 5 years | - | - | - | - |
| Total minimum payments | 552 | 526 | 854 | 797 |
| Less interest expenses | (26) | - | (57) | - |
| Current value of lease costs | 526 | 526 | 797 | 797 |
Deferred tax assets and liabilities stem both from positive items already recognised in the income statement and subject to deferred taxation under current tax regulations and temporary differences between balancesheet assets and liabilities and their relevant taxable value.
Below we show the main items forming deferred tax assets and deferred tax liabilities and changes occurring in them over the year:
| Deferred tax liabilities | Exchange rate adjust. |
Deprec. and Amort. |
Provisions | Others | Total |
|---|---|---|---|---|---|
| As at 01 January 2015 | 4,018 | 1,645 | (63) | 59 | 5,659 |
| Provisioned in (released from) Income Statement | 598 | (244) | (26) | (1) | 327 |
| Provisioned in (released from) Shareholders' Equity | 2,490 | - | - | (7) | 2,483 |
| As at 31 December 2015 | 7,106 | 1,401 | (89) | 51 | 0 8,469 |
| Deferred tax assets | Exchange rate adjust. |
Asset write downs |
Allocations | Others | Total |
|---|---|---|---|---|---|
| As at 01 January 2015 | 1,232 | 0 | 662 | 67 | 1,961 |
| Provisioned in (released from) Income Statement |
- | - | 87 | (1) | 86 |
| Provisioned in (released from) Shareholders' Equity |
(157) | - | - | (43) | (200) |
| Other movements | - | - | - | 1 | 1 |
| As at 31 December 2015 | 1,075 | 0 | 749 | 24 | 1,848 |
| 2015 | 2014 | |
|---|---|---|
| 01.01.2015 | 593 | 783 |
| Amount allocated in the period | 219 | 184 |
| Amount transferred for transfer of employment relationships | 6 | (201) |
| Uses | (292) | (54) |
| Social security receivables for the employee severance indemnity | 1 | (119) |
| reserve | ||
| 31.12.2015 | 527 | 593 |
The item Uses is related to €258 thousand for resignations and €34 thousand for requests of advance payments.
The breakdown of the "risks and charges" item is as follows:
| 31.12.2015 | 31.12.2014 | change | |
|---|---|---|---|
| Long-term provisions for risks and charges | 3,069 | 2,362 | 707 |
| Short-term provisions for risks and charges | 77 | 114 | (37) |
| Total Provisions for risks and charges | 3,146 | 2,476 | 670 |
Below we show the detailed breakdown of and changes in this item:
| 31.12.2014 | Increases | (decreases) | 31.12.2015 | |
|---|---|---|---|---|
| Provision for management incentive scheme | 2,362 | 707 | 0 | 3,069 |
| Provision for tax liabilities | 114 | 2 | (39) | 77 |
| Total Provisions for risks and charges | 2,476 | 709 | (39) | 3,146 |
Annual Financial Statements as at 31/12/2015 - Explanatory Notes 48
The increase in the "Provision for management incentive scheme" is attributable to the estimate on the portion pertaining to the provision for a long-term plan for directors and managers.
This table shows the details of trade and other payables:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Trade payables | 3,239 | 4,073 | (834 ) |
| Trade payables due within 12 months | 2,856 | 3,645 | (789) |
| Payables to the Group | 383 | 428 | (45) |
| Other short-term payables | 5,185 | 3,020 | 2,165 |
| Accrued liabilities and deferred income | 485 | 503 | (18) |
The detailed breakdown of "Other payables" was as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Payables to pension and social security agencies | 821 | 690 | 131 |
| Payables to employees | 1,556 | 1,859 | (303) |
| Directors' remuneration payable | 284 | 240 | 44 |
| Deferred income on investment grants | 483 | 501 | (18) |
| Other payables to the Group | 2,440 | 134 | 2,306 |
| Other payables | 86 | 99 | (13) |
| Total | 5,670 | 3,523 | 2,147 |
Amounts payable to employees represent the amount due for salaries and vacations accrued by employees as at the reporting date.
The increase in item "Other payables to the Group" is mainly related to ongoing intercompany payments at the reporting date.
The item "Deferred income on investment grants" totalling €483 thousand relates to the reclassification of public capital grants on assets.
These grants were reversed from equity reserves based on the provisions of IAS 20 and reallocated among deferred income, in order to match them with the actual cost incurred, i.e. with depreciation of the assets to which they refer.
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Short-term tax payables | 447 | 431 | 16 |
| Long-term tax payables | - | - | - |
| Total tax payables | 447 | 431 | 16 |
Income tax payables only include liabilities for definite and calculated tax due and it is composed as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Revenues from services | 21,427 | 18,390 | 3,037 |
| Total revenues | 21,427 | 18,390 | 3,037 |
Revenues from sales and services rose by €3,037 thousand compared to the previous year.
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| TOTAL COST OF GOODS SOLD (1) | 1,681 | 46 | 1,635 |
| of which non-recurring | - | - | |
| TOTAL OPERATING COSTS (2) | 17,986 | 19,489 | (1,503) |
| R&D expenses | 430 | 1,357 | (927) |
| of which non-recurring | - | - | |
| Distribution expenses | 814 | 396 | 418 |
| of which non-recurring | - | - | |
| General and administrative expenses | 16,538 | 17,437 | (899) |
| of which non-recurring | 486 | 790 | (304) |
| Other operating costs | 204 | 299 | (95) |
| of which non-recurring | - | - | |
| Total (1+2) | 19,667 | 19,535 | 132 |
| of which non-recurring costs | 486 | 790 | (304) |
Non-recurring costs result from in-house reorganisation of the Company.
Item "Cost of goods sold" reported an increase of €1,635 due to costs related to Group projects, such as the optimisation of production and organisation costs, as well as centralisation of assets and internal organisation functions.
"Research and Development" expenses amounted to €430 thousand and are made up as follows:
| Payroll & employee benefits | € | 81 thousand |
|---|---|---|
| Other costs | € | 322 thousand |
| Amortisation/Depreciation | € | 27 thousand |
In "Other costs" item, the most relevant items are costs due to maintenance and software assistance, in the amount of €314 thousand.
"Distribution" expenses amounted to €814 thousand and are made up as follows:
| Payroll & employee benefits | € | 210 thousand |
|---|---|---|
| Advertising costs | € | 429 thousand |
| Other costs | € | 139 thousand |
| Amortisation/Depreciation | € | 37 thousand |
In "Other costs" item, the most relevant items are costs due to maintenance and software assistance, in the amount of €50 thousand.
"General and administration" expenses totalled €16,538 thousand, and consisted of:
| Payroll & employee benefits | € | 8,366 thousand |
|---|---|---|
| Other costs | € | 6,586 thousand |
| Amortisation/Depreciation | € | 1,586 thousand |
The most significant items in "Other costs" were:
| | costs for administrative and various advisory services | € 1,235 thousand | |
|---|---|---|---|
| | software and hardware maintenance and assistance | € 1,627 thousand | |
| | remuneration to Directors and representatives | € | 948 thousand |
| | costs for use of telephones, faxes and modem | € | 928 thousand |
| | rental and building maintenance expenses | € 389 thousand | |
| | employee travel expenses | € 242 thousand | |
| | vehicle leasing expenses | € 254 thousand | |
| | accounts certification expenses | € | 180 thousand |
| | Stock Exchange costs | € | 147 thousand |
| | remuneration of Board of Statutory Auditors | € | 68 thousand |
| | entertainment expenses | € | 63 thousand |
| | advertising and marketing costs | € | 50 thousand |
| | insurances | € | 47 thousand |
The breakdown of "Other operating costs" is as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Allocation to the provision for risks | - | - | - |
| Capital losses on assets | - | 6 | (6) |
| Contingent liabilities | 10 | 20 | (10) |
| Non-income taxes | 194 | 273 | (79) |
| Other | - | - | - |
| TOTAL OTHER OPERATING COSTS | 204 | 299 | (95) |
The following table provides the details of total costs (cost of goods sold + total operating costs) by type, for the main items:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Payroll & employee benefits | 9,574 | 10,322 | (748) |
| Amortisation and depreciation | 1,653 | 1,541 | 112 |
| Directors' remuneration | 948 | 873 | 75 |
| Technical, legal and tax advisory services | 1,816 | 1,684 | 132 |
| Rental and building maintenance | 402 | 340 | 62 |
| Software maintenance and assistance | 1,992 | 1,783 | 209 |
| Utilities and telephone subscriptions | 939 | 616 | 323 |
| Non-income taxes | 194 | 273 | (79) |
| Accounts certification expenses | 180 | 183 | (3) |
| Vehicle leasing and maintenance | 351 | 270 | 81 |
| Advertising and Marketing | 507 | 617 | (110) |
| Travel & accommodation | 327 | 261 | 66 |
| Stock exchange costs and membership fees | 270 | 286 | (16) |
| Board of Statutory Auditors' remuneration | 68 | 70 | (2) |
| Entertainment expenses | 69 | 94 | (25) |
| Patents | 44 | 23 | 21 |
| Other costs | 333 | 299 | 34 |
| Total (1+2) | 19,667 | 19,535 | 132 |
The detailed breakdown of payroll & employee benefits is as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Wages and salaries | 6,255 | 5,214 | 1,041 |
| Social security charges | 1,784 | 1,501 | 283 |
| Employee severance indemnities | 245 | 203 | 42 |
| Retirement and similar benefits | 187 | 155 | 32 |
| Medium- to long-term managerial incentive plan | 707 | 2,064 | (1,357) |
| Reimbursements for seconded personnel | (53) | (189) | 136 |
| Other costs | 449 | 1,374 | (925) |
| Total | 9,574 | 10,322 | (748) |
The detailed breakdown of this item is as follows:
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Reimbursement of miscellaneous costs | 13 | 77 | (64) |
| Incidental income and cost cancellation | 0 | 60 | (60) |
| Rents | 521 | 521 | 0 |
| Capital gains on asset disposals | 0 | 9 | (9) |
| Other | 73 | 73 | 0 |
| TOTAL OTHER REVENUES | 607 | 740 | (133) |
| 31.12.2015 | 31.12.2014 | Change | |
|---|---|---|---|
| Interest expenses on bank current accounts/loans | 2,787 | 6,202 | (3,415) |
| Foreign exchange losses | 10,619 | 8,555 | 2,063 |
| Bank expenses | 1,518 | 1,075 | 443 |
| Other | 115 | 46 | 68 |
| TOTAL FINANCIAL EXPENSES | 15,038 | 15,879 | (840) |
| Interest income on bank current accounts/loans | 7,288 | 5,883 | 1,405 |
| Foreign exchange gains | 14,237 | 11,361 | 2,877 |
| Dividends | 21,009 | 23,424 | (2,415) |
| Other | 525 | 314 | 212 |
| TOTAL FINANCIAL INCOME | 43,059 | 40,981 | 2,078 |
| NET FINANCIAL INCOME (EXPENSES) | 28,021 | 25,103 | 2,918 |
The item "Foreign exchange losses" equals €10,619 thousand and is detailed as follows:
The item "Bank expenses" of €1,518 thousand relates to:
On 24 February 2015, the Company signed a loan agreement with a pool of banks for the amount of €140 million and redeemed at the same time, previous loans amounting to €126 million.
The item "Foreign exchange gains" of €14,237 thousand relates to:
The item "Dividends" of €21,009 thousand relates to earnings distributed during 2015 as follows:
| 31.12.2015 | 31.12.2014 | |
|---|---|---|
| Income tax | 2,673 | 1,255 |
| Deferred taxes | 241 | (204) |
| Total | 2,914 | 1,051 |
Deferred tax liabilities were calculated according to global allocation criteria, considering the cumulative amount of all interim differences, based on the average rates expected to be in force at the time these temporary differences had an effect.
Pursuant to article 149-duodecies of the Issuer Regulation, implementing Legislative Decree 58 of 24 February 1998, the following is the summary schedule of fees pertaining to the year 2014 provided by the independent auditors and divided in auditing and other services.
| Fees for auditing services | Other remuneration | |
|---|---|---|
| Datalogic Spa | 162 | 11 |
| RELATED PARTIES |
Hydra Immobiliare |
Hydra Spa |
St. Ass. Caruso |
ADC Group |
Automation Group |
Informatics | Real Estate Group |
Datalogic IP Tech Srl |
TOT |
|---|---|---|---|---|---|---|---|---|---|
| Receivables | |||||||||
| Trade receivables | - | - | - | 5,818 | 1,818 | 438 | 85 | 98 | 8,258 |
| Financial receivables |
- | - | - | 322,487 | 124,174 | - | - | 14,766 | 461,428 |
| Tax receivables | - | 597 | - | - | - | - | - | - | 597 |
| Payables | |||||||||
| Trade payables | 1 | - | 94 | 2,662 | 44 | 2 | 6 | 35 | 2,845 |
| Tax payables | - | - | - | - | - | - | - | 57 | 57 |
| Financial payables | - | - | - | 235,319 | 99,820 | 1,680 | 4,682 | - | 341,502 |
| Costs | |||||||||
| Sales costs | 71 | - | 188 | 206 | 45 | - | - | 4 | 514 |
| Financial costs | - | - | - | 362 | 81 | 2 | 5 | - | 450 |
| Revenues | |||||||||
| Trade receivables | - | - | - | 16,734 | 6,163 | 375 | 85 | 483 | 23,840 |
| Financial revenues | - | - | - | 6,012 | 1,145 | - | - | 69 | 7,226 |
Transactions with Hydra Immobiliare, a company controlled by the reference shareholders of the Company, refer to the rental of property by the Company (€71 thousand).
Company transactions with the Parent Company (Hydra Spa) mainly relate to the IRES receivable of €597 thousand; the Company has joined the tax consolidation scheme, as a consolidated company (Hydra is the consolidator).
Studio Associato Caruso (headed up by the director, Pier Paolo Caruso) billed the Company €188 thousand for tax consulting services in 2015.
For this information, please refer to the report on remuneration which will be published pursuant to article 123-ter of the T.U.F. [Consolidated Law on Finance] and will be published on the website www.datalogic.com.
The Chairman of the Board of Directors (Mr. Romano Volta)
I sottoscritti Romano Volta, in qualità di Amministratore Delegato e Sergio Borgheresi, in qualità di Dirigente Preposto alla redazione dei documenti contabili societari della Datalogic S.p.A. attestano, tenuto anche conto di quanto previsto dall'art. 154-bis, commi 3 e 4, del decreto legislativo 24 febbraio 1998, n. 58:
l'adeguatezza in relazione alle caratteristiche dell'impresa e
delle procedure amministrative e contabili per la formazione del bilancio d'esercizio nel corso dell'esercizio 2015.
La valutazione dell'adeguatezza delle procedure amministrative e contabili per la formazione del bilancio consolidato al 31 dicembre 2015 è basata su di un procedimento definito da Datalogic S.p.A. in coerenza con il modello Internal Control – Integrated Framework emesso dal Committee of Sponsoring Organizations of the Treadway Commission che rappresenta un framework di riferimento generalmente accettato a livello internazionale.
Si attesta, inoltre, che:
3.1 il bilancio d'esercizio:
3.2 La relazione sulla gestione comprende un'analisi attendibile dell'andamento e del risultato della gestione, nonché della situazione dell'emittente e dell'insieme delle imprese incluse nel consolidamento, unitamente alla descrizione dei principali rischi e incertezze cui sono esposti.
Lippo di Calderara di Reno (BO), 4 marzo 2016
L'Amministratore Delegato Il Dirigente Preposto alla redazione documenti contabili Romano Volta Sergio Borgheresi
Euro/000
| Company | Registered office | Cur | Share capital in local currency |
SHAREHOLD ERS' EQUITY in Euro/000 |
NET PROFIT (LOSS) FOR THE YEAR in Euro/000 |
Ownership | Carrying value Euro/000 |
DIFFERENCES | |||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Total amount |
Pro-rata amount |
Total amount |
Pro-rata amount |
inc. provisions for future charges |
(B)-(A) | ||||||
| (A) | (B) | ||||||||||
| Informatics Acquisition | Plano (Texas) - USA | USD | 9.996.000 | 17.359 | 17.359 | -376 | -376 | 100% | 11.011 | -6.348 | |
| Datalogic Automation s.r.l. | Bologna - Italy | EUR | 18.000.000 | 15.088 | 15.088 | 9.491 | 9.491 | 100% | 33.650 | 18.562 | |
| Datalogic ADC s.r.l. | Bologna - Italy | EUR | 10.000.000 | 175.876 | 175.876 | 41.163 | 41.163 | 100% | 105.463 | -70.413 | |
| Datalogic Real Estate France | Paris – France | EUR | 2.227.500 | 3.517 | 3.517 | -14 | -14 | 100% | 3.919 | 402 | |
| Datalogic Real Estate UK | Redbourn - UK | GBP | 3.500.000 | 5.064 | 5.064 | -64 | -64 | 100% | 3.668 | -1.396 | |
| Datalogic Real Estate GMBH | Erkenbrechtsweiler - DE | EUR | 1.025.000 | 1.515 | 1.515 | -117 | -117 | 100% | 1.806 | 291 | |
| Datalogic IP Tech s.r.l. | Bologna - Italy | EUR | 65.677 | 10.838 | 4.996 | -2.705 | -1.247 | 46% | 15.082 | 10.086 | |
| Total subsidiaries | 229.257 | 223.416 | 47.378 | 48.836 | 174.599 | -48.817 | |||||
| Mandarin Capital Partners | EUR | 1.779.186 | 115.399 | 692 | 3.192 | 19 | 0,60% | 17 | -675 | As at 30/06/2015 | |
| Nomisma SpA | Bologna - Italy | EUR | 6.605.830 | 4.874 | 4 | 80 | 0 | 0,08% | 7 | 3 | As at 31/12/2014 |
| Conai | 0 | n.a. | |||||||||
| Caaf Ind. Emilia Romagna | Bologna - Italy | EUR | 377.884 | 662 | 6 | 0 | 0 | 0,96% | 4 | -3 | As at 31/08/2015 |
| T3 LAB Consortium | 7 | 7 | |||||||||
| Crit srl | Bologna - Italy | EUR | 413.800 | 587 | 0 | -10 | 0 | 0,01% | 52 | 52 | As at 31/12/2014 |
| IDEC Corporation | Osaka - Japan | YEN | 10.056.605.173 | 233 | 0 | 0 | 0 | 1,25% | 3.394 | n.a. | As at 31/03/2015 |
| CAEN RFID Srl | Viareggio (Lu)-Italy | EUR | 119.000 | 550 | 110 | 55 | 11 | 20,0% | 550 | 440 | As at 31/12/2014 |
| Total other companies | 122.305 | 813 | 3.317 | 31 | 4.031 | -176 |
Registered office: via L. Alberti no. 1 - 40137 Bologna (BO) Share capital: Euro 1,200,000 fully paid up Bologna Companies Register n. 00445970379 Bologna REA (Economic and Administrative Repertoire) no. 202001
| Financial Statements as at 31/12/2014 | |||
|---|---|---|---|
| Statement of Financial Position - Assets |
31/12/2014 | 31/12/2013 | |
| A) Unpaid subscribed capital | |||
| (of which already called up ) | |||
| B) Non-current assets | |||
| I. Intangible | |||
| 1) Start-up and expansion costs | |||
| 2) Research, development and advertising costs | |||
| 3) Industrial patents and intellectual property rights | |||
| 4) Concessions, licenses, trademarks and similar rights | |||
| 5) Goodwill | |||
| 6) Assets in progress and payments on account | |||
| 7) Other intangible assets | 90,054 | ||
| 90,054 | |||
| II. Tangible | |||
| 1) Land and buildings | |||
| 2) Plant and machinery | |||
| 3) Industrial and commercial equipment | |||
| 4) Other tangible assets | 1,422 | 1,422 | |
| 5) Assets in progress and payments on account | |||
| 1,422 | 1,422 | ||
| III. Financial assets | |||
| 1) Equity investments in: | |||
| a) Subsidiaries | 58,903,176 | 59,982,859 | |
| b) Associates | |||
| c) Parent companies d) Other companies |
10,816,573 | 11,774,141 | |
| 2) Receivables | 69,719,749 | 71,757,000 | |
| a) Due from subsidiaries | |||
| - within 12 months | |||
| - after 12 months | |||
| b) Due from associates | |||
| - within 12 months | |||
| - after 12 months | |||
| c) Due from parent companies | |||
| - within 12 months | |||
| - after 12 months | |||
| d) Due from others | |||
|---|---|---|---|
| - within 12 months - after 12 months |
3,355,598 | 831,457 | |
| 3,355,598 | 831,457 | ||
| - | 3,355,598 | 831,457 | |
| 3) Other securities | |||
| 4) Treasury shares | |||
| (total nominal value ) | |||
| - | 73,075,347 | 72,588,457 | |
| Total non-current assets | 73,076,769 | 72,679,933 | |
| C) Current assets | |||
| I. Inventories | |||
| 1) Raw and ancillary materials and consumables | |||
| 2) Work in progress and semi-finished products | |||
| 3) Commissioned work in progress | |||
| 4) Finished products and goods | |||
| 5) Advance payments | |||
| II. Receivables | |||
| 1) Due from customers | |||
| - within 12 months | 212,336 | 2,531 | |
| - after 12 months | |||
| 212,336 | 2,531 | ||
| 2) Due from subsidiaries | |||
| - within 12 months | 23,000 | 138,000 | |
| - after 12 months | 23,000 | 138,000 | |
| 3) Due from associates | |||
| - within 12 months | |||
| - after 12 months | |||
| 4) Due from parent companies | |||
| - within 12 months | |||
| - after 12 months | |||
| 4-bis) Tax receivables | |||
| - within 12 months | 10,373,277 | 6,593,587 | |
| - after 12 months | 410,987 | ||
| 4-ter) Deferred tax assets | 10,373,277 | 7,004,574 | |
| - within 12 months | 80,072 | 623,709 | |
| - after 12 months | |||
| 80,072 | 623,709 | ||
| 5) Due from others - within 12 months |
96,305 | 96,285 | |
| - after 12 months | |||
| 96,305 | 96,285 |
| 10,784,990 | 7,865,099 | ||
|---|---|---|---|
| III. Current financial assets | |||
| 1) Equity investments in subsidiaries | |||
| 2) Equity investments in associates | |||
| 3) Equity investments in parent companies 4) Other equity investments |
4,467,157 | 2,667,054 | |
| 5) Treasury shares | |||
| (total nominal value ) | |||
| 6) Other securities | 8,996,511 | 2,214,389 | |
| 13,463,668 | 4,881,443 | ||
| IV. Cash & cash equivalents | |||
| 1) Bank and post office balances | 8,869,207 | 8,341,007 | |
| 2) Cheques 3) Cash and valuables on hand |
95 | 1,934 | |
| 8,869,302 | 8,342,941 | ||
| Total current assets | 33,117,960 | 21,089,483 | |
| D) Accrued income and prepaid expenses | |||
| - Discount on loans | |||
| - Miscellaneous | 420,212 | 11,586 | |
| 420,212 | 11,586 | ||
| Total assets | 106,614,941 | 93,781,002 | |
| Statement of Financial Position - Liabilities |
31/12/2014 | 31/12/2013 | |
| A) Shareholders' Equity | |||
| I. Share capital | 1,200,000 | 1,200,000 | |
| II. Share premium reserve |
|||
| III. Revaluation reserve | |||
| IV. Legal reserve | 6,240,000 | 6,240,000 | |
| V. Statutory reserves | |||
| VI. Treasury share reserve | |||
| VII. Other reserves Translation and rounding reserve |
1 | 1 | |
| 1 | 1 | ||
| VIII. Earnings (losses) carried forward | 28,001,803 | 22,158,598 | |
| IX. Profit for the year | 12,247,205 | 5,843,205 | |
| Total shareholders' equity | 47,689,009 | 35,441,804 | |
| B) Provisions for risks and charges |
1) Provision for retirement and similar benefits
| 2) Provision for taxes (including deferred taxes) | |||
|---|---|---|---|
| 3) Others | 49,399 | 49,399 | |
| Total provisions for risks and charges | 49,399 | 49,399 | |
| C) Provision for employee severance indemnities | |||
| D) Payables | |||
| 1) Bonds | |||
| - within 12 months | 9,650,000 | 29,000,000 | |
| - after 12 months | 30,000,000 | 39,650,000 | 9,650,000 38,650,000 |
| 2) Convertible bonds | |||
| - within 12 months | |||
| - after 12 months | |||
| 3) Due to shareholders for loans | |||
| - within 12 months | |||
| - after 12 months | |||
| 4) Bank borrowings | |||
| - within 12 months | 9,999,601 | 10,000,000 | |
| - after 12 months | |||
| 5) Due to other lenders | 9,999,601 | 10,000,000 | |
| - within 12 months | |||
| - after 12 months | |||
| 6) Advance payments | |||
| - within 12 months | |||
| - after 12 months | |||
| 7) Due to suppliers | |||
| - within 12 months | 130,784 | 37,193 | |
| - after 12 months | |||
| 8) Payables consisting of paper credit | 130,784 | 37,193 | |
| - within 12 months | |||
| - after 12 months | |||
| 9) Due to subsidiaries | |||
| - within 12 months | 8,719,000 | 8,225,000 | |
| - after 12 months | |||
| 10) Due to associates | 8,719,000 | 8,225,000 | |
| - within 12 months | |||
| - after 12 months | |||
| 11) Due to parent companies |
| - within 12 months - after 12 months |
|||
|---|---|---|---|
| 12) Tax payables - within 12 months - after 12 months |
106,169 | 276,002 | |
| 106,169 | 276,002 | ||
| 13) Due to pension and social security agencies - within 12 months - after 12 months |
2,215 | 2,831 | |
| 2,215 | 2,831 | ||
| 14) Other payables - within 12 months - after 12 months |
268,764 | 1,052,995 | |
| 268,764 | 1,052,995 | ||
| Total payables | 58,876,533 | 58,244,021 | |
| E) Accrued liabilities and deferred income | |||
| - Premium on loans | |||
| - Miscellaneous | 45,778 45,778 |
||
| Total liabilities | 106,614,941 | 93,781,002 | |
| Memorandum accounts | 31/12/2014 | 31/12/2013 | |
| 1) Risks undertaken by the company Guarantees to subsidiaries to associates to parent companies to subsidiaries under parent companies' control |
|||
| to other companies | |||
| Endorsements to subsidiaries to associates to parent companies to subsidiaries under parent companies' control to other companies |
|||
| Other personal guarantees to subsidiaries to associates to parent companies to subsidiaries under parent companies' control to other companies |
| Collaterals | |||
|---|---|---|---|
| to subsidiaries | |||
| to associates | |||
| to parent companies | |||
| to subsidiaries under parent companies' control | |||
| to other companies | |||
| Other risks | |||
| factored receivables | |||
| other | |||
| 2) Commitments undertaken by the company | 3,900,765 | ||
| 3) Third-party assets at the company | |||
| Outsourced products | |||
| Assets deposited or on free loan at the company | |||
| Pledged assets or assets served as security deposit at the company Other |
|||
| 4) Other memorandum accounts | |||
| Total memorandum accounts | 3,900,765 | ||
| Income Statement | 31/12/2014 | 31/12/2013 | |
| A) Production value | |||
| 1) Revenues from sales of products and services | |||
| 2) Change in inventories of work in progress and semi-finished and finished products |
|||
| 3) Change in commissioned work in progress | |||
| 4) In-house enhancement of tangible assets | |||
| 5) Other revenues and income: | |||
| - Miscellaneous | 176,734 | 48,631 | |
| - Revenue grants | |||
| - Investment grants (year's portion) | |||
| 176,734 | 48,631 | ||
| Total production value | 176,734 | 48,631 | |
| B) Production costs | |||
| 6) Raw & ancillary materials, consumables and goods | |||
| 7) Revenues from services | 1,539,848 | 380,850 | |
| 8) Rental, hire, leasing and royalties | |||
| a) Wages & salaries | |||
|---|---|---|---|
| b) Social security charges | |||
| c) Employee severance indemnities | |||
| d) Retirement and similar benefits | |||
| e) Other costs | |||
| 10) Amortisation, depreciation and write-downs | |||
| a) Amortisation of intangible | 90,054 | 337,651 | |
| assets | |||
| b) Depreciation of tangible assets |
|||
| c) Other write-downs of non-current assets | |||
| d) Write-downs of current receivables | |||
| and of cash equivalents | |||
| 11) Changes in inventories of raw & ancillary materials, consumables and goods |
90,054 | 337,651 | |
| 12) Risk provisioning | 49,399 | ||
| 13) Other provisioning | |||
| 14) Miscellaneous operating expenses | 48,220 | 33,333 | |
| Total production costs | 1,678,122 | 801,233 | |
| Difference between production value and costs (A-B) | (1,501,388) | (752,602) | |
| C) Financial income and expenses | |||
| 15) Income from equity investments: | |||
| - from subsidiaries | 11,685,169 | 6,000,048 | |
| - from associates | |||
| - from others | 1,732,210 | 13,417,379 | 1,793,795 7,793,843 |
| 16) Other financial income: | |||
| a) From non-current receivables | |||
| - from subsidiaries | |||
| - from associates | |||
| - from parent companies | |||
| - from others | |||
| b) From securities held as non-current assets | |||
| c) From securities held as current assets | 221,336 | 64,028 | |
| d) Income other than the above: | |||
| - from subsidiaries | |||
| - from associates | |||
| - from parent companies | |||
| - from others | 355,701 | 654,340 | |
| 577,037 | 718,368 | ||
| - | 13,994,416 | 8,512,211 | |
| 17) Interest and other financial expenses: | |||
| - from subsidiaries | |||
| - from associates |
| - from others | 625,192 | 2,584,723 | |
|---|---|---|---|
| 625,192 | 2,584,723 | ||
| 17-bis) Foreign exchange gains and losses | 293,067 | 24 | |
| Total financial income and expenses | 13,662,291 | 5,927,512 | |
| D) Adjustments to value of financial assets | |||
| 18) Write-ups: | |||
| a) of equity investments | |||
| b) of non-current financial assets | |||
| c) of securities held as current assets | |||
| 19) Write-downs: | |||
| a) of equity investments | |||
| b) of non-current financial assets | |||
| c) of securities held as current assets | |||
| Net adjustments to value of financial assets | |||
| E) Extraordinary income (expenses) | |||
| 20) Income: | |||
| - Capital gains on asset disposals | 6,785 | 44,604 | |
| - Miscellaneous | 6,785 | 44,604 | |
| 21) Expenses: | |||
| - Capital losses on asset disposals | |||
| - Previous years' taxes | |||
| - Miscellaneous | 555 | 18 | |
| 555 | 18 | ||
| Net extraordinary income (expenses) | 6,230 | 44,586 | |
| Pre-tax profit (A-B±C±D±E) | 12,167,133 | 5,219,496 | |
| 22) Income tax for the year – current, deferred and advance | |||
| a) Current income taxes | |||
| b) Deferred income taxes | |||
| (80,072) | |||
| c) Advance income taxes | (623,709) | ||
| d) Income and charges from tax consolidation treatment | |||
| (80,072) | (623,709) | ||
| 23) Profit (loss) for the year | 12,247,205 | 5,843,205 | |
| The Chairman of the Board of Directors |
Mr. Romano Volta
| ASSETS (Euro/000) | Note | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| A) Non-current assets (1+2+3+4+5+6+7+9) | 376,217 | 329,128 | |
| 1) Tangible assets | 57,158 | 51,329 | |
| Land | 1 | 5,365 | 5,223 |
| Buildings | 1 | 24,698 | 24,528 |
| Other assets | 1 | 22,674 | 19,823 |
| Assets in progress and payments on account | 1 | 4,421 | 1,755 |
| 2) Intangible assets | 236,518 | 219,319 | |
| Goodwill | 2 | 179,491 | 160,171 |
| Development costs | 2 | 6,809 | 6,339 |
| Others | 2 | 49,031 | 50,583 |
| Assets in progress and payments on account | 2 | 1,187 | 2,226 |
| 3) Equity investments in associates | 3 | 1,808 | 1,783 |
| 4) Financial assets | 37,149 | 15,801 | |
| Equity investments | 5 | 14,298 | 15,443 |
| Securities | 5 | 361 | 358 |
| Other | 5 | 22,490 | |
| 5) Loans | |||
| 6) Trade and other receivables | 7 | 2,877 | 2,575 |
| 7) Deferred tax assets | 13 | 40,707 | 38,321 |
| 9) Medium/long-term tax receivables | 13 | ||
| B) Current assets (8+9+10+11+12+13+14) | 279,521 | 295,174 | |
| 8) Inventories | 62,416 | 53,803 | |
| raw and ancillary materials and consumables | 8 | 12,367 | 14,072 |
| work in progress and semi-finished products | 8 | 21,896 | 15,951 |
| finished products and goods | 8 | 28,153 | 23,780 |
| 9) Trade and other receivables | 7 | 85,010 | 85,586 |
| trade receivables | 7 | 70,396 | 69,956 |
| due within 12 months | 7 | 69,106 | 68,409 |
| of which from associates | 7 | 1,281 | 1,536 |
| of which from related parties | 7 | 9 | 11 |
| other receivables - accrued income and prepaid expenses | 7 | 14,821 | 15,630 |
| of which from related parties | 171 | 171 | |
| 13) Financial receivables | 7 | ||
| 10) Tax receivables | 9 | 18,256 | 11,741 |
| 11) Financial assets | 5 | 18,521 | 7,162 |
| Securities | 6,084 | 3,617 | |
| Other | 12,437 | 3,545 | |
| 12) Loans | |||
| 13) Financial assets - Derivative instruments | 6 | 295 | |
| 14) Cash and cash equivalents | 10 | 95,023 | 136,882 |
| Total assets (A+B) | 655,738 | 624,302 | |
|---|---|---|---|
| LIABILITIES (Euro/000) | Note | 31/12/2014 | 31/12/2013 |
| A) Total shareholders' equity (1+2+3+4+5) | 11 | 246,478 | 176,498 |
| 1) Share capital | 11 | 1,200 | 1,200 |
| Share capital | 1,200 | 1,200 | |
| Treasury shares | (111,779) | (111,779) | |
| Share premium reserve | 110,155 | 103,676 | |
| Treasury share reserve | 1,624 | 8,103 | |
| 2) Reserves | 11 | 6,645 | (10,613) |
| Consolidation reserve | |||
| Translation (loss) reserve | 1,822 | (8,924) | |
| Reserve for exchange rate adjustment | 3,737 | (1,940) | |
| Cash-flow hedge reserve | (128) | (196) | |
| Actuarial gains and losses reserve | (255) | (265) | |
| Valuation reserve for fair value assets held for sale | 11 | 1,469 | 713 |
| 3) Profits (losses) of previous years | 11 | 133,273 | 111,834 |
| Profits (losses) of previous years | 121,178 | 99,507 | |
| Capital contribution reserve, not subject to taxation | |||
| Legal reserve | 6,240 | 6,240 | |
| IAS transition reserve | 5,855 | 6,088 | |
| 4) Group profit (loss) for the period/year | 11 | 26,769 | 18,707 |
| 5) Minority interests | 11 | 78,591 | 55,369 |
| Minority interest reserve | 68,541 | 47,327 | |
| Profit pertaining to third parties | 10,050 | 8,042 | |
| B) Non-current liabilities (6+7+8+9+10+11+12) | 163,460 | 227,319 | |
| 6) Financial payables | 12 | 119,519 | 191,823 |
| 7) Financial liabilities - Derivative instruments | 6 | 262 | 371 |
| 8) Tax payables | 9 | 36 | 575 |
| 9) Deferred tax liabilities | 13 | 22,149 | 17,406 |
| 10) Post-employment benefits | 14 | 7,202 | 7,049 |
| 11) Provisions for risks and charges | 15 | 11,211 | 7,447 |
| 12) Other liabilities | 16 | 3,081 | 2,648 |
| C) Current liabilities (13+14+15+16+17) | 246,007 | 220,484 | |
| 13) Trade and other payables | 16 | 131,074 | 121,879 |
| trade payables | 16 | 92,091 | 84,749 |
| of which within 12 months | 16 | 91,742 | 84,428 |
| of which to parent company | 16 | ||
| of which to associates | 16 | 76 | 124 |
| of which to related parties | 16 | 273 | 197 |
| other payables - accrued liabilities and deferred income | 16 | 38,983 | 37,130 |
| 14) Tax payables | 9 | 10,868 | 5,901 |
| 15) Provisions for risks and charges | 15 | 8,440 | 7,047 |
| 16) Financial liabilities - Derivative instruments | 6 | 14 |
| 17) Financial payables | 12 | 95,625 | 85,643 |
|---|---|---|---|
| Total liabilities (A+B+C) | 655,738 | 624,302 |
| Income Statement | Note | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| 1) Total revenues | 17 | 464,645 | 450,737 |
| Revenues from sale of products | 441,567 | 427,463 | |
| Revenues from services | 23,078 | 23,274 | |
| of which from related parties | 6,053 | 8,150 | |
| 2) Cost of goods sold | 18 | 240,056 | 238,414 |
| of which non-recurring | 18 | 1,069 | (62) |
| of which from related parties | 146 | (170) | |
| Gross profit (1-2) | 224,589 | 212,323 | |
| 3) Other operating revenues | 19 | 2,412 | 2,118 |
| of which non-recurring | 19 | 95 | |
| of which from related parties | 347 | ||
| 4) R&D expenses | 18 | 43,196 | 35,610 |
| of which non-recurring | 18 | 88 | (4) |
| 5) Distribution expenses | 18 | 86,438 | 82,475 |
| of which non-recurring | 18 | 1,119 | (975) |
| 6) General and administrative expenses | 18 | 47,134 | 48,315 |
| of which non-recurring | 18 | 1,950 | (18) |
| of which amortisation, depreciation pertaining to acquisitions | 18 | 5,405 | 5,765 |
| of which from related parties | 1,093 | 1,375 | |
| 7) Other operating expenses | 18 | 4,830 | 3,298 |
| of which non-recurring | 18 | 1,579 | |
| Total operating costs | 181,598 | 169,698 | |
| Operating result | 45,403 | 44,743 | |
| 8) Financial income | 20 | 34,854 | 15,489 |
| 9) Financial expenses | 20 | 35,221 | 25,769 |
| Net financial income (expenses) (8-9) | (367) | (10,280) | |
| 10) Profits from associates | 3 | 25 | 286 |
| Profit/(loss) before taxes from the operating assets | 45,061 | 34,749 | |
| Income tax | 21 | 8,242 | 8,000 |
| Profit/(loss) for the period | 36,819 | 26,749 |
| Consolidated Statement of Comprehensive Income | Note | 31/12/2014 | 31/12/2013 |
|---|---|---|---|
| Net profit/(loss) for the period | 36,819 | 26,749 | |
| Other components of the statement of comprehensive income: | |||
| Profit/(loss) on cash flow hedges | 11 | 90 | 555 |
| of which tax effect | (34) | (205) | |
| Profit/(loss) due to translation of the accounts of foreign companies | 11 | 15,431 | (5,828) |
| Profit (loss) on exchange rate adjustments for financial assets available for sale | 11 | 218 | (1) |
| of which tax effect | (83) | ||
| Reserve for exchange rate adjustment | 11 | 8,309 | (2,767) |
| of which tax effect | (3,151) | 1,050 | |
| Profit (loss) on exchange rate adjustments for fair value assets available for sale |
11 | 609 | 713 |
| of which tax effect | (501) | ||
| Actuarial losses | (236) | ||
| of which tax effect | 90 | ||
| Total other profit/(loss) net of the tax effect | 24,657 | (7,564) | |
| Total net profit/(loss) for the period | 61,476 | 19,185 | |
| Attributable to: | |||
| Parent company shareholders | 41,453 | 12,951 | |
| Minority interests | 20,023 | 5,521 |
| CONSOLIDATED STATEMENT OF CASH FLOW | 31/12/2014 | 31/12/2013 |
|---|---|---|
| Pre-tax profit | 45,061 | 34,749 |
| Depreciation and amortisation of tangible and intangible assets and write-downs |
17,007 | 15,982 |
| Change in employee benefits reserve | 152 | (318) |
| Provision to the write-down reserve | 505 | 515 |
| Net financial expenses/(income) including exchange rate differences |
7,754 | 10,251 |
| Adjustments to value of financial assets | (25) | (286) |
| Cash flow from operations before changes in working capital |
70,454 | 60,893 |
| Change in trade receivables (net of provisions) (*) | (734) | 12,081 |
| Change in final inventories (*) | (8,613) | (4,650) |
| Change in current assets (*) | 514 | 2,050 |
| Other medium-/long-term assets (*) | 322 | (397) |
| Change in trade payables (*) | 7,549 | 13,383 |
| Change in other current liabilities (*) | 1,853 | (16,756) |
| Other medium/long-term liabilities | 433 | 14 |
| Change in provisions for risks and charges | 5,156 | 2,755 |
| Commercial foreign exchange differences | (2,680) | (1,084) |
| Foreign exchange effect of working capital | (583) | (306) |
| Cash flow from operations after changes in working capital |
73,671 | 67,983 |
| Change in tax | (9,033) | (14,209) |
| Foreign exchange effect of tax | 1,986 | (466) |
| Interest paid and banking expenses | (8,111) | (6,441) |
| Other changes | 2,246 | |
| Cash flow generated from operations (A) | 60,759 | 46,867 |
| (Increase)/Decrease in intangible assets excluding exchange rate effect (*) |
(1,474) | (9,386) |
| (Increase)/Decrease in tangible assets excluding exchange rate effect (*) |
(11,206) | (7,747) |
| Change in unconsolidated equity investments | 188 | (1,230) |
| Acquisition of an equity investment | 0 | 0 |
| Changes generated by investment activity (B) | (12,492) | (18,363) |
| Change in LT/ST financial receivables | (31,340) | 3,667 |
| Change in short-term and medium-/long-term financial debt |
(64,537) | (29,349) |
| Financial foreign exchange differences | 3,037 | (2,636) |
| Purchase/sale of treasury shares | 10,490 | 1,728 |
|---|---|---|
| Change in reserves and exchange rate effect of financial assets/liabilities, equity and tangible and intangible assets |
(4,710) | 1,534 |
| Dividend payment | (3,066) | (2,525) |
| Cash flow generated (absorbed) by financial assets (C) |
(90,126) | (27,581) |
| Net increase (decrease) in available cash (A+B+C) |
(41,859) | 923 |
| Net cash and cash equivalents at beginning of period (Note 10) |
136,882 | 135,959 |
| Net cash and cash equivalents at end of period (Note 10) |
95,023 | 136,882 |
The Chairman of the Board of Directors
Mr. Romano Volta
| Pre-tax profit Theoretical tax burden (rate 27.5%) |
30.388 | 8.357 | |
|---|---|---|---|
| Temporary differences taxable in future financial periods: Foreign exchange gains from valuation total |
(19.179) | (19.179) | |
| Temporary differences deductible in future financial periods: Amortisation/depreciation > fiscally deductible portion Foreign exchange losses from valuation Cash deductible costs Provisions for risks and charges Others total |
65 15.783 329 707 |
16.884 | |
| Recharge of the temporary differences from previous financial years: Foreign exchange losses from valuation as at 31/12/2014 charged to income statement in 2015 Amortisation/depreciation not deducted in previous years Others Foreign exchange losses from valuation as at 31/12/2014 charged to income statement in 2015 Board of Directors remuneration pertaining to previous years, paid in the year total |
(7.754) (16) (21) 9.592 (208) |
1.593 | |
| Differences that will not be repaid in the following financial years: Non-deductible taxes Non-deductible amortisation and depreciation Motor vehicle use expense Mobile phone use expense Non-deductible capital losses Non-deductible sundry expenses Others Deduction of IRAP tax Earnings distributed to IRES subjects total |
131 184 136 136 60 136 (16) (150) (19.959) |
(19.342) | |
| Total taxable amount Deduction of notional yield of invested own capital IRES taxable amount Current income tax |
tax rate 27.5% | 10.344 0 10.344 |
2.845 |
| Difference between production value and costs | 849 | |
|---|---|---|
| Costs not significant to IRAP | 9.291 | |
| Revenue not significant to IRAP | - | |
| Extraordinary revenue relevant to IRAP | - | |
| Extraordinary expenses relevant to IRAP | - | |
| Deductions for the purposes of IRAP (INAIL premiums, costs for CFL, apprentices and handicapped employees, R&D) | (8.923) | |
| Deduction of value of production abroad | ||
| Total | 1.217 |
| Current IRAP | tax rate 3.9% | 99 | |
|---|---|---|---|
| IRAP taxable income | 2.536 | ||
| total | 1.328 | ||
| Amounts payable for employee secondment | (53) | ||
| Payroll & employee benefits | (9) | ||
| Non-deductible costs | 246 | ||
| Non-deductible extraordinary charges | 60 | ||
| Non-deductible amortisation and depreciation | 184 | ||
| Compensation for temporary and interim employees | 900 | ||
| Differences that will not be repaid in the following financial years: | |||
| total | (9) | ||
| Trademark amortisation | (3) | ||
| Goodwill amortisation | (6) | ||
| Recharge of the temporary differences from previous financial years: |
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.