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DEA Capital — Interim / Quarterly Report 2015
Nov 9, 2015
4211_10-k-afs_2015-11-09_e8bf520b-7e88-4adb-aac2-563c976bb49e.pdf
Interim / Quarterly Report
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INTERIM MANAGEMENT REPORT TO 30 September 2015 ______________________
Third quarter 2015 First nine months of 2015
Board of Directors Milan, 5 November 2015
DeA Capital S.p.A.
Corporate information DeA Capital S.p.A. is subject to the management and coordination of De Agostini S.p.A. Registered office: Via Brera 21, Milan 20121, Italy Share capital: EUR 306,612,100 (fully paid up), comprising 306,612,100 shares with a nominal value of EUR 1 each (including 41,702,217 treasury shares at 30 September 2015) Tax code, VAT code and recorded in the Milan Register of Companies under no. 07918170015
Board of Directors (*)
| Chairman | Lorenzo Pellicioli |
|---|---|
Chief Executive Officer Paolo Ceretti
Directors Lino Benassi Rosario Bifulco (1/4/5) Marco Boroli Donatella Busso Marco Drago Roberto Drago Francesca Golfetto (1/3/5) Severino Salvemini (2/3/5)
Board of Statutory Auditors (*)
| Chairman | Angelo Gaviani |
|---|---|
| Permanent Auditors | Gian Piero Balducci Annalisa Raffaella Donesana |
| Deputy auditors | Annamaria Esposito Abate Maurizio Ferrero Giulio Gasloli |
| Secretary to the Board of Directors |
Diana Allegretti |
| Manager responsible for preparing the Company's accounts |
Manolo Santilli |
| Independent Auditors | PricewaterhouseCoopers S.p.A. |
| (1) Member of the Control and Risks Committee | (*) In office until the approval of the Financial Statements for the Year Ending 31 December 2015 |
(2) Member and Chairman of the Control and Risks Committee
- (3) Member of the Remuneration and Appointments Committee
- (4) Member and Chairman of the Remuneration and Appointments Committee
(5) Independent Director
Contents
Interim Report on Operations
-
- Profile of DeA Capital S.p.A.
-
- Information for shareholders
-
- The DeA Capital Group's key statement of financial position and income statement figures
-
- Significant events in the third quarter of 2015
-
- The results of the DeA Capital Group
-
- Other information
Consolidated Financial Statements and Notes to the Accounts for the period 1 January to 30 September 2015
Statement of Responsibilities for the Interim Management Report to 30 September 2015
Interim Report on Operations
1. Profile of DeA Capital S.p.A.
With an investment portfolio of around EUR 490 million and assets under management of EUR 10,300 million, DeA Capital S.p.A. is one of Italy's largest alternative investment operators.
The Company, which operates in both the Private Equity Investment and Alternative Asset Management businesses, is listed on the FTSE Italia STAR section of the Milan stock exchange and heads the De Agostini Group in the area of financial investments.
In the Private Equity Investment business, DeA Capital S.p.A. has "permanent" capital, and therefore has the advantage – compared with traditional private equity funds, which are normally restricted to a pre-determined duration – of greater flexibility in optimising the timing of entry to and exit from investments. In terms of investment policy; this flexibility allows it to adopt an approach based on value creation, including over the medium to long term.
In the Alternative Asset Management business, DeA Capital S.p.A. – through its subsidiaries IDeA FIMIT SGR and IDeA Capital Funds SGR – is Italy's leading operator in real estate fund management and private equity funds of funds programmes, respectively. The two companies are active in the promotion, management and value enhancement of investment funds, using approaches based on sector experience and the ability to identify opportunities for achieving the best returns.
Alternative Asset Management has been the Company's main focus for strategic development in recent years. In view of this, DeA Capital S.p.A. is expected to continue to concentrate its asset allocation in this business, partly through investments in funds managed by the above-mentioned private equity/real estate platform, with the aim of generating financial returns.
| PRIVATE EQUITY INVESTMENT |
ALTERNATIVE ASSET MANAGEMENT |
|---|---|
| Direct investment in companies mainly operating in Europe and Emerging Europe. Indirect Investment in private equity and real estate funds. |
IDeA Capital Funds SGR, which manages private equity funds (funds of funds, co-investment funds and theme funds). Assets under management: EUR 1.7 billion IDeA FIMIT SGR, which manages real estate funds. Assets under management: EUR 8.6 billion IRE/IRE Advisory, which operates in project, property and facility management, as well as real estate brokerage. |
At 30 September 2015, DeA Capital S.p.A. reported Group consolidated shareholders' equity of EUR 575.9 million (EUR 653.5 million at 31 December 2014, before the extraordinary dividend payout of EUR 79.9 million in May 2015), corresponding to a net asset value (NAV) of EUR 2.17 per share, with an investment portfolio of EUR 491.4 million (EUR 625.0 million at 31 December 2014).
More specifically, the investment portfolio consists of Private Equity Investment shareholdings of EUR 84.3 million, Private Equity Investment funds of EUR 204.4 million and net assets relating to the Alternative Asset Management business of EUR 202.7 million.
| Investment portfolio | ||
|---|---|---|
| September 30, 2015 | ||
| n. | EUR/mln | |
| Equity investments | 3 | 84.3 |
| Funds | 13 | 204.4 |
| Private Equity Investment | 16 | 288.7 |
| Alternative Asset Management (*) | 4 | 202.7 |
| Investment portfolio | 20 | 491.4 |
(*) Equity investments in subsidiaries relating to Alternative Asset Management are valued using the equity method in this table.
At 30 September 2015, the corporate structure of the Group headed by DeA Capital S.p.A. (the DeA Capital Group, or the Group) was as summarised below:
PRIVATE EQUITY INVESTMENT
o Main investments
- minority shareholding in Migros, Turkey's leading food retail chain operator, whose shares are listed on the Istanbul Stock Exchange. The investment is held through the Luxembourg-registered company Kenan Investments S.A., an investment recorded in the AFS portfolio of the DeA Capital Group (with a stake of 17.11%);
- strategic shareholding in Sigla, which provides consumer credit for nonspecific purposes (salary-backed loans and personal loans) and services nonperforming loans in Italy. The investment is held through the Luxembourgregistered company Sigla Luxembourg S.A., an associate of the DeA Capital Group (with a stake of 41.39%).
o Funds
- units in six funds managed by the subsidiary IDeA Capital Funds SGR, i.e. in the three funds of funds IDeA I Fund of Funds (IDeA I FoF), ICF II and ICF III, in the co-investment fund IDeA Opportunity Fund I (IDeA OF I) and in the theme funds IDeA Efficienza Energetica e Sviluppo Sostenibile (Energy Efficiency and Sustainable Development - IDeA EESS) and IDeA Taste of Italy (IDeA ToI);
- a unit in the real estate fund Atlantic Value Added (AVA), managed by IDeA FIMIT SGR;
- units in six venture capital funds.
ALTERNATIVE ASSET MANAGEMENT
- controlling interest in IDeA Capital Funds SGR (100%), which manages private equity funds (funds of funds, co-investment funds and theme funds) with about EUR 1.7 billion in assets under management and eight managed funds;
- controlling interest in IDeA FIMIT SGR (64.30%), Italy's largest independent real estate asset management company, with about EUR 8.6 billion in assets under management and 37 managed funds (including five listed funds);
- controlling interests in IRE/IRE Advisory (96.99%), which operate in project, property and facility management, as well as real estate brokerage.
2. Information for shareholders
Shareholder structure - DeA Capital S.p.A. (#)
(#) Figures at 30 September 2015 based on the latest communications available Note: At 5 November 2015, there were 42,360,867 treasury shares representing 13.8% of share capital
Share performance (°)
- Period from 11 January 2007, when DeA Capital S.p.A. began operations, to 30 September 2015
- From 1 January 2015 to 30 September 2015
(°) Source: Bloomberg
Interim Management Report to 30 September 2015 9
The performance of the DeA Capital share
The Company's share price declined by 41.9% between 11 January 2007, when DeA Capital S.p.A. began operations, and 30 September 2015. In the same period, the FTSE All-Share® and LPX50® reported performances of -46.0% and -18.5% respectively.
The DeA Capital share rose by 1.6% in the first nine months of 2015, while the Italian market index FTSE All-Share® gained 13.4%, and the LPX50® 3.1%. Market capitalisation grew by approximately EUR 10 million compared with 31 December 2014 (after distribution of the extraordinary dividend of approximately EUR 79.9 million). The share's liquidity was higher than in 2014, with average daily trading volumes of more than 360,000 shares.
The share prices recorded in the first nine months of 2015, adjusted for the distribution of the extraordinary divided of EUR 0.30 per share paid in May, are shown below:
| Minimum price Average price Price at 30 September 2015 Market capitalisation at 30 September 2015 (EUR |
million) | 426 |
|---|---|---|
| 1.39 | ||
| 1.48 | ||
| 1.25 | ||
| Maximum price | 1.63 |
NB: Capitalisation net of treasury shares: approximately EUR 368 million
Investor Relations
DeA Capital S.p.A. maintains stable and structured relationships with institutional and individual investors. In the nine months of 2015, as in previous years, the Company continued with its communication activities, including attendance at the STAR Conference held in Milan in March. The Company met with around ten institutional investors at this event. Generally, the Company held meetings and conference calls with institutional investors, portfolio managers and financial analysts from Italy and abroad.
Research coverage of the share is currently carried out by Equita SIM and Intermonte SIM, the two main intermediaries on the Italian market, with Intermonte SIM acting as a specialist. In addition, since the beginning of 2015, coverage of the share has also been carried out by Edison Investment Research, an independent equity research company based in London. In the first half of 2015 alone, research relating to DeA Capital was read by more than 1,300 institutional investors and analysts, with geographical distribution in more than 35 countries in Europe, Australia, North America and the rest of the world. The research prepared by these intermediaries is available in the Investor Relations/Analyst Coverage section of the websitewww.deacapital.it.
In December 2008, the DeA Capital share joined the LPX50® and LPX Europe® indices. The LPX® indices measure the performance of the major listed companies operating in private equity (Listed Private Equity or LPE). Due to its high degree of diversification by region and type of investment, the LPX50® index has become one of the most popular benchmarks for the LPE asset class. The method used to constitute the index is published in the LPX Equity Index Guide. For further information please visit the website: www.lpx.ch. The DeA Capital share is also listed on the GLPE Global Listed Private Equity Index created by Red Rocks Capital, a US asset management company specialising in listed private equity companies. The index was created to monitor the performance of listed private equity companies around the world and is composed of 40 to 75 stocks. For further information: www.redrockscapital.com (GLPE Index).
In January 2015, the new DeA Capital S.p.A. website was launched with a completely fresh graphic layout and set of functions. The site can be found at www.deacapital.it and is available in Italian and English. The new site has a wealth of information, financial data, tools, documents, videos and news related to the DeA Capital Group's activities, strategy and investment portfolio. The social networks where DeA Capital S.p.A. has a presence can also be accessed from the homepage; while articles, communications and interesting sections can also be shared on social media. DeA Capital S.p.A. has strengthened its presence on Wikipedia and the social networks Slideshare and LinkedIn, adding its most recent documents for institutional investors such as reports and presentations:
Since April 2014, DeA Capital S.p.A. has published an interactive report containing the annual results; the versions for 2013 and 2014 are available in the "Financial Statements and Reports" section of the website.
The website has always been the primary mode of contact for investors. They can subscribe to various mailing lists and receive all news on the DeA Capital Group in a timely manner, as well as send questions or requests for information and documents to the Company's Investor Relations area, which is committed to answering queries promptly, as stated in the Investor Relations Policy published on the site. A quarterly newsletter is also published for investors to keep them updated on the main items of news on the Group, and analyse the quarterly results and share performance.
In this way, DeA Capital S.p.A. is continuing with its intention to strengthen its presence on the web and to make information for stakeholders available through many channels.
3. The DeA Capital Group's key statement of financial position and income statement figures
The DeA Capital Group's key statement of financial position and income statement figures at 30 September 2015 are shown below, compared with the corresponding figures at 31 December 2014 and 30 September 2014.
| (EUR million) | 30.09.2015 | 31.12.2014 "adjusted" (*) |
31.12.2014 "as reported" |
|---|---|---|---|
| NAV/share (EUR) | 2.17 | 2.11 | 2.41 |
| Group NAV | 575.9 | 573.6 | 653.5 |
| Investment portfolio | 491.4 | 625.0 | 625.0 |
| Net financial position - Holding companies | 83.9 | (39.3) | 40.6 |
| Consolidated net financial position | 123.2 | (22.1) | 57.8 |
(*) The "adjusted" results at 31.12.2014 take into account the extraordinary dividend distribution of 0,30 € / share, for a total 79,9 million Euro, which was completed in May 2015
| (Dati in milioni di Euro) | First nine months of 2015 |
First nine months of 2014 |
|---|---|---|
| Group net profit/(loss) | 72.8 | (50.7) |
| Comprehensive income (Group share) (Statement of Performance – IAS 1) |
13.8 | (6.7) |
The table below shows the composition of the Group's NAV during the first nine months of 2015.
| Change in Group NAV | Total value (EUR m) |
No. shares (millions) |
Value per share (EUR) |
|---|---|---|---|
| Group NAV "as reported" at 31.12.2014 | 653.5 | 271.6 | 2.41 |
| Extraordinary dividend distributed | (79.9) | (0.30) | |
| "Adjusted" Group NAV at 31.12.2014 | 573.6 | 271.6 | 2.11 |
| Purchase of own shares | (11.6) | (6.7) | (*) 1.73 |
| Comprehensive income - Statement of Performance – IAS 1 | 13.8 | ||
| Other changes in NAV | 0.1 | ||
| Group NAV at 30.09.2015 | 575.9 | 264.9 | 2.17 |
(*) Average price of purchases in 2015
The table below provides details of the Group's statement of financial position at 30 September 2015.
| September 30, 2015 | December 31, 2014 "adjusted" (*) |
|||||
|---|---|---|---|---|---|---|
| M€ | % NIC | €/Sh. | M€ | % NIC | €/Sh. | |
| Private Equity Investment | ||||||
| - Kenan Inv. / Migros | 72.6 | 15% | 0.27 | 209.1 | 34% | 0.77 |
| - Funds - Private Equity / Real Estate | 204.4 | 42% | 0.77 | 203.0 | 33% | 0.75 |
| - Other (Sigla, ) | 11.7 | 2% | 0.05 | 11.4 | 2% | 0.04 |
| Total PEI (A) | 288.7 | 59% | 1.09 | 423.5 | 69% | 1.56 |
| Alternative Asset Management | 0.00 | 0% | 0.00 | 0.00 | 0% | 0% |
| - IDeA FIMIT SGR | 144.2 | 29% | 0.54 | 144.6 | 24% | 0.53 |
| - IDeA Capital Funds SGR | 49.3 | 10% | 0.19 | 49.9 | 8% | 0.18 |
| - IRE / IRE Advisory | 9.2 | 2% | 0.03 | 7.0 | 1% | 0.03 |
| Total AAM (B) | 202.7 | 41% | 0.76 | 201.5 | 33% | 0.74 |
| Investment Portfolio (A+B) | 491.4 | 100% | 1.85 | 625.0 | 102% | 2.30 |
| Otehr net assets (liabilities) | 0.6 | 0% | 0.00 | (12.1) | -2% | (0.04) |
| NET INVESTED CAPITAL ("NIC") | 492.0 | 100% | 1.85 | 612.9 | 100% | 2.26 |
| Net Financial Position Holdings | 83.9 | 17% | 0.32 | (39.3) | -6% | (0.15) |
| NAV | 575.9 | 117% | 2.17 | 573.6 | 94% | 2.11 |
(*) The "adjusted" results at December 31, 2014 take into account the extraordinary dividend distribution of 0,30 € / share, for a total 79,9 million Euro, which was completed in May 2015
4. Significant events in the third quarter of 2015
The significant events that occurred in the third quarter of 2015 are summarised below. For events that took place during the first half of the year, please refer to the Half-Year Report to 30 June 2015, which was approved by the Board of Directors on 27 August 2015.
Private equity funds – paid calls/distributions
In the third quarter of 2015, the DeA Capital Group increased its respective investments with payments totalling EUR 3.4 million. Total investments In the first nine months of 2015 totalled EUR 16.3 million, relating to: IDeA I FoF (EUR 5.8 million), ICF II (EUR 2.4 million), ICF III (EUR 1.3 million), IDeA OF I (EUR 1.6 million), IDeA EESS (EUR 3.1 million), IDeA ToI (EUR 1.3 million) and AVA (EUR 0.8 million).
At the same time, the DeA Capital Group received capital reimbursements of EUR 19.2 million during the third quarter of 2015; the cumulative total of reimbursements received in the first nine months of the year of EUR 40.4 million relate to the IDeA I FoF (EUR 22.8 million), ICF II (EUR 1.8 million) and IDeA OF I (EUR 15.3 million) funds, to be used in full to reduce the value of the units.
Thus, in the third quarter of 2015, the private equity funds in which DeA Capital S.p.A. has invested produced a net positive cash balance totalling EUR 15.8 million for the portion relating to the Group (EUR 24.1 million in the first nine months of 2015).
Sale of stake in Migros and subsequent cash distribution by Kenan Investments
On 15 July 2015, after approval from the Turkish antitrust authorities had been received (last condition precedent to completion of the transaction), Moonlight Capital S.A., a whollycontrolled special purpose vehicle of Kenan Investments S.A. (of which DeA Capital owns approximately 17%), completed the sale of a 40.25% stake in Migros to Anadolu Endüstri Holding, a leading Turkish conglomerate, based on the agreements entered into at the end of 2014.
Following the receipt of the proceeds from this sale, on 24 July 2015 Kenan Investments distributed a total of EUR 648.5 million to shareholders; DeA Capital's share amounted to EUR 107.7 million, generating a capital gain of EUR 46.3 million.
Given the proceeds already realised in previous years (EUR 79.8 million), the total cash-in from DeA Capital's investment in Migros is now EUR 187.5 million, in addition to the residual stake, valued at EUR 72.6 million at 30 September 2015 (corresponding to an indirect stake of approximately 6.9% in Migros' capital), against an initial investment of EUR 175 million (multiple of 1.49x on capital invested).
Second closing of IDeA Taste of Italy private equity fund
On 1 September 2015, the IDeA Taste of Italy fund completed a second closing for a total of EUR 54 million, bringing the total commitment for the fund to EUR 140 million.
DeA Capital S.p.A. took part in this closing via the subscription of commitments of up to EUR 5.65 million, taking its total commitment in the fund to EUR 14.25 million.
Definitive repayment of the credit facility with Mediobanca
On 2 September 2015, the revolving credit facility in place with Mediobanca (EUR 40 million), already fully repaid at 31 July 2015, was definitively settled.
At that date, therefore, the revolving credit facility of EUR 40 million with Intesa Sanpaolo, expiring on 30 June 2017, was still in place. This loan has not been drawn down and is therefore fully available.
Request for admission to listing for IDeA Real Estate S.p.A.
On 22 September 2015, the wholly owned subsidiary IDeA Real Estate S.p.A. submitted an application for listing on the Mercato Telematico Azionario, organised and managed by Borsa Italiana S.p.A.
If this listing is successfully completed (provisionally by the end of 2015), the Company will automatically join the regime for Real Estate Investment Trusts (REITs), for which it applied at the end of 2014.
5. The results of the DeA Capital Group
The consolidated results relate to the operations of the DeA Capital Group in the following businesses:
- Private Equity Investment, which includes the reporting units involved in private equity investment, broken down into shareholdings (direct investments) and investments in funds (indirect investments);
- Alternative Asset Management, which includes reporting units dedicated to asset management activities and related services, with a focus on the management of private equity and real estate funds.
The DeA Capital Group's investment portfolio
The structure of the DeA Capital Group's investment portfolio in the Private Equity Investment and Alternative Asset Management businesses, as defined above, is summarised in the table below.
| Investment portfolio | ||
|---|---|---|
| September 30, 2015 | ||
| n. | EUR/mln | |
| Equity investments | 3 | 84.3 |
| Funds | 13 | 204.4 |
| Private Equity Investment | 16 | 288.7 |
| Alternative Asset Management (*) | 4 | 202.7 |
| Investment portfolio | 20 | 491.4 |
(*) Equity investments in subsidiaries relating to Alternative Asset Management are valued using the equity method in this table.
Details of portfolio asset movements in the first nine months of 2015 are provided in the sections on the Private Equity Investment and Alternative Asset Management businesses below.
Private Equity Investment
In terms of shareholdings, at 30 September 2015, the DeA Capital Group was a shareholder of:
- Kenan Investments, the indirect parent company of Migros (valued at EUR 72.6 million);
- Sigla Luxembourg, the parent company of Sigla (valued at EUR 11.5 million);
- Harvip, which manages funds and investment vehicles used to purchase distressed real estate and other investments (valued at EUR 0.2 million).
The DeA Capital Group is also a shareholder in other smaller companies which are not included in the investment portfolio as they are either dormant or in liquidation, and have zero carrying value.
With regard to funds, at 30 September 2015, the DeA Capital Group was subscribed to units in:
- IDeA I FoF (valued at EUR 86.9 million);
- ICF II (valued at EUR 42.1 million);
- ICF III (valued at EUR 3.1 million);
- IDeA OF I (valued at EUR 50.8 million);
- IDeA EESS (valued at EUR 8.0 million);
- IDeA ToI (valued at EUR 1.1 million);
- AVA (valued at EUR 3.3 million);
- six venture capital funds (with a total value of approximately EUR 9.1 million).
Valuations of shareholdings and funds in the portfolio reflect estimates made using the information available on the date this document was prepared.
Investments in associates
- Sigla Luxembourg (parent company of Sigla)
Registered office: Italy
Sector: Consumer credit
Website: www.siglacredit.it
Investment details:
On 5 October 2007, the DeA Capital Group finalised the acquisition of a stake (currently 41.39%) in Sigla Luxembourg, the holding company that fully controls Sigla, which operates in Italy and provides consumer credit for non-specific purposes.
Brief description:
Sigla specialises in salary-backed loans and personal loans. It is a benchmark operator in the provision of financial services to households throughout Italy, chiefly through a network of agents.
The company's product range of salary-backed loans and personal loans includes the servicing of portfolios of unsecured non-performing loans (personal loans and credit cards).
The stake in Sigla Luxembourg, which is recorded under "Investments in associates", was worth around EUR 11.5 million in the Consolidated Half-Year Report to 30 September 2015 (EUR 11.2 million at 31 December 2014). The increase compared with 31 December 2014 is largely due to the profit for the period.
| Sigla (mln €) | First Nine Months of 2015 |
First Nine Months of 2014 |
Change |
|---|---|---|---|
| Loans to customers* | 36.5 | 0.0 | 36.5 |
| Revenues from loans to customers | 0.4 | 0.0 | 0.4 |
| CQS granted | 108.8 | 0.0 | 108.8 |
| Revenues from CQS | 6.8 | 0.0 | 6.8 |
| Group net profit | 0.9 | 0.0 | 0.9 |
* Receivables for personal loans net of impairment provisions
In terms of operating performance, Sigla recorded a net profit during the first nine months of 2015, a marked improvement on the same period of the previous year thanks to growth in the number of salary-backed loans granted, in connection with new funding received in the second half of 2014 (totalling more than EUR 500 million including the further agreements signed in October 2015) the full effects of which were felt from the second quarter of this year.
Investments in other companies
- Kenan Investments (which holds an indirect stake in Migros)
Registered office: Turkey
Sector: Food retail
Website: www.migros.com.tr
Investment details:
In 2008, the DeA Capital Group acquired about 17% of the capital of Kenan Investments, the company heading the structure to acquire the controlling interest in Migros.
As of 15 July 2015, following the sale by Moonlight Capital, a wholly-controlled subsidiary of Kenan Investments, of a 40.25% stake in Migros to Anadolu Endüstri Holding, a leading Turkish conglomerate, Kenan Investments jointly controlled Migros with a stake of 40.25%.
Brief description:
Migros was established in 1954, and is the leading company in the food retail sector in Turkey. The company has 1,296 outlets (at 30 June 2015), with a total net surface area of 974,000 square metres.
Migros is present in all seven regions of Turkey, and has a marginal presence in Kazakhstan and Macedonia.
The company operates under the following names: Migros, Tansas and Macrocenter (supermarkets), 5M (hypermarkets), Ramstore (supermarkets abroad) and Kangurum (online store).
Growth in the food retail sector in Turkey is a relatively recent phenomenon, brought about by the transition from traditional systems such as bakkals (small stores typically run by families) to an increasingly widespread organised distribution model driven by expansion and the modernisation process under way in Turkey.
The stake in Kenan Investments is recorded in the Consolidated Financial Statements to 30 September 2015 at EUR 72.6 million (compared with EUR 209.1 million at 31 December 2014). This amount (indirectly corresponding to approximately 6.9% of Migros' capital, i.e. 40.25% of the latter's capital via the Group's interest in Kenan Investments), reflects a price per share of Migros of:
- - TRY 26.00 (plus interest of 7.5% p.a. from 30 April 2015) for the stake subject to put/call options on 9.75% of Migros, as agreed with Anadolu and exercisable from 30 April 2017;
- - TRY 17.50, being the market price on 30 September 2015, for the remaining stake (30.5% of Migros capital).
The change in the value of the stake in Kenan Investments at 30 September 2015 compared with 31 December 2014 reflects the following:
- net proceeds (EUR 107.7 million) received on 24 July 2015 following completion of the sale of a 40.25% stake in Migros;
- a decrease of EUR 28.8 million in the fair value reserve due to the decrease in the share price (compared with TRY 22.75 at 31 December 2014), and the depreciation of the Turkish lira against the euro (3.39 TRY/EUR at 30 September 2015 versus 2.83 TRY/EUR at 31 December 2014).
Note that the effect of the measurement of Migros at fair value on the NAV of the DeA Capital Group was partially offset by the reversal (EUR 11.4 million) of the payable for carried interest to be paid based on the achievement of certain yield parameters.
| Migros (mln YTL) | First nine months of 2015 |
First nine months of 2014 |
Change |
|---|---|---|---|
| Revenues | 4,369 | 3,738 | 16.9% |
| EBITDA | 270 | 235 | 14.9% |
| Group net profit | (111) | 42 | n.a. |
| Net financial debt | (1,636) | (1,663) | +27 mln YTL |
* Awaiting publication of the data of the first 9 months - the data for half year are provided
Funds
At 30 September 2015, the DeA Capital Group's Private Equity Investment business included investments – other than the investment in the IDeA OF I fund (fully consolidated in accordance with IFRS 10) and the AVA real estate fund (classified under "Investments in associates", based on the units held) – in three funds of funds (IDeA I FoF, ICF II and ICF III), two theme funds (IDeA EESS and IDeA ToI) and another six venture capital funds, for a total carrying amount in the Consolidated Financial Statements to 30 September 2015 of EUR 204.4 million (corresponding to the estimated fair value calculated using the information available on the date this document was prepared).
Residual commitments for all the funds in the portfolio were approximately EUR 96.4 million.
- IDeA OF I
IDeA Opportunity Fund I
Registered office: Italy
Sector: Private equity
Website: www.ideasgr.com
Investment details:
IDeA OF I is a closed-end fund under Italian law for qualified investors, which began operations on 9 May 2008 and is managed by IDeA Capital Funds SGR.
At its meeting on 20 July 2011, the Board of Directors of IDeA Capital Funds SGR approved a number of regulatory changes. These included changing the name of the IDeA Co-Investment Fund I to IDeA Opportunity Fund I (IDeA OF I) and extending investment opportunities to qualified minority interests, independently or via syndicates.
The DeA Capital Group has a total commitment of up to EUR 101.8 million in the fund.
Brief description:
IDeA OF I has total assets of approximately EUR 217 million. Its objective is to invest, independently or via syndicates with a lead investor, by purchasing qualified minority interests.
At 30 September 2015, IDeA OF I had called up 80.9% of the total commitment and distributed 21.0% of that commitment, after making nine investments:
-
on 8 October 2008, it acquired a 5% stake in Giochi Preziosi S.p.A., a company active in the production, marketing and sale of children's games with a product line covering childhood to early adolescence. In May 2015, IDeA OF I completed the sale of the entire stake in Giochi Preziosi for EUR 4.4 million (of which EUR 1.7 million was deferred until 31 December 2018), plus a potential earn-out conditional upon Giochi Preziosi achieving various performance parameters. In addition to the abovementioned transaction, IDeA OF I paid EUR 5.2 million to subscribe to a bond convertible into 5% of the shares of Giochi Preziosi (maturing on 31 December 2018);
-
on 22 December 2008, it acquired a 4% stake in Manutencoop Facility Management S.p.A. by subscribing to a reserved capital increase. This company is Italy's leading integrated facility management company, providing and managing a wide range of property management services and other services for individuals and government agencies. On 2 July 2013, IDeA OF I sold a 1% stake in the company's capital to the controlling shareholder (Manutencoop Società Cooperativa), backed by the issue of a three-year remunerated vendor note, thereby reducing its own stake to 3%;
- on 31 March 2009, an interest of 17.43% was acquired in the capital of Grandi Navi Veloci S.p.A. (GNV), an Italian shipping company that transports passengers and goods on various Mediterranean routes. On 2 May 2011, with the finalisation of Marinvest's entry into the shareholder structure of GNV through the subscription of a reserved capital increase, the stake held by IDeA OF I was diluted to 9.21%. Subsequently, IDeA OF I's decision not to subscribe, on a pro-rata basis, to two further capital increases (August 2012, January 2014) led to a further dilution in its shareholding to 3.12%; Note that after the end of the third quarter of 2014, on 19 October 2015, IDeA OF I signed an agreement for the sale of the entire stake held in GNV to a company in the Marinvest Group, the main shareholder of GNV, for EUR 3.4 million; completion of the transaction is subject to approval by the competent antitrust authorities;
- on 10 February 2011, it invested in bonds convertible into shares of Euticals S.p.A., Italian leader in the production of active ingredients for pharmaceutical companies that operate in the generics sector. As part of the extraordinary operation that led to the transfer of the controlling share in Euticals S.p.A., on 3 April 2012, these bonds were transferred into the acquisition vehicle, Lauro 57, which now owns 100% of Euticals S.p.A.; in exchange, a stake of 7.77% was acquired in the same acquisition vehicle. On 13 February 2015, a capital increase was approved for a total of EUR 17.5 million divided into three tranches. The first EUR 12.5 million tranche was subscribed and paid up on 2 April 2015 (IDeA OF I's investment totalled EUR 1.2 million), while the next two tranches (EUR 3.0 million and EUR 2.0 million respectively) are dependent on the achievement of business restructuring objectives and results targets for 2015. After the above-mentioned capital increase, the shareholding in the company was 7.98%;
- on 25 February 2011, it purchased a 9.29% stake in Telit Communications PLC (Telit), the third-largest producer of machine-to-machine communications systems in the world. The stake held by IDeA OF I was subsequently diluted to 8.53% due to the exercise of stock options by the company's management. The sale of a portion of Telit's shares held by IDeA OF I, which began in 2014, continued in 2015 for a total price of EUR 27.4 million (of which EUR 11.2 million was recorded at the end of 2014), generating a 3.5 times return on the original investment. Following the sale, IDeA OF I now owns approximately 1.1% of Telit;
-
on 11 September 2012, an agreement was signed with the main shareholder, Filocapital S.r.l., for an investment in Iacobucci HF Electronics S.p.A. (Iacobucci), a company that manufactures trolleys for aeroplanes and trains, and specialises in the design, production and marketing of components for aircraft fittings and furnishings. At the date of this document, the investment in Iacobucci consists of a stake of 34.85%, following two reserved capital increases on 7 August 2013 (EUR 3 million) and 19 May 2014 (EUR 3 million), and the conversion of a bond into shares of Iacobucci, for EUR 6 million, which took place on 10 October 2014;
-
on 9 October 2012, IDeA OF I acquired an indirect stake of 4.6% in Patentes Talgo S.A. (Talgo), a Spanish company that designs and produces solutions for the rail sector, chiefly sold on the international market (high-speed trains, and maintenance vehicles and systems). On 7 May 2015, a 45% partial stake in the subsidiary was sold as part of its listing on the Madrid stock exchange for net proceeds of EUR 24.3 million, a return of 3.6 times the investment. After this sale, IDeA OF I holds an indirect stake in Talgo of approximately 2.5%;
- on 12 December 2012, it acquired a stake of 29.34% in 2IL Orthopaedics, a Luxembourg-registered vehicle which, through a public takeover bid and subsequent delisting of previously listed shares, obtained full control (on 15 February 2013) of English company Corin Group PLC (Corin). Corin is active in the production and marketing of orthopaedic devices, especially for hips and knees;
- - on 27 February 2013, the fund acquired a stake of 10% in Elemaster S.p.A. (Elemaster), the leading operator in ODM (original design manufacturing) and EMS (electronic manufacturing services), i.e. the design and construction of electronic equipment. At the same time, the IDeA Efficienza Energetica e Sviluppo Sostenibile Fund, also managed by IDeA Capital Funds SGR, invested an equal amount.
The units held in IDeA OF I were reported in the Consolidated Financial Statements to 30 September 2015 at EUR 50.8 million, versus EUR 56.0 million at 31 December 2014. The change is attributable to capital calls of EUR +1.6 million, capital reimbursements of EUR -15.3 million, a pro-rata net gain for the period of EUR 13.0 million and a EUR 4.5 million decrease in fair value.
The table below shows a breakdown of the fund's NAV at 30 September 2015:
| NAV of IDeA OF I at September 30, 2015 | ||||
|---|---|---|---|---|
| (EUR million) | 100% | DeA Capital | ||
| Investments in Portfolio | ||||
| Giochi Preziosi | 5.2 | 2.4 | ||
| Manutencoop Facility Management | 18.9 | 8.9 | ||
| Grandi Navi Veloci | 3.4 | 1.6 | ||
| Lauro Cinquantasette (Euticals) | 13.0 | 6.1 | ||
| Telit Communications | 5.6 | 2.6 | ||
| Iacobucci HF Electronics | 9.0 | 4.2 | ||
| Pegaso Transportation Investments (Talgo) | 15.0 | 7.0 | ||
| 2IL Orthopaedics LTD (Corin) | 13.5 | 6.3 | ||
| Elemaster | 8.5 | 4.0 | ||
| Total Investments in Portfolio | 92.1 | 43.3 | ||
| Other long term receivables | 9.1 | 4.3 | ||
| Other aseets (liabilities) | (0.1) | (0.0) | ||
| Cash and cash equivalents | 7.0 | 3.3 | ||
| Net equity | 108.1 | 50.8 |
The table below shows the key figures for IDeA OF I at 30 September 2015.
| IDeA OF I | Registered office | Year of commitment | Fund Size | Subscribed commitment |
% DeA Capital in fund |
|---|---|---|---|---|---|
| Euro (€) | |||||
| IDeA Opportunity Fund I | Italia | 2008 | 216,550,000 | 101,750,000 | 46.99 |
| Residual Commitments | |||||
| Total residual commitment in: | Euro | 19,434,250 |
- IDeA I FoF
IDeA I Fund of Funds
Registered office: Italy Sector: Private equity Website: www.ideasgr.com Investment details:
IDeA I FoF is a closed-end fund under Italian law for qualified investors, which began operations on 30 January 2007 and is managed by IDeA Capital Funds SGR.
The DeA Capital Group has a total commitment of up to EUR 173.5 million in the fund.
Brief description:
IDeA I FoF, which has total assets of approximately EUR 681 million, invests its assets in units of unlisted closed-end funds that are mainly active in the local private equity sector in various countries. It optimises the risk-return profile through careful diversification of assets among managers with a proven track record of returns and solidity, different investment approaches, geographical areas and maturities.
At the date of the latest report available, the IDeA I FoF portfolio was invested in 41 funds with different investment strategies; these funds in turn hold 369 positions, with varying maturities, in companies active in geographical regions with different growth rates.
The funds are diversified in the buy-out (control) and expansion (minorities) categories, with overweighting towards medium- and small-scale transactions and special situations (distressed debt/equity and turnaround).
At 30 September 2015, IDeA I FoF had called up 84.5% of its total commitment and had made distributions totalling 60.7% of that commitment.
The units in IDeA I FoF had a value of approximately EUR 86.9 million in the Consolidated Financial Statements to 30 September 2015 (EUR 93.5 million at 31 December 2014). The change was due to capital calls of EUR +5.8 million, capital reimbursements of EUR -22.8 million and an increase in fair value of EUR 10.4 million.
The table below shows the key figures for IDeA I FOF at 30 September 2015.
| IDeA I FoF | Registered office | Year of commitment | Fund Size | Subscribed commitment |
% DeA Capital in fund |
|---|---|---|---|---|---|
| Euro (€) | |||||
| IDeA I Fund of Funds | Italia | 2007 | 681,050,000 | 173,500,000 | 25.48 |
| Residual Commitments | |||||
| Total residual commitment in: | Euro | 26,840,442 | |||
- ICF II
ICF II
ICF II is a closed-end fund under Italian law for qualified investors, which began operations on 24 February 2009 and is managed by IDeA Capital Funds SGR.
The DeA Capital Group has a total commitment of up to EUR 51 million in the fund.
Brief description:
ICF II, with total assets of EUR 281 million, invests in units of unlisted closed-end funds that are mainly active in the local private equity sector of various countries. It optimises the risk-return profile through careful diversification of assets among managers with a proven track record of returns and solidity, different investment approaches, geographical areas and maturities.
The fund started building its portfolio by focusing on funds in the area of mid-market buy-outs, distressed and special situations, loans, turnarounds and funds with a specific sector slant, targeting in particular opportunities offered in the secondary market.
At the date of the latest report available, the ICF II portfolio was invested in 27 funds with different investment strategies; these funds in turn hold positions, with varying maturities, in around 348 companies active in various geographical regions.
At 30 September 2015, ICF II had called up around 68.6% of its total commitment and had made distributions totalling 15.9% of that commitment.
The units in ICF II had a value of approximately EUR 42.1 million in the Consolidated Financial Statements to 30 September 2015 (EUR 35.3 million at 31 December 2014). The increase was due to capital calls of EUR +2.4 million, capital reimbursements of EUR -1.8 million and a fair value increase of EUR 6.2 million.
The table below shows the key figures for ICF II at 30 September 2015:
| ICF II | Registered office | Year of commitment | Fund Size | Subscribed commitment |
% DeA Capital in fund |
|---|---|---|---|---|---|
| Euro (€) | |||||
| IC F II | Italia | 2009 | 281,000,000 | 51,000,000 | 18.15 |
| Residual Commitments Total residual commitment in: |
Euro | 15,992,431 |
- ICF III
ICF III
| Registered office: Italy |
|---|
| Sector: Private equity |
| Website: www.ideasgr.com |
| Investment details: |
ICF III is a closed-end fund under Italian law for qualified investors, which began operations on 10 April 2014 and is managed by IDeA Capital Funds SGR.
The DeA Capital Group has a total commitment of up to EUR 12.5 million in the fund.
Brief description:
ICF III, which at the first closing had total assets of approximately EUR 57 million, intends to invest its assets in units of closed-end private equity funds or in schemes that replicate the financial model, either as lead investor or with other co-investors.
The fund is divided into three segments:
- Core, with a focus on buy-outs, expansion capital and special situations;
- Credit & Distressed, which invests in special credit operations (preferred equity, mezzanine, senior loans), turnarounds and other credit strategies;
- Emerging Markets, which focuses on expansion capital, buy-outs, distressed assets and venture capital operations in emerging markets.
At 30 September 2015, ICF III had called up 36.3%, 34.9% and 17.5% in the Core, Credit & Distressed and Emerging Markets segments respectively.
The units in ICF III had a value of approximately EUR 3.1 million in the Consolidated Financial Statements to 30 September 2015 (EUR 1.7 million at 31 December 2014). The increase was the combined effect of capital calls of EUR +1.3 million and an increase in fair value of EUR 0.1 million.
The table below shows the key figures for ICF III at 30 September 2015.
| ICF III | Registered office | Year of commitment | Fund Size | Subscribed commitment |
% DeA Capital in fund |
|---|---|---|---|---|---|
| Euro (€) | |||||
| ICF III | Italia | 2014 | 57,050,000 | 12,500,000 | 21.91 |
| of which: | |||||
| Segment C ore | 25,400,000 | 1,000,000 | 3.94 | ||
| Segment C redit & Distressed | 16,650,000 | 4,000,000 | 24.02 | ||
| Segment Emerging Markets | 15,000,000 | 7,500,000 | 50.00 | ||
| Residual Commitments |
Total residual commitment in: Euro 9,429,597
- IDeA EESS
IDeA Efficienza Energetica e Sviluppo Sostenibile
Registered office: Italy
Sector: Private equity
Website: www.ideasgr.com Investment details:
IDeA EESS is a closed-end fund under Italian law for qualified investors, which began operating on 1 August 2011 and is managed by IDeA Capital Funds SGR.
The DeA Capital Group has a total commitment of EUR 15.3 million in the fund.
Brief description:
IDeA EESS is a closed-end mutual fund under Italian law for qualified investors, which seeks to acquire minority and controlling interests in unlisted companies in Italy and abroad, by investing jointly with local partners.
The fund is dedicated to investing in small and medium-sized manufacturing and service companies operating in the field of energy savings and the efficient use of natural resources. It focuses on the development of solutions that are faster and cheaper in the use of renewable energy sources without compromising effectiveness in reducing CO2 emissions, against a backdrop of sustained growth in global energy demand.
At 30 September 2015, IDeA EESS had called up 61.0% of its total commitment from subscribers, after making seven investments:
- - on 8 May 2012, the fund made its first investment, acquiring 48% of Domotecnica Italiana (independent Italian franchising of thermo-hydraulic installers) for approximately EUR 2.6 million, as well as subsequent capital increases totalling EUR 1.0 million, investments that were written down in full at 31 December 2014. In view of the gradual deterioration in the company's results and financial position, it was put into liquidation on 9 March 2015;
- - on 27 February 2013, the fund invested EUR 8.5 million to acquire a stake of 10% in Elemaster, a leading operator in ODM (original design manufacturing) and EMS (electronic manufacturing services), i.e. the design and construction of electronic equipment. At the same time, the IDeA OF I fund, also managed by IDeA Capital Funds SGR, invested an equal amount;
- - on 23 April 2013, the fund invested EUR 3.5 million to acquire a 29.9% stake in SMRE, which specialises in the design and construction of industrial systems to cut and process fabric, and also has know-how in electrical drives with particularly innovative technology in integrated electric transmission. The acquisition was conducted via subscription to a reserved capital increase in SMRE;
- - on 27 December 2013, the fund invested EUR 3.9 million in the special purpose acquisition company (SPAC) GreenItaly 1, of which EUR 3.5 million was in ordinary shares, which entitle it to 10% of the company, and EUR 0.4 million, in its capacity
as promoter of the vehicle, in special shares without voting rights. The aim of GreenItaly 1, a themed SPAC, is to acquire an unlisted, medium-sized Italian company operating in the efficient use of resources, energy efficiency or environmental sector within 24 months of the IPO (completed on 27 December 2013);
- - During the first half of 2014, the fund invested in several further tranches in Meta System totalling EUR 12.5 million, representing a stake of 16.0% in the company; this subsequently increased to 21.5% through the reinvestment of its pro-rata proceeds of the sale of a subsidiary of Meta System. Meta System is active in the production of transmission equipment, electronic antennas and alarm systems for the automotive sector, as well as home telematics systems and battery chargers for electric vehicles. On 5 August 2015, an agreement was signed for the full disposal of the company in two tranches. The first tranche has been completed (60% of Met System) for EUR 12.2 million, i.e. 1.6 times the initial investment, and the second tranche will take place via put/call mechanisms exercisable between September and December 2017;
- - on 5 February 2015, the fund made its sixth investment, acquiring a shareholding in Baglioni via a first capital increase of EUR 8.0 million for a 35.9% stake in the company. This was later increased to 41.2% through a further capital increase of EUR 2 million. Baglioni is a company involved in the design and manufacture of compressed air tanks for applications across a broad spectrum of industrial sectors;
- - on 30 July 2015, the fund acquired a 26.81% stake in Italchimici S.r.l. for EUR 11.3 million. Italchimici is a pharmaceutical company specialising in the sale of respiratory and alimentary tract products; it has established itself as a leader in Italy in the paediatrics segment.
The units in IDeA EESS were valued at approximately EUR 8.0 million in the Consolidated Financial Statements to 30 September 2015 (EUR 4.3 million at 31 December 2014). The increase was the combined effect of capital calls of EUR +3.1 million and a EUR 0.6 million increase in fair value.
The table below shows the key figures for IDeA EESS at 30 September 2015.
| IDeA EESS | Registered office | Year of commitment | Fund Size | Subscribed commitment |
% DeA Capital in fund |
|---|---|---|---|---|---|
| Euro (€) | |||||
| IDeA Efficienza Energetica e Sviluppo Sostenibile | Italia | 2011 | 100,000,000 | 15,300,000 | 15.30 |
| Residual Commitments | |||||
| Total residual commitment in: | Euro | 6,041,940 |
- IDeA ToI
IDeA Taste of Italy (ToI)
Registered office: Italy
Sector: Private equity Website: www.ideasgr.com
Investment details:
IDeA ToI is a closed-end fund under Italian law for qualified investors, which began operating on 30 December 2014 and is managed by IDeA Capital Funds SGR.
The DeA Capital Group has a total commitment of EUR 14.3 million in the fund.
Brief description:
IDeA ToI is a closed-end mutual fund under Italian law for qualified investors, which seeks to acquire minority and controlling interests in mainly small and medium-sized enterprises in Italy, either independently or with other co-investors.
The fund invests in companies operating in the agricultural foods sector, especially areas involved in the production and distribution of foodstuffs in the form of both primary and secondary (processed) products or related services.
On 15 May 2015, IDeA ToI made its first investment, acquiring, together with co-investors, a total stake of 70% in a vehicle that wholly owns Gruppo La Piadineria; IDeA ToI's pro rata stake was EUR 10.6 million. Gruppo La Piadineria is Italy's largest chain of shops selling piadine (traditional flatbread sandwich wraps), with outlets in towns and cities across northern and central Italy.
At 30 September 2015, IDeA ToI had called up 10.0% of the total commitment from subscribers.
The units in IDeA ToI had a value of approximately EUR 1.1 million in the Consolidated Financial Statements to 30 September 2015 (close to zero at 31 December 2014). The increase was the combined effect of capital calls of EUR +1.3 million and a decrease in fair value of EUR 0.2 million.
The table below shows the key figures for IDeA ToI at 30 September 2015.
| IDeA ToI | Registered office | Year of commitment | Fund Size | Subscribed commitment |
% DeA Capital in fund |
|---|---|---|---|---|---|
| Euro (€) | |||||
| IDeA Taste of Italy | Italia | 2014 | 86,350,000 | 8,600,000 | 10.18 |
| Residual Commitments | |||||
| Total residual commitment in: | Euro | 12,824,247 |
- AVA
Atlantic Value Added
Registered office: Italy Sector: Private Equity – Real Estate Website: www.ideafimit.it Investment details:
The "Atlantic Value Added Closed-End Speculative Real Estate Mutual Fund" is a mixedcontribution fund for qualified investors that began operations on 23 December 2011.
DeA Capital S.p.A. has a commitment in the fund of up to EUR 5 million (corresponding to 9.1% of the total commitment), with payments of approximately EUR 4.2 million already made at 30 September 2015.
Brief description:
The fund, which is managed by the subsidiary IDeA FIMIT SGR and has a commitment of around EUR 55 million, began its operations with a primary focus on real estate investments in the office and residential markets. The duration of the fund is eight years.
On subsequent occasions from 29 December 2011 onwards, the fund invested a total of EUR 63.2 million to purchase/subscribe for units of the Venere fund, receiving EUR 10.7 million from the fund in the form of capital reimbursements. The Venere fund is a closed-end speculative reserved real estate fund managed by IDeA FIMIT SGR. The Venere fund's real estate portfolio consists of properties primarily for residential use located in northern Italy.
The units in the AVA fund had a value of approximately EUR 3.3 million in the Consolidated Financial Statements to 30 September 2015 (compared with EUR 2.6 million at 31 December 2014). The increase was the combined effect of net investments of EUR 0.8 million and a pro rata share (EUR 0.1 million) of the net loss for the period.
The table below shows the key figures for the AVA fund at 30 September 2015.
| AVA | Registered office | Year of commitment | Fund Size | Subscribed commitment |
% DeA Capital in fund |
|---|---|---|---|---|---|
| Euro (€) | |||||
| Atlantic Value Added | Italia | 2011 | 55,000,000 | 5,000,000 | 9.08 |
| Residual Commitments | |||||
| Total residual commitment in: | Euro | 850,000 |
- Units in venture capital funds
The units in venture capital funds had a total value of approximately EUR 9.1 million in the Financial Statements to 30 September 2015 (EUR 9.6 million at 31 December 2014). The decrease was the combined effect of capital reimbursements of EUR 0.5 million, impairment of EUR 0.2 million and an increase in fair value of EUR 0.2 million.
The table below shows the key figures for venture capital funds in the portfolio at 30 September 2015.
| Venture Capital Funds | Registered office | Year of commitment |
Fund Size | Subscribed commitment |
% DeA Capital in fund |
|---|---|---|---|---|---|
| Dollars (USD) | |||||
| Doughty Hanson & Co Technology | UK EU | 2004 | 271,534,000 | 1,925,000 | 0.71 |
| GIZA GE Venture Fund III | Delaware U.S.A. | 2003 | 211,680,000 | 10,000,000 | 4.72 |
| Israel Seed IV | Cayman Islands | 2003 | 200,000,000 | 5,000,000 | 2.50 |
| Pitango Venture Capital III | Delaware U.S.A. | 2003 | 417,172,000 | 5,000,000 | 1.20 |
| Totale Dollars | 21,925,000 | ||||
| Euro (€) | |||||
| Nexit Infocom 2000 | Guernsey | 2000 | 66,325,790 | 3,819,167 | 5.76 |
| Sterlings (GBP) | |||||
| Amadeus Capital II | UK EU | 2000 | 235,000,000 | 13,500,000 | 5.74 |
| Residual Commitments | |||||
| Total residual commitment in: | Euro | 5,043,119 |
Alternative Asset Management
At 30 September 2015, DeA Capital S.p.A. was the owner of:
- 100% of IDeA Capital Funds SGR;
- 64.30% of IDeA FIMIT SGR (including 61.30% held through DeA Capital Real Estate and the remaining 3.00% directly);
- 96.99% of IRE/IRE Advisory (which operates in project, property and facility management and real estate brokerage).
- - IDeA Capital Funds SGR
Registered office: Italy
Sector: Alternative Asset Management - Private Equity
Website: www.ideasgr.com
Investment details:
IDeA Capital Funds SGR operates in the management of private equity funds (funds of funds, coinvestment funds and theme funds). At 30 September 2015, the asset management company managed eight closed-end private equity funds, including four funds of funds (IDeA I FoF, ICF II, ICF III and IDeA Crescita Globale, which targets the retail market), a "direct" co-investment fund (IDeA OF I), two theme funds (IDeA EESS, which operates in energy efficiency, and IDeA ToI, in the agricultural foods sector) and, since April 2015, Investitori Associati IV (in liquidation).
The investment programmes of IDeA Capital Funds SGR, which are regulated by the Bank of Italy and Consob, leverage the management team's wealth of experience in the sector.
The investment strategies of the funds of funds focus on building diversified portfolios in private equity funds in the top quartile or that are next-generation leaders with balanced asset allocation through diversification by:
- industrial sector;
- investment strategy and stage (buy-outs, venture capital, special situations, etc.);
- geographical area (Europe, US and the Rest of the World);
- maturity (commitments with investment periods diluted over time).
The investment strategies of the "direct" co-investment fund focus on minority interests in businesses that primarily concentrate on Europe, and on diversification based on the appeal of individual sectors, while limiting early stage investments.
The investment philosophy of the IDeA EESS sector fund focuses on growth capital and buy-out private equity to support the growth of small and medium-sized enterprises with products/services of excellence in the energy efficiency and sustainable development. Investments in infrastructure for the generation of energy from renewable sources or early-stage investments can be made in compliance with regulatory restrictions.
The investment target of the IDeA ToI fund is small and medium-sized enterprises operating in the agricultural foods industry, through operations in development capital and early-stage buyouts.
The table below summarises the value of assets under management and management fees for IDeA Capital Funds SGR at 30 September 2015.
| (EUR million) | Asset Under Management at 30 set. 2015 |
Management fees at 30 set. 2015 |
|---|---|---|
| IDeA Capital Funds SGR | ||
| IDeA I FoF | 681 | 3.2 |
| IDeA OF I | 217 | 1.7 |
| ICF II | 281 | 1.7 |
| IDeA EESS | 100 | 1.5 |
| IDeA Crescita Globale | 55 | 1.0 |
| ICF III | 57 | 0.3 |
| Taste of Italy | 140 | 2.5 |
| Investitori Associati IV | 121 | 0.9 |
| Total IDeA Capital Funds SGR | 1,652 | 12.8 |
With regard to operating performance, IDeA Capital Funds SGR posted a year-on-year increase of approximately EUR 261 million in assets under management in the first nine months of 2015. This increase is due to the launch of IDeA ToI for a commitment that reached EUR 140 million at the second closing, and the takeover of the management of Investitori Associati IV, starting in April 2015.
| IDeA Capital Funds SGR (EUR million) | First Nine Months of 2015 |
First Nine Months of 2014 |
|---|---|---|
| AUM | 1,652 | 1,391 |
| Management fees | 12.8 | 10.2 |
| EBITDA | 6.5 | 4.9 |
| Net profit | 4.1 | 3.1 |
- IDeA FIMIT SGR
Registered office: Italy
Sector: Alternative Asset Management - Real Estate
Website: www.ideafimit.it
Investment details:
IDeA FIMIT SGR is the largest independent real estate asset management company in Italy, with around EUR 8.6 billion in assets under management and 37 managed funds (including five listed funds). This puts it among the major partners of Italian and international investors in promoting, creating and managing mutual real estate investment funds.
IDeA FIMIT SGR undertakes three main lines of business:
- the development of mutual real estate investment funds designed for institutional clients and private investors;
- the promotion of innovative real estate financial instruments to satisfy investors' increasing demands;
- the professional management (technical, administrative and financial) of real-estate funds with the assistance of in-house experts, as well as the best independent technical, legal and tax advisors on the market.
The company has concentrated investments in transactions with low risk, stable returns, low volatility, simple financial structures and, most importantly, an emphasis on property value. In particular, the asset management company specialises in "core" and "core plus" properties, but its major investments also include "value added" transactions.
Due in part to successful transactions concluded in recent years, the asset management company is able to rely on a panel of prominent unit-holders consisting of Italian and international investors of high standing, such as pension funds, banking and insurance groups, companies and sovereign funds.
The table below summarises the value of assets under management and management fees for IDeA FIMIT SGR at 30 September 2015:
| (EUR million) | Asset Under Management at 30 set. 2015 |
Management fees at 30 set. 2015 |
|---|---|---|
| Breakdown of funds | ||
| Atlantic 1 | 614 | 2.1 |
| Atlantic 2 Berenice | 196 | 0.6 |
| Alpha | 390 | 3.1 |
| Beta | 89 | 0.6 |
| Delta | 223 | 1.9 |
| Listed funds | 1,512 | 8.3 |
| Reserved funds | 7,087 | 28.8 |
| Total IDeA FIMIT SGR | 8,599 | 37.1 |
Some of the key financials of the listed funds in the asset management portfolio are provided below, with an analysis of the real estate portfolio at the date of the latest report available, broken down by geographical area and by intended use, i.e. Atlantic 1, Atlantic 2, Alpha, Beta and Delta (figures in EUR).
| Atlantic 1 | 30 June 2015 |
|---|---|
| Market value of properties | 574,640,000 |
| Historical cost and capitalised | |
| charges | 608,115,544 |
| Financing | 341,647,526 |
| Net Asset Value (NAV) | 258,618,760 |
| NAV/unit (EUR) | 495.9 |
| Market price/unit (EUR) | 367.0 |
| Dividend yield from investment* | 5.87% |
* Ratio of income per unit to annual average nominal value per unit
Atlantic 1: Diversification by geographical area Atlantic 1: Diversification by intended use
| Atlantic 2 - Berenice | 30 June 2015 |
|---|---|
| Market value of properties | 177,735,000 |
| Historical cost and capitalised | |
| charges | 196,573,586 |
| Financing | 80,000,000 |
| Net Asset Value (NAV) | 111,016,050 |
| NAV/unit (EUR) | 185.0 |
| Market price/unit (EUR) | 110.5 |
| Dividend yield from investment* | 9.19% |
* Ratio of income per unit to annual average nominal value per unit
Lazio 38%
| Alpha | 30 June 2015 |
|---|---|
| Market value of properties | 371,650,000 |
| Historical cost and capitalised charges | 325,481,495 |
| Financing | 50,329,153 |
| Net Asset Value (NAV) | 362,431,549 |
| NAV/unit (EUR) | 3,489.1 |
| Market price/unit (EUR) | 1,020.0 |
| Dividend yield from investment* | 5.27% |
* Ratio of income per unit to annual average nominal value per unit
Alpha: Diversification by geographical area Alpha: Diversification by intended use
| Beta | 30 June 2015 |
|---|---|
| Market value of properties Historical cost and capitalised |
57,785,000 |
| charges | 71,672,510 |
| Net Asset Value (NAV) | 63,712,464 |
| NAV/unit (EUR) | 237.3 |
| Market price/unit (EUR) | 138.0 |
| Dividend yield from investment* | 8.24% |
* Ratio of income per unit to annual average nominal value per unit
| Delta | 30 June 2015 |
|---|---|
| Market value of properties | 206,020,000 |
| Historical cost and capitalised charges | 256,257,386 |
| Financing | 24,008,441 |
| Net Asset Value (NAV) | 194,649,541 |
| NAV/unit (EUR) | 92.5 |
| Market price/unit (EUR) | 37.2 |
| Dividend yield from investment* | n.a. |
* No distribution from investment
Delta: Diversification by geographical area Delta: Diversification by intended use
With regard to IDeA FIMIT SGR's operating performance, management fees were down by EUR 4.2 million in the first nine months of 2015, compared with the year-earlier period. This was mainly due to the revised fees agreed for some managed funds (amid a general market squeeze on management fees). The increase in net profit compared with the same period in 2014 was mainly due to the impact in that year of impairment on financial equity instruments (strumenti finanziari partecipativi, or SFP), which entitle former FIMIT shareholders to variable commission relating to the funds managed by FIMIT at the date of the merger with FARE SGR; the value is shown in the financial statements as the effect of the merger of the two asset management companies.
| IDeA FIMIT SGR (EUR million) | First Nine Months of 2015 |
First Nine Months of 2014 |
|---|---|---|
| AUM | 8,599 | 9,017 |
| Management fees | 37.1 | 41.3 |
| EBITDA | 15.7 | 18.6 |
| Net profit | 6.5 | 2.8 |
| -of which: | ||
| - Shareolders | 6.5 | 7.0 |
| - Owner of financial equity instruments | 0.0 | (4.2) |
- Innovation Real Estate
| Registered office: Italy |
|---|
| Sector: Property Services |
| Website: www.innovationre.it |
| Investment details: |
| Innovation Real Estate (IRE) operates in property valuation and is structured along the following strategic lines: |
- project & construction management (property planning, development and refurbishment;
- property management (administrative and legal management of properties);
- facility & building management (services connected with buildings and related maintenance);
- due diligence (technical and environmental due diligence, urban regulatory procedures);
- asset management (strategic support for improving the rental condition of buildings and optimising associated management costs, in order to maximise the return on property investment).
IRE currently manages a property portfolio comprising 50% offices and the remainder split between commercial, tourist, logistics & industrial and residential property.
In terms of operating performance, the EUR 0.5 million yoy increase in IRE's revenues for real estate services in the first nine months of 2015 was mainly due to the higher revenues recorded for technical services.
| Innovation Real Estate (EUR million) | First Nine Months of 2015 |
First Nine Months of 2014 |
|---|---|---|
| Revenues | 12.7 | 12.2 |
| EBITDA | 3.6 | 3.0 |
| Net profit | 2.5 | 1.9 |
Consolidated income statement
The Group reported consolidated net profit of approximately EUR 72.8 million for the first nine months of 2015, compared with a net loss of about EUR 50.7 million in the same period of 2014.
Revenues and other income break down as follows:
- Alternative Asset Management fees of EUR 48.2 million (EUR 49.6 million in the same period of 2014);
- other investment income, net of expenses, totalling EUR 73.6 million (compared with EUR -50.9 million in the same period of 2014 due to marking the value of the investment in Santé to market for EUR -58.4 million). This mainly reflected the capital gain of EUR 46.3 million deriving from the sale of stakes in Migros and the consequent distribution of liquidity by Kenan Investments, as well as income totalling EUR 28.5 million generated from investments in IDeA OF I;
- service revenues of EUR 13.4 million (compared with EUR 13.2 million recorded in the same period of 2014).
Costs totalled EUR 51.2 million (EUR 62.3 million in the same period of 2014), of which EUR 45.5 million was attributable to Alternative Asset Management, EUR 1.9 million to Private Equity Investment and EUR 3.8 million to holding company activities. Alternative Asset Management costs include the effects of the amortisation of intangible assets, totalling EUR 3.8 million, recorded when a portion of the purchase price of the investments was allocated.
Net financial income, which amounted to EUR 4.1 million at 30 September 2015, mainly relates to income generated from cash and cash equivalents, exchange rate gains on foreign investments and other financial income.
The total tax impact for the first nine months of 2015 (EUR -1.2 million compared with EUR -1.3 million in the same period of 2014) is the combined result of taxes of EUR 6.7 million due in respect of Alternative Asset Management activities and tax credits of EUR 5.5 million relating to holding activities.
Of the Group's net profit of EUR 72.8 million, EUR 63.5 million was attributable to Private Equity Investment, EUR 9.8 million to Alternative Asset Management and EUR -0.5 million to holding company activities/eliminations.
Summary consolidated income statement
| Third Quarter |
First nine months of |
Third Quarter |
First nine months of |
|
|---|---|---|---|---|
| (EUR thousand) | 2015 | 2015 | 2014 | 2014 |
| Alternative Asset Management fees | 17,009 | 48,222 | 16,056 | 49,640 |
| Income (loss) from equity investments | 116 | 59 | (188) | (936) |
| Other investment income/expense | 38,211 | 73,588 | 5,034 | (50,879) |
| Income from services | 4,796 | 13,441 | 3,927 | 13,205 |
| Other income | 3,040 | 3,162 | 333 | 476 |
| Other expenses | (16,009) | (51,239) | (16,279) | (62,265) |
| Financial income and expenses | 1,220 | 4,073 | 2,556 | 2,635 |
| PROFIT/(LOSS) BEFORE TAX | 48,383 | 91,306 | 11,439 | (48,124) |
| Income tax | (2,218) | (1,235) | (1,068) | 1,316 |
| PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS | 46,165 | 90,071 | 10,371 | (46,808) |
| Profit (Loss) from discontinued operations/held-for-sale assets | 0 | 0 | 0 | 0 |
| PROFIT/(LOSS) FOR THE PERIOD | 46,165 | 90,071 | 10,371 | (46,808) |
| - Group share | 49,141 | 72,785 | 6,451 | (50,666) |
| - Non controlling interests | (2,976) | 17,286 | 3,920 | 3,858 |
| Earnings per share, basic (€) | 0.275 | (0.185) | ||
| Earnings per share, diluted (€) | 0.275 | (0.185) |
Performance by business in the first nine months of 2015
| (EUR thousand) | Private Equity Investment |
Alternative Asset Management |
Holdings/ Eliminations |
Consolidated |
|---|---|---|---|---|
| Alternative Asset Management fees | 0 | 49,968 | (1,746) | 48,222 |
| Income (loss) from equity investments | 185 | (126) | 0 | 59 |
| Other investment income/expense | 72,141 | 1,447 | 0 | 73,588 |
| Income from services | 3,010 | 13,321 | 272 | 16,603 |
| Other expenses | (1,906) | (45,536) | (3,797) | (51,239) |
| Financial income and expenses | 4,772 | 26 | (725) | 4,073 |
| PROFIT/(LOSS) BEFORE TAXES | 78,202 | 19,100 | (5,996) | 91,306 |
| Income tax | 0 | (6,724) | 5,489 | (1,235) |
| PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS | 78,202 | 12,376 | (507) | 90,071 |
| Profit (Loss) from discontinued operations/held-for-sale assets | 0 | 0 | 0 | 0 |
| PROFIT/(LOSS) FOR THE PERIOD | 78,202 | 12,376 | (507) | 90,071 |
| - Group share | 63,537 | 9,755 | (507) | 72,785 |
| - Non controlling interests | 14,665 | 2,621 | 0 | 17,286 |
Performance by business in the first nine months of 2014
| Alternative | ||||
|---|---|---|---|---|
| Private Equity | Asset | Holdings/ | ||
| (Euro thousand) | Investment | Management | Eliminations | Consolidated |
| Alternative Asset Management fees | 0 | 51,512 | (1,872) | 49,640 |
| Income (loss) from equity investments | (697) | (239) | 0 | (936) |
| Other investment income/expense | (51,780) | 901 | 0 | (50,879) |
| Income from services | 88 | 12,939 | 654 | 13,681 |
| Other expenses | (2,193) | (53,527) | (6,545) | (62,265) |
| Financial income and expenses | 2,653 | (171) | 153 | 2,635 |
| PROFIT/(LOSS) BEFORE TAXES | (51,929) | 11,415 | (7,610) | (48,124) |
| Income tax | 0 | (4,584) | 5,900 | 1,316 |
| PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS | (51,929) | 6,831 | (1,710) | (46,808) |
| Profit (Loss) from discontinued operations/held-for-sale assets | 0 | 0 | 0 | 0 |
| PROFIT/(LOSS) FOR THE PERIOD | (51,929) | 6,831 | (1,710) | (46,808) |
| - Group share | (55,962) | 7,006 | (1,710) | (50,666) |
| - Non controlling interests | 4,033 | (175) | 0 | 3,858 |
Comprehensive income - statement of performance (IAS 1)
Comprehensive Income or the Statement of Performance (IAS 1), in which performance for the period attributable to the Group is reported including results posted directly to shareholders' equity, shows a net positive balance of approximately EUR 13.8 million (compared with a net negative balance of EUR 6.7 million in the same period of 2014). This comprised:
- net profit of EUR 72.8 million recorded on the income statement;
- losses posted directly to shareholders' equity totalling EUR 59.0 million (including the "reversal" to the income statement of the fair value reserve after the partial disposal of Migros).
| (EUR thousand) | First nine months of 2015 |
First nine months of 2014 |
|---|---|---|
| Profit/(loss) for the period (A) | 90,071 | (46,808) |
| Comprehensive income/expense which might be subsequently reclassified within the profit (loss) for the period Comprehensive income/expense which will not be subsequently reclassified within the profit (loss) for the period |
(64,166) 24 |
45,930 (210) |
| Other comprehensive income, net of tax (B) | (64,142) | 45,720 |
| Total comprehensive income for the period | ||
| (A)+(B) | 25,929 | (1,088) |
| Total comprehensive income attributable to: - Group Share - Non Controlling Interests |
13,812 12,117 |
(6,667) 5,579 |
Consolidated statement of financial position
Below is the Group's statement of financial position at 30 September 2015, compared with 31 December 2014.
| (EUR thousand) | September 30, 2015 |
December 31, 2014 |
|---|---|---|
| ASSETS | ||
| Non-current assets | ||
| Intangible and tangible assets | ||
| Goodwill | 166,363 | 166,363 |
| Intangible assets | 59,175 | 63,348 |
| Property, plant and equipment | 3,296 | 3,908 |
| Total intangible and tangible assets | 228,834 | 233,619 |
| Investments | ||
| Investments valued at equity | 21,445 | 19,066 |
| Investments hold by Funds | 92,070 | 111,014 |
| - available for sale investments - invest. in associates and JV valued at FV through P&L |
54,562 37,507 |
71,209 39,805 |
| Other available-for-sale companies | 72,775 | 209,320 |
| Available- for-sale funds | 184,418 | 176,736 |
| Other avalaible-for-sale financial assets | 28 | 306 |
| Total Investments | 370,736 | 516,442 |
| Other non-current assets | ||
| Deferred tax assets | 4,360 | 5,039 |
| Loans and receivables | 0 | 0 |
| Tax receivables from Parent companies | 0 | 546 |
| Other non-current assets | 34,178 | 30,495 |
| Total other non-current assets | 38,538 | 36,080 |
| Total non-current assets | 638,108 | 786,141 |
| Current assets | ||
| Trade receivables | 23,846 | 29,039 |
| Available- for-sale financial assets | 4,318 | 5,080 |
| Financial receivables | 4,913 | 2,678 |
| Tax receivables from Parent companies | - | 3,533 |
| Other tax receivables | 1,349 | 2,892 |
| Other receivables | 6,523 | 18,591 |
| Cash and cash equivalents | 115,531 | 55,583 |
| Total current assets | 156,480 | 117,396 |
| Total current assets Held-for-sale assets |
156,480 0 |
117,396 0 |
| TOTAL ASSETS | 794,588 | 903,537 |
| SHAREHOLDERS' EQUITY AND LIABILITIES | ||
| SHAREHOLDERS' EQUITY | ||
| Net equity Group | 575,896 | 653,513 |
| Minority interests | 159,686 | 173,109 |
| Shareholders' equity | 735,582 | 826,622 |
| LIABILITIES | ||
| Non-current liabilities | ||
| Deferred tax liabilities | 18,843 | 19,696 |
| Provisions for employee termination benefits | 4,589 | 4,618 |
| Long term financial loans | 1,201 | 5,201 |
| Payables to staff | - | 11,397 |
| Total non-current liabilities | 24,633 | 40,912 |
| Current liabilities | ||
| Trade payables | 20,062 | 18,180 |
| Payables to staff and social security organisations | 5,456 | 8,122 |
| Current tax | 4,626 | 2,012 |
| Other tax payables | 692 | 2,037 |
| Other payables Short term financial loans |
3,177 360 |
5,292 360 |
| Total current liabilities | 34,373 | 36,003 |
| Held-for-sale liabilities | - | - |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 794,588 | 903,537 |
At 30 September 2015, Group shareholders' equity was approximately EUR 575.9 million, compared with EUR 653.5 million at 31 December 2014. The decrease of about EUR 77.6 million in Group shareholders' equity in the first nine months of 2015 was due to the extraordinary dividend paid (EUR 79.9 million), the reasons already discussed relating to the Statement of Performance - IAS 1 (EUR +13.8 million) and the effects of the share buy-back plan (EUR -11.6 million).
Consolidated net financial position
At 30 September 2015, the consolidated net financial position was approximately EUR 123.2 million, as shown in the table below, which provides a breakdown of assets and liabilities and a comparison with the same figures at 31 December 2014:
| Net financial position (EUR million) |
30.09.2015 | 31.12.2014 | Change |
|---|---|---|---|
| Cash and cash equivalents | 115.5 | 55.6 | 59.9 |
| Available- for-sale financial assets | 4.3 | 5.1 | (0.8) |
| Financial receivables | 4.9 | 2.7 | 2.2 |
| Non-current financial liabilities | (1.2) | (5.2) | 4.0 |
| Current financial liabilities | (0.3) | (0.4) | 0.1 |
| TOTAL | 123.2 | 57.8 | 65.4 |
| of which: | 0.0 | 0.0 | 0.0 |
| - Alternative Asset Management | 32.3 | 16.1 | 16.2 |
| - Private Equity Investment | 7.0 | 1.1 | 5.9 |
| - Holdings | 83.9 | 40.6 | 43.3 |
The change in the consolidated net financial position in the first nine months of 2015 was due, in addition to the extraordinary dividend paid (EUR -79.9 million), to net receipts following the partial disposal of Migros and resulting distribution (EUR +107.7 million), the share buy-back (EUR -11.6 million); net liquidity generated by investments in private equity funds in the portfolio (EUR +24.1 million); the increase in the net financial position of IDeA OF I (EUR +5.9 million); and cash flows generated by the asset management platforms.
The Company believes that the cash and cash equivalents and the other financial resources available are sufficient to meet the requirement relating to payment commitments already subscribed in funds, also taking into account the amounts expected to be called up/distributed by these funds. With regard to these residual commitments, the Company believes that the resources currently available, as well as those that will be generated by its operating and financing activities, will enable the DeA Capital Group to meet the financing required for its investment activity and to manage working capital.
6. Other information
Transactions with parent companies, subsidiaries and related parties
Transactions with related parties, including intercompany transactions, are typical, usual transactions that are part of the normal business activities of Group companies. Such transactions are concluded at standard market terms for the nature of the goods and/or services offered.
Other information
At 30 September 2015, the Group had 233 employees (224 at the end of 2014), including 35 senior managers, 66 middle managers and 132 clerical staff. Of these, 220 worked in Alternative Asset Management and 13 in Private Equity Investment/the Holding Company. These staff levels do not include personnel on secondment from the Parent Company De Agostini S.p.A.
With regard to the regulatory requirements set out in art. 36 of the Market Regulation on conditions for the listing of parent companies of companies formed or regulated by laws of non-EU countries and of major importance in the consolidated accounts, it is hereby noted that no Group company falls within the scope of the above-mentioned provision.
Furthermore, conditions prohibiting listing pursuant to art. 37 of the Market Regulation relating to companies subject to the management and coordination of other parties do not apply.
Consolidated Financial Statements and Notes to the Accounts for the period 1 January – 30 September 2015
Consolidated statement of financial position
| September | December 31, | |
|---|---|---|
| (EUR thousand) | 30, 2015 | 2014 |
| ASSETS | ||
| Non-current assets | ||
| Intangible and tangible assets | ||
| Goodwill | 166,363 | 166,363 |
| Intangible assets | 59,175 | 63,348 |
| Property, plant and equipment | 3,296 | 3,908 |
| Total intangible and tangible assets | 228,834 | 233,619 |
| Investments | ||
| Investments valued at equity | 21,445 | 19,066 |
| Investments hold by Funds | 92,070 | 111,014 |
| - available for sale investments | 54,562 | 71,209 |
| - invest. in associates and JV valued at FV through P&L | 37,507 | 39,805 |
| Other available- for-sale companies | 72,775 | 209,320 |
| Available- for-sale funds | 184,418 | 176,736 |
| Other avalaible- for-sale financial assets | 28 | 306 |
| Total Investments | 370,736 | 516,442 |
| Other non-current assets | ||
| Deferred tax assets | 4,360 | 5,039 |
| Loans and receivables | 0 | 0 |
| Tax receivables from Parent companies | 0 | 546 |
| Other non-current assets | 34,178 | 30,495 |
| Total other non-current assets | 38,538 | 36,080 |
| Total non-current assets | 638,108 | 786,141 |
| Current assets | ||
| Trade receivables | 23,846 | 29,039 |
| Available- for-sale financial assets | 4,318 | 5,080 |
| Financial receivables | 4,913 | 2,678 |
| Tax receivables from Parent companies | - | 3,533 |
| Other tax receivables | 1,349 | 2,892 |
| Other receivables | 6,523 | 18,591 |
| Cash and cash equivalents Total current assets |
115,531 156,480 |
55,583 117,396 |
| Total current assets | 156,480 | 117,396 |
| Held-for-sale assets | 0 | 0 |
| TOTAL ASSETS | 794,588 | 903,537 |
| SHAREHOLDERS' EQUITY AND LIABILITIES | ||
| SHAREHOLDERS' EQUITY | ||
| Net equity Group | 575,896 | 653,513 |
| Minority interests | 159,686 | 173,109 |
| Shareholders' equity | 735,582 | 826,622 |
| LIABILITIES | ||
| Non-current liabilities | ||
| Deferred tax liabilities | 18,843 | 19,696 |
| Provisions for employee termination benefits | 4,589 | 4,618 |
| Long term financial loans | 1,201 | 5,201 |
| Payables to staff | - | 11,397 |
| Total non-current liabilities | 24,633 | 40,912 |
| Current liabilities | ||
| Trade payables | 20,062 | 18,180 |
| Payables to staff and social security organisations | 5,456 | 8,122 |
| Current tax | 4,626 | 2,012 |
| Other tax payables | 692 | 2,037 |
| Other payables | 3,177 | 5,292 |
| Short term financial loans | 360 | 360 |
| Total current liabilities | 34,373 | 36,003 |
| Held-for-sale liabilities | - | - |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 794,588 | 903,537 |
Consolidated Income Statement
| (Dati in migliaia di Euro) | 3° Trimestre 2015 |
Primi nove mesi del 2015 |
3° Trimestre 2014 |
Primi nove mesi del 2014 |
|---|---|---|---|---|
| Commissioni da Alternative Asset Management | 17.009 | 48.222 | 16.056 | 49.640 |
| Risultato da partecipazioni valutate all'Equity | 116 | 59 | (188) | (936) |
| Altri proventi/oneri da Investimenti | 38.211 | 73.588 | 5.034 | (50.879) |
| Ricavi da attività di servizio | 4.796 | 13.441 | 3.927 | 13.205 |
| Altri ricavi e proventi | 3.040 | 3.162 | 333 | 476 |
| Spese del personale | (7.342) | (23.834) | (7.145) | (24.916) |
| Spese per servizi | (5.069) | (17.023) | (5.131) | (18.938) |
| Ammortamenti e svalutazioni | (1.670) | (5.055) | (2.961) | (13.824) |
| Altri oneri | (1.928) | (5.327) | (1.042) | (4.587) |
| Proventi finanziari | 1.634 | 5.115 | 3.934 | 6.688 |
| Oneri finanziari | (414) | (1.042) | (1.378) | (4.053) |
| RISULTATO PRIMA DELLE IMPOSTE | 48.383 | 91.306 | 11.439 | (48.124) |
| Imposte sul reddito | (2.218) | (1.235) | (1.068) | 1.316 |
| UTILE (PERDITA) DELL'ESERCIZIO DALLE ATTIVITA' IN CONTINUITA' | 46.165 | 90.071 | 10.371 | (46.808) |
| Risultato delle Attività da cedere/cedute | 0 | 0 | 0 | 0 |
| UTILE (PERDITA) DELL'ESERCIZIO | 46.165 | 90.071 | 10.371 | (46.808) |
| - Risultato Attribuibile al Gruppo | 49.141 | 72.785 | 6.451 | (50.666) |
| - Risultato Attribuibile a Terzi | (2.976) | 17.286 | 3.920 | 3.858 |
| Utile (Perdita) per azione, base | 0,275 | (0,185) | ||
| Utile (Perdita) per azione, diluito | 0,275 | (0,185) |
Consolidated Statement of Comprehensive Income (Statement of Performance – IAS 1)
| (Euro thousands) | First nine months of 2015 |
First nine months of 2014 |
|---|---|---|
| Profit/(loss) for the period (A) | 90,071 | (46,808) |
| Comprehensive income/expense which might be subsequently reclassified within the profit (loss) for the period |
(64,166) | 45,930 |
| Gains/(Losses) on fair value of available-for-sale financial assets |
(54,655) | 43,004 |
| Share of other comprehensive income of associates |
(9,511) | 2,926 |
| Comprehensive income/expense which will not be subsequently reclassified within the profit (loss) for the period |
24 | (210) |
| Gains/(losses) on remeasurement of defined benefit plans |
24 | (210) |
| Other comprehensive income, net of tax (B) | (64,142) | 45,720 |
| Total comprehensive income for the period (A)+(B) |
25,929 | (1,088) |
| Total comprehensive income attributable to: - Group Share - Non Controlling Interests |
13,812 12,117 |
(6,667) 5,579 |
Consolidated Cash Flow Statement (Direct Method)
| (EUR thousand) | First nine months of 2015 |
First nine months of 2014 |
|---|---|---|
| CASH FLOW from operating activities | ||
| Investments in funds and shareholdings Acquistions of subsidiaries net of cash acquired Capital reimbursements from funds Proceeds from the sale of investments Interest received Interest paid |
(22,536) 0 30,326 152,363 205 (746) |
(21,112) (2,150) 23,068 11,469 197 (3,198) |
| Cash distribution from investments Realized gains (losses) on exchange rate derivatives |
2,686 15 |
4,451 4 |
| Taxes paid Dividends received Management and performance fees received Revenues for services Operating expenses |
768 0 49,278 17,824 (54,551) |
(8,991) 0 44,033 18,560 (43,245) |
| Net cash flow from operating activities | 175,632 | 23,086 |
| CASH FLOW from investment activities | ||
| Acquisition of property, plant and equipment | (125) | (484) |
| Sale of property, plant and equipment Purchase of licenses |
354 (70) |
14 (911) |
| Net cash flow from investing activities | 159 | (1,381) |
| CASH FLOW from investing activities | ||
| Acquisition of financial assets Sale of financial assets Share capital issued Share capital issued:stock option plan Own shares acquired Own shares sold |
0 982 1,745 0 (11,634) 0 |
0 1,532 2,867 0 0 0 |
| Interest from financial activities Dividends paid Warrant Managers Loan Loan |
0 (99,652) 0 0 (3,187) |
0 (5,495) 0 0 169 |
| Quasi-equity loan Bank loan paid back Bank loan received |
0 (4,000) 0 |
0 (18,744) 0 |
| Net cash flow from financing activities | (115,746) | (19,671) |
| CHANGE IN CASH AND CASH EQUIVALENTS | 60,045 | 2,034 |
| CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD Cash and cash equivalents relating to held-for-sale assets |
55,583 0 |
26,396 0 |
| Cash and cash equivalents at beginning of period | 55,583 | 26,396 |
| EFFECT OF CHANGE IN BASIS OF CONSOLIDATION: CASH AND CASH EQUIVA | (97) | 0 |
| CASH AND CASH EQUIVALENTS AT END OF PERIOD | 115,531 | 28,430 |
| Held- for-sale assets and minority interests | 0 | 0 |
| CASH AND CASH EQUIVALENTS AT END OF PERIOD | 115,531 | 28,430 |
Consolidated Statement of Changes in Shareholders' Equity
| (EUR thousand) | Share capital | Share premium reserve, Capital reserve, Other reserve |
Fair value | reserve Net result-Group | Group total Non-controlling interests |
Consolidated shareholders' equity |
|
|---|---|---|---|---|---|---|---|
| Total at 31 December 2013 | 273,975 | 357,919 | 28,725 | (31,130) | 629,489 | 177,070 | 806,559 |
| Allocation of 2013 net profit | 0 | (31,130) | 0 | 31,130 | 0 | 0 | 0 |
| Cost of stock options | 0 | 718 | 0 | 0 | 718 | 0 | 718 |
| Purchase of own shares | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Other changes | 0 | (1,972) | 0 | 0 | (1,972) | (2,782) | (4,754) |
| Total comprehensive profit/(loss) | 0 | 0 | 43,999 | (50,666) | (6,667) | 5,579 | (1,088) |
| Total at 30 September 2014 | 273,975 | 325,535 | 72,724 | (50,666) | 621,568 | 179,867 | 801,435 |
| (EUR thousand) | Share capital | Share premium reserve, Capital reserve, Other reserve |
Fair value | reserve Net result-Group | Group total Non-controlling interests |
Consolidated shareholders' equity |
|
| Total at 31 December 2014 | 271,626 | 323,073 | 116,415 | (57,601) | 653,513 | 173,109 | 826,622 |
| Allocation of 2014 net profit | 0 | (57,601) | 0 | 57,601 | 0 | 0 | 0 |
| Cost of stock options | 0 | 52 | 0 | 0 | 52 | 0 | 52 |
| Purchase of own shares | (6,716) | (4,918) | 0 | 0 | (11,634) | 0 | (11,634) |
| Dividend distribution | 0 | (79,854) | 0 | 0 | (79,854) | 0 | (79,854) |
| Other changes | 0 | 7 | 0 | 0 | 7 | (25,540) | (25,533) |
| Total comprehensive income | 0 | 0 | (58,973) | 72,785 | 13,812 | 12,117 | 25,929 |
| Total at 30 September 2015 | 264,910 | 180,759 | 57,442 | 72,785 | 575,896 | 159,686 | 735,582 |
Notes to the Financial Statements
Structure and content of the Interim Management Report to 30 September 2015
The Interim Management Report to 30 September 2015 (the Report) constitutes the document set out by art. 154-ter of the Testo Unico della Finanza law (TUF). Information regarding the Company's operating performance and financial position is prepared in accordance with the valuation and measurement criteria set out by the International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB) and adopted by the European Commission pursuant to the procedures set out at art. 6 of Regulation (EC) no. 1606/2002 of the European Parliament and Council of 19 July 2002. The accounting standards used in the Report do not differ significantly from those used in the Financial Statements to 31 December 2014 and in the Half-Year Report to 30 June 2015.
The Report comprises the following Consolidated Financial Statements – the Statement of Financial Position, the Income Statement, the Cash Flow Statement, the Statement of Changes in Shareholders' Equity and the Statement of Comprehensive Income (IAS 1) – and these Notes to the Accounts; it is also accompanied by the Interim Report on Operations and the Statement of Responsibilities for the Interim Management Report.
The Consolidated Financial Statements in the Report have not been audited by the Independent Auditors.
Financial information is discussed with reference to the first nine months of 2015 and the same period in 2014; information on the Statement of Financial Position relates to 30 September 2015 and 31 December 2014. The Consolidated Financial Statements are provided in the same format as those relating to 31 December 2014.
As allowed by IAS/IFRS, the preparation of the Report required the use of significant estimates by the Company's management, especially with regard to the valuations of the investment portfolio (equity investments and funds). These valuations were calculated by directors based on their best judgement and estimation using the knowledge and evidence available at the time the Report was prepared. However, due to objective difficulties in making assessments, the values attributed to such assets could differ, in some cases significantly, from those that could be obtained when the assets are sold.
In accordance with the provisions of IAS/IFRS and current laws, the Company authorised the publication of the Report by the legal deadline.
Scope of consolidation
The scope of consolidation at 30 September 2015 has changed compared with 31 December 2014: the IDeA FIMIT Sviluppo fund has been removed following the entry of new investors who, by contributing capital or land, have diluted the DeA Capital Group's stake in said fund from 50% (held through the subsidiary IDeA FIMIT SGR) to 8.5%.
As a result, at 30 September 2015, the following companies formed part of the DeA Capital Group's scope of consolidation:
| Company | Registered office | Currency | Share capital | % holding Consolidation method | |
|---|---|---|---|---|---|
| DeA Capital S.p.A. | Milan, Italy | Euro | 306,612,100 | Holding | |
| Sigla Luxembourg S.A. | Luxembourg | Euro | 482,684 | 41.39% Equity accounted (IAS 28) | |
| IDeA Capital Funds SGR S.p.A. | Milan, Italy | Euro | 1,200,000 | 100.00% Full consolidation (IAS 27) | |
| IDeA OF I | Milan, Italy | Euro | - | 46.99% Full consolidation (IAS 27) | |
| Atlantic Value Added | Rome, Italy | Euro | - | 27.27% Equity accounted (IAS 28) | |
| DeA Capital Real Estate S.p.A. | Milan, Italy | Euro | 600,000 | 100.00% Full consolidation (IAS 27) | |
| Innovation Real Estate S.p.A. | Milan, Italy | Euro | 597,725 | 96.99% Full consolidation (IAS 27) | |
| Innovation Real Estate Advisory S.r.l. | Milan, Italy | Euro | 105,000 | 96.99% Full consolidation (IAS 27) | |
| IDeA FIMIT SGR S.p.A. | Rome, Italy | Euro | 16,757,574 | 64.30% Full consolidation (IAS 27) | |
| IDeA Real Estate S.p.A. | Milan, Italy | Euro | 50,000 | 100.00% Full consolidation (IAS 27) |
Notes to the Consolidated Statement of Financial Position
NON-CURRENT ASSETS
Non-current assets totalled approximately EUR 638.1 million at 30 September 2015, compared with EUR 786.1 million at 31 December 2014.
Intangible assets and property, plant and equipment
This item includes goodwill (EUR 166.4 million), other intangible assets (EUR 59.2 million) and property, plant and equipment (EUR 3.3 million).
Goodwill, which amounted to EUR 166.4 million at 30 September 2015 (unchanged from 31 December 2014), relates to the acquisitions of FARE Holding (now called DeA Capital Real Estate), IDeA Capital Funds SGR and IFIM/FIMIT SGR.
Intangible assets mainly relate to customer contracts, which arise from the allocation of the merger costs for the acquisition of IDeA Capital Funds SGR and FIMIT SGR.
Investments in associates
This item, which totalled EUR 21.4 million at 30 September 2015 (EUR 19.1 million at 31 December 2014), relates to the assets below:
-
the investment in Sigla Luxembourg is valued at approximately EUR 11.5 million (EUR 11.2 million at 31 December 2014). The change during the first nine months of 2015 was broadly due to the result for the period;
-
the units held in the AVA fund were valued at approximately EUR 9.9 million.
The table below provides details of investments in associates at 30 September 2015 by area of activity.
| (EUR million) | Private Equity Investment |
Alternative Asset Management |
Total |
|---|---|---|---|
| Sigla | 11.5 | 0.0 | 11.5 |
| AVA fund | 3.3 | 6.6 | 9.9 |
| Total | 14.8 | 6.6 | 21.4 |
Shareholdings held by funds
At 30 September 2015, the DeA Capital Group was a minority shareholder, through the IDeA OF I fund, in Giochi Preziosi, Manutencoop, Grandi Navi Veloci, Euticals, Telit, Elemaster, Talgo, Corin and Iacobucci.
This item, which totalled EUR 92.1 million at 30 September 2015 (EUR 111.0 million at 31 December 2014), relates to the assets set out below:
| (EUR million) | 30.09.2015 |
|---|---|
| Investments in Portfolio | |
| Giochi Preziosi | 5.2 |
| Manutencoop Facility Management | 18.9 |
| Grandi Navi Veloci | 3.4 |
| Lauro Cinquantasette (Euticals) | 13.0 |
| Telit Communications | 5.6 |
| Elemaster | 8.5 |
| Investments available for sale | 54.6 |
| Iacobucci HF Electronics | 9.0 |
| Pegaso Transportation Investments (Talgo) | 15.0 |
| 2IL Orthopaedics LTD (Corin) | 13.5 |
| Investments in associates and JV valued | |
| at FV through P&L | 37.5 |
| Total investments in Portfolio | 92.1 |
Available-for-sale investments in other companies
At 30 September 2015, the DeA Capital Group was a minority shareholder of Kenan Investments (which holds an indirect stake in Migros), Stepstone, Harvip, two US companies operating in the biotech and printed electronics sectors, TLcom Capital LLP (management company under English law) and TLcom II Founder Partner SLP (limited partnership under English law).
The stake in Kenan Investments is recorded in the Consolidated Financial Statements to 30 September 2015 at EUR 72.6 million (compared with EUR 209.1 million at 31 December 2014). This amount (indirectly corresponding to approximately 6.9% of Migros' capital, i.e. 40.25% of the latter's capital via the Group's interest in Kenan Investments), reflects a price per share of Migros of:
- - TRY 26.00 (plus interest of 7.5% p.a. from 30 April 2015) for the stake subject to put/call options on 9.75% of Migros, as agreed with Anadolu and exercisable from 30 April 2017;
- - TRY 17.50, being the market price on 30 September 2015, for the remaining stake (30.5% of Migros capital).
The change in the value of the stake in Kenan Investments at 30 September 2015 compared with 31 December 2014 reflects the following:
- net proceeds (EUR 107.7 million) received on 24 July 2015 following completion of the sale of a 40.25% stake in Migros;
- a decrease of EUR 28.8 million in the fair value reserve due to the decrease in the share price (compared with TRY 22.75 at 31 December 2014), and the depreciation of the Turkish lira against the euro (3.39 TRY/EUR at 30 September 2015 versus 2.83 TRY/EUR at 31 December 2014).
The table below provides details of equity investments in other companies at 30 September 2015 by area of activity.
| (EUR million) | Private Equity Investment |
Alternative Asset Management |
Total |
|---|---|---|---|
| Kenan Investments | 72.6 | 0.0 | 72.6 |
| Minority interests | 0.2 | 0.0 | 0.2 |
| Total | 72.8 | 0.0 | 72.8 |
Available-for-sale funds
This item relates to investments in units of three funds of funds (IDeA I FoF, ICF II and ICF III), two theme funds (IDeA EESS, IDeA ToI), six venture capital funds and 11 real estate funds, totalling approximately EUR 184.4 million at 30 September 2015, compared with EUR 176.7 million at the end of 2014.
| (EUR thousand) | Balance at 1.1.2015 |
Change in consolidation area |
Increases (Capital call) |
Decreases (Capital distribution) |
Impairment | Fair value adjustment |
Translation effect |
Balance at 30.09.2015 |
|---|---|---|---|---|---|---|---|---|
| Venture capital funds | 9,580 | 0 | 0 | (507) | (193) | (280) | 543 | 9,143 |
| IDeA I FoF | 93,476 | 0 | 5,760 | (22,797) | 0 | 10,440 | 0 | 86,879 |
| ICF II | 35,254 | 0 | 2,394 | (1,817) | 0 | 6,239 | 0 | 42,070 |
| ICF III Core | 271 | 0 | 88 | 0 | 0 | 8 | 0 | 367 |
| ICF III Credit & Distressed | 1,015 | 0 | 417 | 0 | 0 | 186 | 0 | 1,618 |
| ICF III Emerging Markets | 454 | 0 | 788 | 0 | 0 | (78) | 0 | 1,164 |
| IDeA EESS | 4,330 | 0 | 3,096 | 0 | (152) | 719 | 0 | 7,993 |
| Taste of Italy | 3 | 0 | 1,336 | 0 | 0 | (260) | 0 | 1,079 |
| IDeA FIMIT SGR Funds | 32,353 | 7,486 | 0 | (4,828) | (435) | (471) | 0 | 34,105 |
| Total funds | 176,736 | 7,486 | 13,879 | (29,949) | (780) | 16,503 | 543 | 184,418 |
The table below provides a breakdown of the funds in the portfolio at 30 September 2015 by area of activity.
| (EUR million) | Private Equity Investment |
Alternative Asset Management |
Total |
|---|---|---|---|
| Venture capital funds | 9.1 | 0.0 | 9.1 |
| IDeA I FoF | 86.9 | 0.0 | 86.9 |
| ICF II | 42.1 | 0.0 | 42.1 |
| ICF III | 3.1 | 0.0 | 3.1 |
| IDeA EESS | 8.0 | 0.0 | 8.0 |
| IDeA ToI | 1.1 | 0.0 | 1.1 |
| IDeA FIMIT SGR Funds | 0.0 | 34.1 | 34.1 |
| Total funds | 150.3 | 34.1 | 184.4 |
Deferred tax assets
The balance on the item "deferred tax assets" comprises the value of deferred tax assets minus deferred tax liabilities, where they may be offset.
At 30 September 2015, deferred tax assets totalled EUR 4.4 million, compared with EUR 5.0 million at 31 December 2014.
Other non-current assets
This item, valued at EUR 34.2 million at 30 September 2015, compared with EUR 30.5 million at 31 December 2014, relates mainly to the receivable from the IDeA OF I fund for the sale of 1% of Manutencoop and the receivable from the Beta Immobiliare fund corresponding to the portion of the overperformance fee that has accrued since the fund was launched and which IDeA FIMIT SGR expects to receive when the fund is liquidated.
CURRENT ASSETS
At 30 September 2015, current assets totalled EUR 156.5 million, versus EUR 117.4 million at 31 December 2014. The item mainly comprised:
- EUR 115.5 million relating to cash and cash equivalents (EUR 55.6 million at 31 December 2014);
- EUR 23.8 million relating to commercial loans (EUR 29.0 million at 31 December 2014);
- - EUR 4.3 million relating to investments to be considered as a temporary use of cash (EUR 5.1 million at 31 December 2014);
- - EUR 4.9 million relating to financial receivables in connection with the loan agreement for Sigla S.r.l. (EUR 2.7 million at 31 December 2014).
SHAREHOLDERS' EQUITY
At 30 September 2015, Consolidated Shareholders' Equity totalled around EUR 735.6 million, including EUR 575.9 million pertaining to the Group, compared with EUR 826.6 million (EUR 653.5 million pertaining to the Group) at 31 December 2014.
The decrease of about EUR 77.6 million in Group shareholders' equity in the first nine months of 2015 was due to the extraordinary dividend paid (EUR 79.9 million), the reasons already discussed relating to the Statement of Performance - IAS 1 (EUR +13.8 million) and the effects of the share buy-back plan (EUR -11.6 million).
NON-CURRENT LIABILITIES
At 30 September 2015, non-current liabilities totalled EUR 24.6 million, compared with EUR 40.9 million at 31 December 2014.
Deferred tax liabilities
This item totalled EUR 18.8 million at 30 September 2015, compared with EUR 19.7 million at 31 December 2014. It mainly included deferred tax liabilities related to the tax effects of allocating part of the acquisition cost of the subsidiaries in the purchase price allocation (PPA) phase.
End-of-service payment fund
At 30 September 2015, this item totalled EUR 4.6 million (broadly unchanged compared with 31 December 2014) and includes end-of-service payments. These are part of defined benefit plans, and are therefore valued using actuarial assessments.
CURRENT LIABILITIES
At 30 September 2015, current liabilities totalled EUR 34.4 million (EUR 36.0 million at 31 December 2014) and consisted of trade payables (EUR 20.1 million), payables to staff and social security institutions (EUR 5.5 million), current tax and other tax payables (EUR 5.3 million), other payables (EUR 3.2 million) and short-term financial payables (EUR 0.4 million).
Notes to the Consolidated Income Statement
Alternative Asset Management fees
In the first nine months of 2015, Alternative Asset Management fees totalled EUR 48.2 million, compared with EUR 49.6 million in the same period of 2014; these related mainly to management fees paid to IDeA FIMIT SGR and to IDeA Capital Funds SGR for the funds they manage.
Income from investments valued at equity
This item includes the share of income from companies valued at equity for the period. In the first nine months of 2015, income from investments valued at equity was positive at EUR 0.1 million (EUR -0.9 million in the same period of 2014).
Other investment income/expenses
Other net investment income from investments in shareholdings and funds totalled EUR 73.6 million in the first nine months of 2015, compared with EUR -50.9 million in the same period of 2014. It mainly relates to the capital gain of EUR 46.3 million deriving from the disposal of the stakes in Migros and the resulting distribution of liquidity by Kenan Investments, as well as income totalling EUR 28.5 million generated on investments held by IDeA OF I.
Service revenues
This item, which totalled EUR 13.4 million in the first nine months of 2015 (EUR 13.2 million in the same period of 2014), chiefly relates to real estate consultancy, and management services and the sale of buildings in the portfolios of the real estate funds.
Personnel costs
In the first nine months of 2015, personnel costs totalled EUR 23.8 million, compared with EUR 24.9 million in the same period of 2014.
Service costs
In the first nine months of 2015, service costs totalled EUR 17.0 million, compared with EUR 18.9 million in the same period of 2014.
Amortisation/depreciation
This item was EUR 5.1 million in the first nine months of 2015 (EUR 13.8 million in the same period of 2014) and mainly included amortisation relating to purchase price allocation.
Other costs
In the first nine months of 2015, other charges totalled EUR 5.3 million, compared with EUR 4.6 million in the same period of 2014. This item consists of pro-rata non-deductible VAT on costs incurred by IDeA FIMIT SGR (EUR 1.3 million), impairment on receivables for commissions from various funds managed by IDeA FIMIT SGR (EUR 2.4 million) and estimated potential losses incurred for due diligence by the asset management company, should new real estate initiatives not come to fruition (about EUR 1.2 million).
Financial income (charges)
In the first nine months of 2015, financial income came in at EUR 5.1 million (EUR 6.7 million in the same period of 2014), and financial charges totalled EUR 1.0 million (EUR 4.1 million in the same period of 2014).
Income tax
In the first nine months of 2015, this totalled EUR -1.2 million, compared with EUR +1.3 million in the same period of 2014.
Significant events after the end of the period and outlook
Significant events after the end of the period
Private equity funds – paid calls/reimbursements
After the end of the third quarter of 2015, the DeA Capital Group increased its investments in the IDeA I FoF, ICF II, ICF III, IDeA OF I and IDeA ToI funds with payments totalling EUR 2.6 million.
At the same time, the DeA Capital Group received capital reimbursements from the IDeA I FoF and IDeA OF I funds (EUR 3.5 million and EUR 1.7 million respectively) to be used in full to reduce the carrying value of the units.
Temporary extension of the credit facility granted to the Sigla Group
On 12 October 2015, the agreement to extend the revolving credit facility in place between DeA Capital Group and the associate Sigla from 31 October 2015 to 21 September 2016 was finalised. This loan is secured by a lien on 51% of the shares of the borrowing company.
Outlook
The outlook continues to focus on the strategic guidelines followed last year, with an emphasis on increasing the value of assets in the Private Equity Investment area and developing Alternative Asset Management platforms.
With regard to the Private Equity Investment area, having completed the sale of the stake in Générale de Santé and half the stake in Migros, the Company will continue its efforts to increase the value of the investments in its portfolio.
Turning to Alternative Asset Management, as referred to above, the Company will continue to develop platforms for both private equity (through IDeA Capital Funds SGR) and real estate (through IDeA FIMIT SGR), as well as associated real estate activities (i.e. project, property and facility management and property brokerage via IRE/IRE Advisory).
In order to support the strategic guidelines above, the Company will continue to maintain a solid asset/financial base, optimised by returning profits to shareholders (including through buy-back operations), based on the available liquidity.
Statement of Responsibilities for the Interim Management Report to 30 September 2015
STATEMENT OF RESPONSIBILITIES FOR THE INTERIM MANAGEMENT REPORT TO 30 September 2015 (PURSUANT TO ART. 154-BIS OF LEGISLATIVE DECREE 58/98)
Manolo Santili, Chief Financial Officer of DeA Capital S.p.A., the manager responsible for preparing the company's accounting statements, hereby declares, pursuant to art. 154-bis, para. 2 of the Testo Unico della Finanza law, that the information contained in this document accurately represents the figures in the company's accounting records.
Milan, 5 November 2015
Manolo Santilli
Manager responsible for preparing the Company's accounting statements