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DEA Capital Interim / Quarterly Report 2016

May 13, 2016

4211_10-k-afs_2016-05-13_7bce690c-7522-4e39-abf2-ebca9be08436.pdf

Interim / Quarterly Report

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INTERIM MANAGEMENT REPORT AT 31 March 2016

First Quarter 2016

______________________

Board of Directors Milan, 12 May 2016

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 43,487,514 treasury shares at 31
March 2016)
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 Marco Boroli Donatella Busso (1/5) Marco Drago Carlo Enrico Ferrari Ardicini Francesca Golfetto (3/5) Severino Salvemini (2/3/5) Daniela Toscani (1/5) Elena Vasco (4/5)

Board of Statutory Auditors (*)

Chairman Cesare Andrea Grifoni

Permanent Auditors Annalisa Raffaella Donesana

Fabio Facchini Deputy auditors Andrea Augusto Bonafè

Michele Maranò Marco Sguazzini Viscontini

Manager responsible for preparing the Company's accounts

Manolo Santilli

Independent Auditors PricewaterhouseCoopers S.p.A.

(*) In office until the approval of the Financial Statements for the Year Ending 31 December 2018

(1) Member of the Control and Risks Committee

(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

    1. Profile of DeA Capital S.p.A.
    1. Information for shareholders
    1. The DeA Capital Group's key Statement of Financial Position and Income Statement figures
    1. Significant events in the first quarter of 2016
    1. Results of the DeA Capital Group
    1. Other information

Consolidated Financial Statements and Notes to the Accounts for the period 1 January to 31 March 2016

Statement of Responsibilities for the Interim Management Report at 31 March 2016

Interim Report on Operations

1. Profile of DeA Capital S.p.A.

With an investment portfolio of around EUR 452 million and assets under management of EUR 9,500 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 1.6 billion
IDeA FIMIT SGR, which manages

real estate funds.
Assets under management: EUR 7.9 billion

IRE/IRE Advisory, which operates in
project, property and facility
management, as well as real estate
brokerage.

At 31 March 2016, DeA Capital S.p.A. reported Group consolidated shareholders' equity of EUR 547.4 million (EUR 547.0 million at 31 December 2015), corresponding to a net asset value (NAV) of EUR 2.08 per share, with an investment portfolio of EUR 451.9 million (EUR 454.8 million at 31 December 2015).

More specifically, the investment portfolio consists of Private Equity Investment shareholdings of EUR 88.6 million, Private Equity Investment funds of EUR 187.3 million and net assets relating to the Alternative Asset Management business of EUR 176.0 million.

Investment Portfolio
March 31, 2016
n. EUR/mln
Equity investments 3 88.6
Funds 13 187.3
Private Equity Investment 16 275.9
Alternative Asset Management (*) 4 176.0
Investment Portfolio 20 451.9

(*) Equity investments in subsidiaries relating to Alternative Asset Management are valued using the equity method in this table.

At 31 March 2016, 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 1.6 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 7.9 billion in assets under management and 37 managed funds (including five listed funds);
  • controlling interests in IRE/IRE Advisory (100%), 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 31 March 2016 based on the latest communications available Note that the investment threshold above which companies are subject to the disclosure requirement was recently raised from 2% to 3%.

Note: At 11 May 2016, there were 43,637,626 treasury shares representing approximately 14.2% of share capital.

Share performance (°)

- Period from 11 January 2007, when DeA Capital S.p.A. began operations, to 31 March 2016

- From 1 January 2016 to 31 March 2016

(°) Source: Bloomberg

The performance of the DeA Capital share

The Company's share price declined by 47.1% between 11 January 2007, when DeA Capital S.p.A. began operations, and 31 March 2016. In the same period, the FTSE All-Share® and LPX50® fell by 53.2% and 19.0% respectively.

The DeA Capital share fell by 10.7% in the first quarter of 2016, while the Italian market index FTSE All-Share® fell by 14.8% and the LPX50® by 4.8%. The share's liquidity was lower than in 2015, with average daily trading volumes of around 170,000 shares.

The share prices recorded in the first quarter of 2016 are shown below.

(in EUR) 1 Jan – 31 Mar 2016
Maximum price 1.41
Minimum price 1.17
Average price 1.29
Price at 31 March 2016 (EUR per share) 1.26
Market capitalisation at 31 March 2016 (in EUR
millions) 386

NB: Capitalisation net of treasury shares: EUR 331 million

Investor Relations

DeA Capital S.p.A. maintains stable and structured relationships with institutional and individual investors. In the first quarter of 2016, as in previous years, the Company continued with its communication activities, including attendance at the STAR Conference held in Milan in March. Since the start of 2016, the Company has also held meetings and conference calls with institutional investors, portfolio managers and financial analysts from Italy and abroad.

Coverage of the DeA Capital stock is currently carried out via research by Equita SIM and Intermonte SIM, with the latter acting as a specialist, and by Edison Investment Research, an independent equities research specialist based in London.

The research prepared by these intermediaries is available in the Investor Relations/Analyst Coverage section of the website www.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 construct 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).

The DeA Capital S.p.A. website is available in Italian and English atwww.deacapital.it. The site is a source of information, financial data, tools, documents, videos and news about the DeA Capital Group's activities, strategy and investment portfolio. The social networks on which DeA Capital S.p.A. has a presence can also be accessed from the homepage, and articles, press releases and sections that users consider interesting can be shared on social media. DeA Capital S.p.A. has strengthened its presence on Wikipedia and the following social networks, adding its most recent documents for institutional investors such as reports and presentations: Slideshare and Linkedin.

Since April 2014, DeA Capital has published an interactive report containing the annual results; the versions for 2013, 2014 and 2015 are available from 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 any news on the DeA Capital Group that interests them, 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 to 31 March 2016 are shown below, compared with the corresponding figures to 31 December 2015.

(EUR million) 31.3.2016 31.12.2015
NAV/share (EUR) 2.08 2.07
Group NAV 547.4 547.0
Investment portfolio 451.9 454.8
Net financial position - Holding companies 93.3 90.0
Consolidated net financial position 137.1 133.8
(EUR million) First
Quarter
2016
First
Quarter
2015
Group net profit/(loss) 0.3 5.8
Comprehensive income (Group share)
(Statement of Performance – IAS 1)
1.3 8.2

The table below shows the change in the Group's NAV during the first quarter of 2016:

Change in Group NAV Total value
(EUR m)
No. shares
(millions)
Value per share
(EUR)
"Adjusted" Group NAV at 31.12.2015 547.0 263.9 2.07
Purchase of own shares (1.0) (0.8) (*)
(1.29)
Comprehensive income - Statement of Performance – IAS 1 1.3
Other changes in NAV 0.1
Group NAV at 31.3.2016 547.4 263.1 2.08

(*) Average price of purchases in 2016

The table below provides details of the Group's statement of financial position at 31 March 2016.

March 31, 2016 December 31, 2015
M€ % NIC €/Sh. M€ % NIC €/Sh.
Private Equity Investment 76.9 17% 0.29 76.3 17% 0.29
- Kenan Inv. / Migros
- Funds - Private Equity / Real Estate
187.3 41% 0.71 194.1 43% 0.74
- Other (Sigla, ) 11.7 3% 0.04 11.7 3% 0.05
Total PEI (A) 275.9 61% 1.05 282.1 62% 1.08
Alternative Asset Management
- IDeA FIMIT SGR 122.7 27% 0.47 121.7 27% 0.46
- IDeA Capital Funds SGR 40.1 9% 0.15 39.7 9% 0.15
- IRE / IRE Advisory 13.2 3% 0.05 11.3 3% 0.04
Total AAM (B) 176.0 39% 0.67 172.7 38% 0.65
Investment Portfolio (A+B) 451.9 100% 1.72 454.8 100% 1.73
Otehr net assets (liabilities) 2.2 0% 0.01 2.2 0% 0.00
NET INVESTED CAPITAL ("NIC") 454.1 100% 1.73 457.0 100% 1.73
Net Financial Position Holdings 93.3 21% 0.35 90.0 20% 0.34
NAV 547.4 121% 2.08 547.0 120% 2.07

4. Significant events in the first quarter of 2016

The significant events that occurred in the first quarter of 2016 are reported below.

Private equity funds – paid calls/distributions

During the first quarter of 2016, the DeA Capital Group increased its investment in the following funds by a total of EUR 2.9 million: IDeA I FoF (EUR 0.6 million), ICF II (EUR 0.8 million), IDeA OF I (EUR 1.4 million) and IDeA EESS (EUR 0.1 million).

At the same time, the DeA Capital Group received capital reimbursements totalling EUR 8.6 million from IDeA I FoF (EUR 4.5 million) and IDeA OF II (EUR 4.1 million), to be used in full to reduce the carrying value of the units.

Thus, overall, the private equity funds in which DeA Capital S.p.A. has invested have produced a net positive cash balance totalling EUR 5.7 million for the portion relating to the Group.

Second closing of ICF III private equity fund

On 19 January 2016, the second and final closing of the ICF III fund was completed for EUR 9.9 million; this brought the final commitment of the fund to EUR 67 million.

Acquisition of a shareholding in Innovation Real Estate

On 10 March 2016, DeA Capital Real Estate completed the purchase of shares representing 3.0% of the share capital of Innovation Real Estate for a total consideration of EUR 0,7 million. This transaction brought DeA Capital's investment in Innovation Real Estate to 100%.

5. 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
March 31, 2016
n. EUR/mln
Equity investments 3 88.6
Funds 13 187.3
Private Equity Investment 16 275.9
Alternative Asset Management (*) 4 176.0
Investment Portfolio 20 451.9

(*) 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 three months of 2016 are provided in the sections on the Private Equity Investment and Alternative Asset Management businesses below.

Private Equity Investment

In terms of shareholdings, at 31 March 2016, the DeA Capital Group was a shareholder of:

  • Kenan Investments, the indirect parent company of Migros (valued at EUR 76.9 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 31 March 2016, the DeA Capital Group was subscribed to units in:

  • IDeA I FoF (valued at EUR 74.6 million);
  • ICF II (valued at EUR 42.5 million);
  • ICF III (valued at EUR 4.4 million);
  • IDeA OF I (valued at EUR 44.0 million);
  • IDeA EESS (valued at EUR 7.3 million);
  • IDeA ToI (valued at EUR 1.1 million);
  • AVA (valued at EUR 3.8 million);
  • six venture capital funds (with a total value of approximately EUR 9.6 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 investment in Sigla Luxembourg, which was unchanged since 31 December 2015, was classified under "Held-for-sale assets" ahead of the launch, in the fourth quarter of 2015, of a process to sell the shareholding.

Sigla (mln €) First Quarter 2016 First Quarter 2015 Change
Loans to customers* 33.7 39.8 (6.1)
Revenues from loans to customers 0.1 0.2 (0.1)
CQS granted 40.6 27.6 13.0
Revenues from CQS 2.9 1.8 1.1
Group net profit 0.5 0.0 0.5

* Receivables for personal loans net of impairment provisions

With the market continuing to consolidate the expansion seen in 2015 (growth of 10.8% in salary-backed loans in the first quarter of 2016, compared with 6.1% at the end of 2015), Sigla, taking advantage of the new CQS funding raised (renewed for an amount of approximately EUR 500 million in the fourth quarter of 2015), recorded 47% growth in loans compared with the first quarter of 2015.

This increase in business volumes has resulted in an important increase in net profit and a corresponding improvement in Sigla's risk profile, given the gradual recovery of the portfolio of outstanding personal loans and the continuous strengthening of the company's net financial position.

Investments in other companies

- Kenan Investments (holder of 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 1,447 sales outlets (at 31 March 2016), with a total net area of 1,019 thousand 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 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 31 March 2016 at EUR 76.9 million (compared with EUR 76.3 million at 31 December 2015). 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 17.85, being the market price on 31 March 2016, for the remaining stake (30.5% of Migros capital).

The change in the value of the stake in Kenan Investments at 31 March 2016 compared with 31 December 2015 is attributable to an increase of EUR 0.6 million in the fair value reserve due to the combined effect of the rise in the share price (TRY 17.85 per share at 31 March 2016 compared with TRY 17.45 per share at 31 December 2015) and the depreciation of the Turkish lira against the euro (3.21 TRY/EUR at 31 March 2016 versus 3.17 TRY/EUR at 31 December 2015).

Migros (mln YTL) First Quarter 2016 First Quarter 2015 Change
Revenues 2,411 2,074 16.3%
EBITDA 145 131 10.9%
Group net profit (28) 5 n.a.
Net financial debt (1,818) (1,748) -70 mln YTL

Funds

At 31 March 2016, 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 31 March 2016 of EUR 187.3 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 89.6 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 31 March 2016, IDeA OF I had called up 82.5% of the total commitment and distributed 26.7% 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, it acquired a 17.43% stake in 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%; On 25 February 2016, the sale of the entire stake held in GNV to a company in the Marinvest Group, GNV's main shareholder, was completed for a purchase price of EUR 3.4 million;

  • 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 2 April 2015, a share capital increase totalling EUR 12.5 million (of which EUR 1.2 million was for IDeA OF I) was completed; this brought the stake held in the company to 8.0%;
  • on 25 February 2011, it purchased a 9.29% stake in Telit Communications PLC (Telit), the largest operator in 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, bringing the total amount to EUR 27.4 million and generating a return of 3.5 times on the 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, it acquired a 10% stake 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 31 March 2016 at EUR 44.0 million, versus EUR 48.5 million at 31 December 2015. The change is attributable to capital calls of EUR 1.4 million, capital reimbursements of EUR 4.1 million, a pro-rata net loss for the period of EUR 1.7 million and a EUR 0.1 million decrease in fair value.

The table below shows a breakdown of the fund's NAV at 31 March 2016:

(EUR million) 100% DeA Capital
Investments in Portfolio
Giochi Preziosi 5.2 2.4
Manutencoop Facility Management 18.9 8.9
Lauro Cinquantasette (Euticals) 13.0 6.1
Telit Communications 3.3 1.6
Iacobucci HF Electronics 6.0 2.8
Pegaso Transportation Investments (Talgo) 16.2 7.6
2IL Orthopaedics LTD (Corin) 12.6 5.9
Elemaster 8.5 4.0
Total Investments in Portfolio 83.7 39.3
Other long term receivables 9.4 4.4
Other aseets (liabilities) (0.1) 0.0
Cash and cash equivalents 0.7 0.3
Net equity 93.7 44.0

The table below shows the key figures for IDeA OF I at 31 March 2016.

IDeA OF I Registered office Year of commitment Fund Size Subscribed
commitment
% DeA
Capital in
fund
Eur (€)
IDeA Opportunity Fund I Italy 2008 216.550.000 101.750.000 46,99
Residual Commitments
Total residual commitment in: Eur 17.755.375

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 31 March 2016, IDeA I FoF had called up 85.0% of its total commitment and had made distributions totalling 68.2% of that commitment.

Other important information:

Below is an analysis of the portfolio, updated to the date of the latest report available, broken down by year of investment, geographical area, sector and type.

The units in IDeA I FoF were valued at approximately EUR 74.6 million in the Consolidated Financial Statements to 31 March 2016 (EUR 77.2 million at 31 December 2015). The change was due to capital calls of EUR 0.6 million, capital reimbursements of EUR 4.5 million and an increase in fair value of EUR 1.3 million.

The table below shows the key figures for IDeA I FOF at 31 March 2016.

IDeA I FoF Registered office Year of commitment Fund Size Subscribed
commitment
% DeA
Capital in
fund
Eur (€)
IDeA I Fund of Funds Italy 2007 681.050.000 173.500.000 25,48
Residual Commitments
Total residual commitment in: Eur 26.024.992

- 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 31 March 2016, ICF II had called up around 70.4% of its total commitment and had made distributions totalling 21.6% of that commitment.

Other important information:

Below is an analysis of the portfolio, updated to the date of the latest report available, broken down by year of investment, geographical area, sector and type.

The units in ICF II were valued at approximately EUR 42.5 million in the Consolidated Financial Statements to 31 March 2016 (EUR 41.7 million at 31 December 2015). The increase was due to capital calls of EUR 0.8 million.

The table below shows the key figures for ICF II at 31 March 2016:

ICF II Registered office Year of commitment Fund Size Subscribed
commitment
% DeA
Capital in
fund
Eur (€)
ICF II Italy 2009 281.000.000 51.000.000 18,15
Residual Commitments
Total residual commitment in: Eur 15.127.703

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 had total assets of approximately EUR 67 million at 31 March 2016, 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 31 March 2016, ICF III had called up 34.9%, 52.8% and 25.5% in the Core, Credit & Distressed and Emerging Markets segments respectively.

The units in ICF III were valued at approximately EUR 4.4 million in the Consolidated Financial Statements to 31 March 2016 (EUR 4.8 million at 31 December 2015). The fall of EUR 0.4 million was due to a decrease in fair value of EUR 0.3 million and capital reimbursements of EUR 0.1 million to re-align the cumulative capital calls as a result of the completion of the second closing.

The table below shows the key figures for ICF III at 31 March 2016.

ICF III Registered office Year of commitment Fund Size Subscribed
commitment
% DeA
Capital in
fund
Eur (€)
ICF III Italy 2014 66.950.000 12.500.000 18,67
of which:
Segment Core 34.600.000 1.000.000 2,89
Segment C redit & Distressed 17.300.000 4.000.000 23,12
Segment Emerging Markets 15.050.000 7.500.000 49,83
Residual Commitments
Total residual commitment in: Eur 8.124.793

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, which has total assets of EUR 100 million, 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 31 March 2016, IDeA EESS had called up 67.3% 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. Note that on 21 April 2016, the company, which had been put into liquidation in 2015 as a consequence of the gradual deterioration in its results and financial position, was declared bankrupt;
  • - 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 carried out via subscription to a reserved capital increase in SMRE. Subsequent to 31 March 2016, on 20 April 2016, the process of listing the company's shares on AIM (the section of the Italian stock exchange relating to SMEs) was completed, generating funds of EUR 5.3 million; the resulting dilution reduced the stake held by IDeA EESS

in SMRE from 29.9% to 26.6%;

  • - on 27 December 2013, the fund invested EUR 3.9 million in the special purpose acquisition company (SPAC) GreenItaly 1, as part of the latter's IPO. This investment breaks down as follows: 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. In December 2015, the fund increased its investment by EUR 3.1 million (of which EUR 0.1 million was for the abovementioned special shares), bringing it to a total of EUR 7.0 million, for a holding of 18.57% in the SPAC. On 31 December 2015, in line with the SPAC's objectives, GreenItaly 1 completed the merger with Zephyro S.p.A. (formerly Prima Vera S.p.A.), an Italian leader in the energy efficiency sector and the supply of energy services via complex structures. After the merger, GreenItaly 1 held a stake of 8.1% in the company;
  • - 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 4 August 2015, an agreement was signed for the full disposal of the company in two tranches. The first tranche has been completed (60% of Meta 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 October 2017 and February 2018;
  • - 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 7.3 million in the Consolidated Financial Statements to 31 March 2016 (no change vs. 31 December 2015). The main changes since 31 December 2015 were capital calls of EUR 0.1 million and a EUR 0.1 million decrease in fair value.

The table below shows the key figures for IDeA EESS at 31 March 2016.

IDeA EESS Registered office Year of commitment Fund Size Subscribed
commitment
% DeA
Capital in
fund
Euro (€)
IDeA Efficienza Energetica e Sviluppo Sostenibile Italy 2011 100.000.000 15.300.000 15,30
Residual Commitments
Total residual commitment in: Eur 5.000.010

- 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, which had total assets of EUR 140 million at 31 March 2016, 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 31 March 2016, IDeA ToI had called up 11.1% of the total commitment from subscribers.

The units in IDeA ToI were valued at approximately EUR 1.1 million in the Consolidated Financial Statements to 31 March 2016 (no change vs. 31 December 2015). The main handlings during the first quarter 2016 were capital calls of EUR 0.1 million and a EUR 0.1 million decrease in fair value.

The table below shows the key figures for IDeA ToI at 31 March 2016.

IDeA ToI Registered office Year of commitment Fund Size Subscribed
commitment
% DeA
Capital in
fund
Eur (€)
IDeA Taste of Italy Italy 2014 140.000.000 14.250.000 10,18
Residual Commitments
Total residual commitment in: Eur 12.675.375

- 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 4.8 million already made at 31 March 2016.

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.

From 29 December 2011 onwards, the fund successively invested a total of EUR 73.8 million to purchase/subscribe for units of the Venere fund, receiving capital reimbursements from the fund of EUR 13.9 million. 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 were valued at approximately EUR 3.8 million in the Consolidated Financial Statements to 31 March 2016 (unchanged versus 31 December 2015).

The table below shows the key figures for the AVA fund at 31 March 2016.

AVA Registered office Year of commitment Fund Size Subscribed
commitment
% DeA
Capital in
fund
Eur (€)
Atlantic Value Added Italy 2011 55.000.000 5.000.000 9,08
Residual Commitments
Total residual commitment in: Eur 150.000

- Units in venture capital funds

The units in venture capital funds were valued at a total of approximately EUR 9.6 million in the Financial Statements at 31 March 2016 (EUR 9.7 million at 31 December 2015). The reduction was due to a EUR 0.1 million impairment.

The table below shows the key figures for venture capital funds in the portfolio at 31 March 2016.

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
Eur (€)
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: Eur 4.705.941

Alternative Asset Management

At 31 March 2016, 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);
  • 100% 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 31 March 2016, 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 31 March 2016.

(EUR million) Asset Under
Management at
31 March 2016
Management
fees at 31
March 2016
IDeA Capital Funds SGR
IDeA I FoF 681 0.9
IDeA OF I 217 0.5
ICF II 281 0.5
IDeA EESS 100 0.5
IDeA Crescita Globale 55 0.4
ICF III 67 0.3
Taste of Italy 140 0.7
Investitori Associati IV 86 0.4
Total IDeA Capital Funds SGR 1,627 4.2

With regard to operating performance, the company posted a year-on-year increase of approximately EUR 150 million in assets under management in the first quarter of 2016. This increase was due to the second closing of the IDeA ToI fund (EUR 54 million), the final closing of the ICF III fund (around EUR 10 million) and the takeover of the management of Investitori Associati IV, starting in April 2015.

IDeA Capital Funds SGR (EUR million) First Quarter 2016 First Quarter 2015
AUM 1,627 1,477
Management fees 4.2 3.6
EBITDA 1.1 1.6
Net profit 0.7 0.9

- 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 7.8 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 31 March 2016:

(EUR million) Asset Under
Management at
31 March 2016
Management
fees at 31
March 2016
Breakdown of funds
Atlantic 1 593 0.7
Atlantic 2 Berenice 167 0.2
Alpha 167 1.1
Beta 84 0.1
Delta 215 0.6
Listed funds 1,226 2.7
Reserved funds 6,646 7.8
Total IDeA FIMIT SGR 7,872 10.5

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 (in EUR).

Atlantic 1 31 December
2015
Market value of properties
Historical cost and capitalised
563,540,000
charges 611,870,324
Financing 341,647,526
Net Asset Value (NAV) 249,104,767
NAV/unit (EUR) 477.7
Market price/unit (EUR) 325.1
Dividend yield from investment* 5.72%

* 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 31 December 2015
Market value of properties
Historical cost and capitalised
148,688,000
charges 181,327,320
Financing 66,400,766
Net Asset Value (NAV) 94,287,707
NAV/unit (EUR) 157.1
Market price/unit (EUR) 115.8
Dividend yield from investment* 9.12%

* Ratio of income per unit to annual average nominal value per unit

Atlantic 2: Diversification by geographical area Atlantic 2: Diversification by intended use

Alpha 31 December 2015
Market value of properties 321,050,000
Historical cost and capitalised charges 302,855,224
Financing 21,113,036
Net Asset Value (NAV) 346,542,613
NAV/unit (EUR) 3,336.2
Market price/unit (EUR) 1,100.0
Dividend yield from investment* 5.10%

* Ratio of income per unit to annual average nominal value per unit

Alpha: Diversification by geographical area Alpha: Diversification by intended use

Beta 31 December 2015
Market value of properties
Historical cost and capitalised
55,938,000
charges 71,863,316
Net Asset Value (NAV) 59,528,329
NAV/unit (EUR) 221.7
Market price/unit (EUR) 137.5
Dividend yield from investment* 8.12%

* Ratio of income per unit to annual average nominal value per unit

Beta: Diversification by geographical area Beta: Diversification by intended use

Delta 31 December 2015
Market value of properties 200,000,000
Historical cost and capitalised charges 256,333,538
Financing 19,421,882
Net Asset Value (NAV) 193,051,034
NAV/unit (EUR) 91.7
Market price/unit (EUR) 43.3
Dividend yield from investment* n.a.

* No distribution from investment

Turning to the management performance of IDeA FIMIT SGR, the company recorded lower management fees (EUR -2.3 million) in the first quarter of 2016 than in the year-earlier period; this was mainly due to the sale of properties belonging to the funds managed by the asset management company, and partly due to a review of the fees agreed with some of the managed funds.

At the same time, during the first quarter 2016, the company pursued the business development by (i) supporting key international players (namely: Hines) in a value added real estate acquisition and by (ii) preparing the launch of the "Trophy Value Added" real estate fund, completed in April 2016, built in partnership with a key local real estate entrepreneur (Mr. Scarpellini).

IDeA FIMIT SGR (EUR million) First Quarter 2016 First Quarter 2015
AUM 7,872 9,015
Management fees 10.5 12.8
Net profit 1.8 2.5
-of which:
- Shareolders 1.6 2.5
- Owner of financial equity instruments 0.2 0.0

- 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, town-planning regularisation 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.

With regard to IRE's management performance in the first quarter of 2016, the increase in the net result compared with the year-earlier period (+EUR 1.1 million) was due mainly to one-off costs recorded in the first quarter of 2015.

Innovation Real Estate (EUR million) First Quarter 2016 First Quarter 2015
Revenues 4.2 3.9
EBITDA 1.6 0.1
Net profit 1.1 0.0

Consolidated income statement

The Group posted net profit of around EUR 0.3 million in the first quarter of 2016, compared with about EUR 5.8 million in the same period in 2015.

Revenues and other income break down as follows:

  • - Alternative Asset Management fees of EUR 14.1 million (EUR 15.8 million in the same period of 2015);
  • - other investment liabilities, net of income, totalling EUR -2.6 million (investment income of EUR 3.0 million in the same period of 2015);
  • - service revenues of EUR 4.4 million (compared with EUR 4.1 million recorded in the same period of 2015).

Costs totalled EUR 15.7 million (EUR 18.1 million in the same period of 2015), of which EUR 13.8 million was attributable to Alternative Asset Management, EUR 0.5 million to Private Equity Investment and EUR 1.4 million to holding company activities. Alternative Asset Management costs include the effects of the amortisation of intangible assets, recorded when a portion of the purchase price of the investments was allocated (totalling EUR 1.2 million,in the first quarter of 2016 ).

Net financial income, which amounted to EUR -0.8 million at 31 March 2016, mainly relates to exchange rate losses on foreign investments and to other financial income.

The total tax impact for the first quarter of 2016 (EUR -0.5 million compared with EUR +2.3 million in the same period of 2015) is the result of taxes of EUR 1.8 million due in respect of Alternative Asset Management activities and tax credits of EUR 1.3 million relating to holding company activities.

Of the Group's net profit of EUR 0.3 million, EUR -1.9 million was attributable to Private Equity Investment, EUR 2.6 million to Alternative Asset Management and EUR -0.4 million to holding company activities/eliminations.

Summary Consolidated Income Statement

First First
Quarter Quarter
(EUR thousand) 2016 2015
Alternative Asset Management fees 14,132 15,775
Income (loss) from equity investments 0 0
Other investment income/expense (2,584) 2,964
Income from services 4,446 4,123
Other income 53 64
Other expenses (15,713) (18,143)
Financial income and expenses (811) 1,909
PROFIT/(LOSS) BEFORE TAX (477) 6,692
Income tax (529) 2,258
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS (1,006) 8,950
Profit (Loss) from discontinued operations/held-for-sale assets 0 (82)
PROFIT/(LOSS) FOR THE PERIOD (1,006) 8,868
- Group share 260 5,837
- Non controlling interests (1,266) 3,031
Earnings per share, basic (€) 0.001 0.022
Earnings per share, diluted (€) 0.001 0.022

Performance by business in the first three months of 2016

(EUR thousand) Private Equity
Investment
Alternative
Asset
Management
Holdings/
Eliminations
Consolidated
Alternative Asset Management fees 0 14,629 (497) 14,132
Income (loss) from equity investments 0 0 0 0
Other investment income/expense (2,402) (182) 0 (2,584)
Income from services 0 4,394 105 4,499
Other expenses (556) (13,758) (1,399) (15,713)
Financial income and expenses (863) 37 15 (811)
PROFIT/(LOSS) BEFORE TAXES (3,821) 5,120 (1,776) (477)
Income tax 0 (1,852) 1,323 (529)
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS (3,821) 3,268 (453) (1,006)
Profit (Loss) from discontinued operations/held-for-sale assets 0 0 0 0
PROFIT/(LOSS) FOR THE PERIOD (3,821) 3,268 (453) (1,006)
- Group share (1,854) 2,567 (453) 260
- Non controlling interests (1,967) 701 0 (1,266)

Performance by business in the first three months of 2015

Alternative
Private Equity Asset Holdings/
(EUR thousand) Investment Management Eliminations Consolidated
Alternative Asset Management fees 0 16,357 (582) 15,775
Income (loss) from equity investments 0 0 0 0
Other investment income/expense 2,713 251 0 2,964
Income from services 2 4,092 93 4,187
Other expenses (613) (15,548) (1,982) (18,143)
Financial income and expenses 2,054 (12) (133) 1,909
PROFIT/(LOSS) BEFORE TAXES 4,156 5,140 (2,604) 6,692
Income tax 0 (1,949) 4,207 2,258
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS 4,156 3,191 1,603 8,950
Profit (Loss) from discontinued operations/held-for-sale assets (82) 0 0 (82)
PROFIT/(LOSS) FOR THE PERIOD 4,074 3,191 1,603 8,868
- Group share 1,929 2,305 1,603 5,837
- Non controlling interests 2,145 886 0 3,031

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 1.3 million compared with a net positive balance of approximately EUR 8.2 million in the same period of 2015. This comprised:

  • net profit of EUR +0.3 million recorded on the income statement;
  • profits posted directly to shareholders' equity totalling EUR +1.0 million.

The largest component of these profits is the increase of about EUR 0.9 million in the fair value of IDeA I FOF.

(EUR thousand) First Quarter
2016
First Quarter
2015
Profit/(loss) for the period (A) (1,006) 8,868
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
940
(47)
244
(159)
Other comprehensive income, net of tax (B) 893 85
Total comprehensive income for the period
(A)+(B) (113) 8,953
Total comprehensive income attributable to:
- Group Share
- Non Controlling Interests
1,332
(1,445)
8,218
735

Consolidated statement of financial position

Below is the Group's statement of financial position at 31 March 2016, compared with 31 December 2015.

(EUR thousand) March 31,
2016
December 31,
2015
ASSETS
Non-current assets
Intangible and tangible assets
Goodwill 129,595 129,595
Intangible assets 36,417 37,539
Property, plant and equipment 2,900 3,119
Total intangible and tangible assets
Investments
168,912 170,253
Investments valued at equity 11,467 11,467
Investments held by Funds 83,765 90,675
- available for sale investments 48,924 52,536
- invest. in associates and JV valued at FV through P&L 34,841 38,138
Other available-for-sale companies 77,110 76,464
Available-for-sale funds 170,856 173,730
Other avalaible-for-sale financial assets 2 26
Total Investments 343,200 352,362
Other non-current assets
Deferred tax assets 3,096 3,676
Tax receivables from Parent companies 1,020 0
Other non-current assets 31,932 31,795
Total other non-current assets 36,048 35,471
Total non-current assets 548,160 558,086
Current assets
Trade receivables 21,539 17,818
Available-for-sale financial assets 7,474 7,532
Financial receivables 3,341 3,467
Tax receivables from Parent companies 2,721 2,667
Other tax receivables 4,811 4,567
Other receivables 3,210 2,876
Cash and cash equivalents 126,441 123,468
Total current assets 169,537 162,395
Total current assets 169,537 162,395
Held-for-sale assets 11,487 11,487
TOTAL ASSETS 729,184 731,968
SHAREHOLDERS' EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Net equity Group
Minority interests
547,409
133,620
546,988
138,172
Shareholders' equity 681,029 685,160
LIABILITIES
Non-current liabilities
Deferred tax liabilities 10,532 10,801
Provisions for employee termination benefits 4,806 4,713
Long term financial loans 0 0
Payables to staff 0 0
Total non-current liabilities 15,338 15,514
Current liabilities
Trade payables 15,113 15,598
Payables to staff and social security organisations 7,535 7,341
Current tax 5,317 3,384
Other tax payables 1,216 1,571
Other payables 3,436 2,749
Short term financial loans 200 651
Total current liabilities 32,817 31,294
Held-for-sale liabilities - -
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 729,184 731,968

At 31 March 2016, Group shareholders' equity was approximately EUR 547.4 million, compared with EUR 547.0 million at 31 December 2015. The increase of about EUR 0.4 million in Group shareholders' equity in 2015 was mainly due to the reasons already discussed in the Statement of Performance - IAS 1 (EUR +1.3 million) and to the effects of the share buy-back plan (EUR -1.0 million).

Consolidated net financial position

At 31 March 2016, the consolidated net financial position was approximately EUR 137.1 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 2015.

Net financial position
(EUR million)
31.3.2016 31.12.2015 Change
Cash and cash equivalents
Available-for-sale financial assets
Financial receivables
Non-current financial liabilities
Current financial liabilities
126.4
7.5
3.4
0.0
(0.2)
123.5
7.5
3.5
0.0
(0.7)
2.9
0.0
(0.1)
0.0
0.5
TOTAL 137.1 133.8 3.3
of which:
- Alternative Asset Management
- Private Equity Investment
- Holdings
43.1
0.7
93.3
40.4
3.4
90.0
2.7
(2.7)
3.3

The change in the consolidated net financial position in the first quarter of 2016 was due to the purchase of treasury shares (EUR -1.0 million), net liquidity generated by investments in private equity funds in the portfolio of EUR 5.7 million and operational 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 31 March 2016, the Group had 240 employees (231 at the end of 2015), including 37 senior managers, 67 middle managers and 136 clerical staff. Of these, 227 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 – 31 March 2016

Consolidated Statement of Financial Position

(EUR thousand) March 31,
2016
December 31,
2015
ASSETS
Non-current assets
Intangible and tangible assets
Goodwill 129,595 129,595
Intangible assets 36,417 37,539
Property, plant and equipment 2,900 3,119
Total intangible and tangible assets
Investments
168,912 170,253
Investments valued at equity 11,467 11,467
Investments held by Funds 83,765 90,675
- available for sale investments 48,924 52,536
- invest. in associates and JV valued at FV through P&L 34,841 38,138
Other available-for-sale companies 77,110 76,464
Available-for-sale funds 170,856 173,730
Other avalaible-for-sale financial assets 2 26
Total Investments 343,200 352,362
Other non-current assets
Deferred tax assets 3,096 3,676
Tax receivables from Parent companies
Other non-current assets
1,020
31,932
0
31,795
Total other non-current assets 36,048 35,471
Total non-current assets 548,160 558,086
Current assets
Trade receivables 21,539 17,818
Available-for-sale financial assets 7,474 7,532
Financial receivables 3,341 3,467
Tax receivables from Parent companies
Other tax receivables
2,721
4,811
2,667
4,567
Other receivables 3,210 2,876
Cash and cash equivalents 126,441 123,468
Total current assets 169,537 162,395
Total current assets 169,537 162,395
Held-for-sale assets 11,487 11,487
TOTAL ASSETS 729,184 731,968
SHAREHOLDERS' EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Net equity Group 547,409 546,988
Minority interests 133,620 138,172
Shareholders' equity
LIABILITIES
681,029 685,160
Non-current liabilities
Deferred tax liabilities 10,532 10,801
Provisions for employee termination benefits 4,806 4,713
Long term financial loans 0 0
Payables to staff 0 0
Total non-current liabilities 15,338 15,514
Current liabilities
Trade payables 15,113 15,598
Payables to staff and social security organisations 7,535 7,341
Current tax 5,317 3,384
Other tax payables 1,216 1,571
Other payables 3,436 2,749
Short term financial loans 200 651
Total current liabilities 32,817 31,294
Held-for-sale liabilities
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES
-
729,184
-
731,968

Pursuant to Consob Resolution 15519 of 27 July 2006, the impact of dealings with related parties on the Statement of Financial Position, Income Statement and Cash Flow Statement is explained in the Notes to the Financial Statements.

Consolidated Income Statement

First First
Quarter Quarter
(EUR thousand) 2016 2015
Alternative Asset Management fees 14,132 15,775
Income from equity investments 0 0
Other investment income/expense (2,584) 2,964
Income from services 4,446 4,123
Other income 53 64
Personnel costs (7,702) (9,037)
Service costs (5,815) (5,581)
Depreciation, amortization and impairment (1,557) (1,690)
Other expenses (639) (1,835)
Financial income 242 2,159
Financial expenses (1,053) (250)
PROFIT/(LOSS) BEFORE TAX (477) 6,692
Income tax (529) 2,258
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS (1,006) 8,950
Profit (Loss) from discontinued operations/held-for-sale assets 0 (82)
PROFIT/(LOSS) FOR THE PERIOD (1,006) 8,868
- Group share 260 5,837
- Non controlling interests (1,266) 3,031
Earnings per share, basic (€) 0.001 0.022
Earnings per share, diluted (€) 0.001 0.022

Pursuant to Consob Resolution 15519 of 27 July 2006, the impact of dealings with related parties on the Statement of Financial Position, Income Statement and Cash Flow Statement is explained in the Notes to the Financial Statements.

Consolidated Statement of Comprehensive Income (Statement of Performance - IAS 1)

First Quarter
2016
First Quarter
2015
(Euro thousands)
Profit/(loss) for the period (A) (1,006) 8,868
Comprehensive income/expense which might be
subsequently reclassified within the profit (loss) for
the period
940 244
Gains/(Losses) on fair value of available-for-sale
financial assets
940 244
Share of other comprehensive income of
associates
0 0
Comprehensive income/expense which will not be
subsequently reclassified within the profit (loss) for
the period
(47) (159)
Gains/(losses) on remeasurement of defined
benefit plans
(47) (159)
Other comprehensive income, net of tax (B) 893 85
Total comprehensive income for the period
(A)+(B) (113) 8,953
Total comprehensive income attributable to:
- Group Share 1,332 8,218
- Non Controlling Interests (1,445) 735
(EUR thousand) First Quarter
2016
First Quarter
2015
CASH FLOW from operating activities
Investments in funds and shareholdings (2,235) (10,446)
Capital reimbursements from funds 4,722 16,125
Proceeds from the sale of investments 3,438 6,152
Interest received 130 98
Interest paid (4) (36)
Cash distribution from investments 49 214
Realized gains (losses) on exchange rate derivatives (1) 3
Taxes paid (25) (18)
Dividends received 0 0
Management and performance fees received 12,767 16,932
Revenues for services 3,029 20,533
Operating expenses (14,728) (31,619)
Net cash flow from operating activities 7,142 17,938
CASH FLOW from investment activities
Acquisition of property, plant and equipment
Sale of property, plant and equipment
(23)
0
(71)
315
Purchase of licenses (208) (46)
Net cash flow from investing activities (231) 198
CASH FLOW from investing activities
Acquisition of financial assets 0 0
Sale of financial assets 1 499
Share capital issued 1,550 367
Own shares acquired (1,031) (6,311)
Dividends paid (4,592) 0
Loan 134 (1,680)
Quasi-equity loan 0 0
Bank loan paid back 0 0
Net cash flow from financing activities (3,938) (7,125)
CHANGE IN CASH AND CASH EQUIVALENTS 2,973 11,011
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 123,468 55,583
Cash and cash equivalents relating to held-for-sale assets 0 0
Cash and cash equivalents at beginning of period 123,468 55,583
Effect of change in basis of consolidation: cash and cash equivalents 0 (97)
CASH AND CASH EQUIVALENTS AT END OF PERIOD 126,441 66,497
Held-for-sale assets and minority interests 0 0
CASH AND CASH EQUIVALENTS AT END OF PERIOD 126,441 66,497

Consolidated Cash Flow Statement - Direct Method

Pursuant to Consob Resolution 15519 of 27 July 2006, the impact of dealings with related parties on the Statement of Financial Position, Income Statement and Cash Flow Statement is explained in the Notes to the Financial Statements.

Consolidated Statement of Changes in Shareholders' Equity

(EUR thousand) Share Capital Treasury share
reserve, capital
reserve,
retained
earnings
Fair value
Reserve
Total Group Non controlling
interests
Consolidated net
equity
Total at 31 December 2014 271,626 265,472 116,415 653,513 173,109 826,622
Cost of stock options 0 219 0 219 0 219
Purchase of own shares (3,584) (2,727) 0 (6,311) 0 (6,311)
Other changes 0 8 0 8 (7,116) (7,108)
Total comprehensive profit/(loss) 0 5,837 2,381 8,218 735 8,953
Total at 31 December 2015 268,042 268,809 118,796 655,647 166,728 822,375
(EUR thousand) Share Capital Treasury share
reserve, capital
reserve,
retained
earnings
Fair value
Reserve
Total Group Non controlling
interests
Consolidated net
equity
Total at 31 December 2015 263,923 220,887 62,178 546,988 138,172 685,160
Cost of stock options 0 104 0 104 0
Purchase of own shares (799) (232) 0 (1,031) 0 104
(1,031)
Other changes 0 16 0 16 (3,107) (3,091)
Total comprehensive income 0 260 1,072 1,332 (1,445) (113)

Notes to the Financial Statements

Structure and content of the Interim Management Report to 31 March 2016

The Interim Management Report to 31 March 2016 (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 for the Year Ending 31 December 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 quarter of 2016 and the same period of 2015; information on the Statement of Financial Position relates to 31 March 2016 and 31 December 2015. The Consolidated Financial Statements are provided in the same format as those relating to 31 December 2015.

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

On 10 March 2016, DeA Capital Real Estate completed the purchase of shares representing 3.0% of the share capital of Innovation Real Estate. This transaction brought DeA Capital's investment in Innovation Real Estate to 100%.

Therefore, at 31 March 2016, 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
IDeA Capital Funds SGR S.p.A. Milan, Italy Euro 1,200,000 100.00% Full consolidation
IDeA OF I Milan, Italy Euro - 46.99% Full consolidation
Atlantic Value Added Rome, Italy Euro - 27.27% Equity accounted
DeA Capital Real Estate S.p.A. Milan, Italy Euro 600,000 100.00% (Associate)
Full consolidation
Innovation Real Estate S.p.A. Milan, Italy Euro 597,725 100.00% Full consolidation
Innovation Real Estate Advisory S.r.l. Milan, Italy Euro 105,000 100.00% Full consolidation
IDeA FIMIT SGR S.p.A. Rome, Italy Euro 16,757,574 64.30% Full consolidation
Idea Real Estate S.p.A. Milan, Italy Euro 50,000 100.00% Full consolidation

The above list meets the requirements of Consob Resolution 11971 of 14 May 1999 and subsequent amendments (art. 126 of the Regulation).

Notes to the Consolidated Statement of Financial Position

NON-CURRENT ASSETS

Non-current assets totalled approximately EUR 548.2 million at 31 March 2016, compared with EUR 558.1 million at 31 December 2015.

Intangible assets and property, plant and equipment

This item includes goodwill (EUR 129.6 million), other intangible assets (EUR 36.4 million) and property, plant and equipment (EUR 2.9 million).

Goodwill, which amounted to EUR 129.6 million at 31 March 2016 (unchanged from 31 December 2015), relates to the acquisitions of 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 came to EUR 11.5 million at 31 March 2016 (unchanged from 31 December 2015), relates to units in the AVA fund.

The table below provides a breakdown of the investment at 31 March 2016 by area of activity:

(EUR million) Private Equity
Investment
Alternative
Asset
Management
Total
AVA fund 3.8 7.7 11.5
Total 3.8 7.7 11.5

Shareholdings held by funds

At 31 March 2016, the DeA Capital Group was a minority shareholder, through the IDeA OF I fund, in Giochi Preziosi, Manutencoop, Euticals, Telit, Elemaster, Talgo, Corin and Iacobucci.

This item, which totalled EUR 83.7 million at 31 March 2016 (EUR 90.7 million at 31 December 2015), relates to the assets set out below:

(EUR million) 31.3.2016
Investments in Portfolio
Giochi Preziosi 5.2
Manutencoop Facility Management 18.9
Lauro Cinquantasette (Euticals) 13.0
Telit Communications 3.3
Elemaster 8.5
Investments available for sale 48.9
Iacobucci HF Electronics 6.0
Pegaso Transportation Investments (Talgo) 16.2
2IL Orthopaedics LTD (Corin) 12.6
Investments in associates and JV valued
at FV through P&L 34.8
Total investments in Portfolio 83.7

Available-for-sale investments in other companies

At 31 March 2016, the DeA Capital Group was a minority shareholder of Kenan Investments (which holds an indirect stake in Migros), Stepstone, Harvip as well as 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 31 March 2016 at EUR 76.9 million (compared with EUR 76.3 million at 31 December 2015). 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 17.85, being the market price on 31 March 2016, for the remaining stake (30.5% of Migros capital).

The change in the value of the stake in Kenan Investments at 31 March 2016 compared with 31 December 2015 is attributable to an increase of EUR 0.6 million in the fair value reserve due to the combined effect of the rise in the share price (TRY 17.85 per share at 31 March 2016 compared with TRY 18.45 per share at 31 December 2015) and the depreciation of the Turkish lira against the euro (3.21 TRY/EUR at 31 March 2016 versus 3.17 TRY/EUR at 31 December 2015).

The table below provides details of equity investments in other companies at 31 March 2016 by area of activity.

(EUR million) Private Equity
Investment
Alternative
Asset
Management
Total
Kenan Investments 76.9 0.0 76.9
Minority interests 0.2 0.0 0.2
Total 77.1 0.0 77.1

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 170.9 million at 31 March 2016, compared with EUR 173.7 million at the end of 2015.

(EUR thousand) Balance at
1.1.2016
Change in
consolidation
area
Increases
(Capital call)
Decreases
(Capital
distribution)
Impairment Fair value
adjustment
Translation
effect
Balance at
31.3.2016
Venture capital funds 9,673 0 0 0 (110) 673 (664) 9,572
IDeA I FoF 77,217 0 555 (4,511) 0 1,309 0 74,570
ICF II 41,710 0 764 0 0 1 0 42,475
ICF III Core 541 0 4 (119) 0 (38) 0 388
ICF III Credit & Distressed 2,525 0 21 (79) 0 (134) 0 2,333
ICF III Emerging Markets 1,751 0 44 (6) 0 (84) 0 1,705
IDeA EESS 7,312 0 77 0 0 (53) 0 7,336
Taste of Italy 1,074 0 71 0 0 (77) 0 1,068
IDeA FIMIT SGR Funds 31,927 0 0 (7) (231) (280) 0 31,409
Total funds 173,730 0 1,536 (4,722) (341) 1,317 (664) 170,856

The table below provides a breakdown of the funds in the portfolio at 31 March 2016 by area of activity.

(EUR million) Private Equity
Investment
Alternative
Asset
Management
Total
Venture capital funds 9.6 0.0 9.6
IDeA I FoF 74.6 0.0 74.6
ICF II 42.5 0.0 42.5
ICF III 4.4 0.0 4.4
IDeA EESS 7.3 0.0 7.3
IDeA ToI 1.1 0.0 1.1
IDeA FIMIT SGR Funds 0.0 31.4 31.4
Total funds 139.5 31.4 170.9

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 31 March 2016, deferred tax assets totalled EUR 3.1 million, compared with EUR 3.7 million at 31 December 2015.

Other non-current assets

This item, valued at EUR 31.9 million at 31 March 2016, compared with EUR 31.8 million at 31 December 2015, 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 31 March 2016, current assets totalled EUR 169.5 million, versus EUR 162.4 million at 31 December 2015. The item mainly comprised:

  • EUR 126.4 million relating to cash and cash equivalents (EUR 123.5 million at 31 December 2015);
  • EUR 21.5 million relating to commercial loans (EUR 17.8 million at 31 December 2015);
  • - EUR 7.5 million relating to investments to be considered as a temporary use of cash (EUR 7.5 million at 31 December 2015);
  • - EUR 3.3 million relating to financial receivables in connection with the loan agreement for Sigla S.r.l. (EUR 3.5 million at 31 December 2015).

SHAREHOLDERS' EQUITY

At 31 March 2016, Consolidated Shareholders' Equity totalled around EUR 681.0 million, including EUR 547.4 million pertaining to the Group, compared with EUR 685.2 million (EUR 547.0 million pertaining to the Group) at 31 December 2015.

The increase of about EUR 0.4 million in Group shareholders' equity in the first quarter of 2016 was mainly due to the reasons already discussed in the Statement of Performance - IAS 1 (EUR +1.3 million) and to the effects of the share buy-back plan (EUR -1.0 million).

NON-CURRENT LIABILITIES

At 31 March 2016, non-current liabilities totalled EUR 15.3 million, compared with EUR 15.5 million at 31 December 2015.

Deferred tax liabilities

This item totalled EUR 10.5 million at 31 March 2016, compared with EUR 10.8 million at 31 December 2015. 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 31 March 2016, this item totalled EUR 4.8 million (EUR 4.7 million at 31 December 2015), and includes end-of-service payments that are part of defined benefit plans, which were therefore valued using actuarial assessments.

CURRENT LIABILITIES

At 31 March 2016, current liabilities totalled EUR 32.8 million (EUR 31.3 million at 31 December 2015) and consisted of trade payables (EUR 15.1 million), payables to staff and social security institutions (EUR 7.5 million), current tax and other tax payables (EUR 6.5 million), other payables (EUR 3.4 million) and short-term financial payables (EUR 0.2 million).

Notes to the Consolidated Income Statement

Alternative Asset Management fees

In the first quarter of 2016, Alternative Asset Management fees totalled EUR 14.1 million, compared with EUR 15.8 million in the same period of 2015; these related mainly to management fees paid to IDeA FIMIT SGR and to IDeA Capital Funds SGR for the funds they manage.

Other investment income/expenses

Other net expenses from investments in shareholdings and funds totalled EUR -2.6 million in the first quarter of 2016, compared with net income of EUR +3.0 million in the same period of 2015.

Service revenues

This item, which totalled EUR 4.4 million in the first quarter of 2016 (EUR 4.1 million in the same period of 2015), mainly 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 quarter of 2016, personnel costs totalled EUR 7.7 million, compared with EUR 9.0 million in the same period of 2015.

Service costs

Service costs totalled EUR 5.8 million in the first quarter of 2016, compared with EUR 5.6 million in the same period of 2015.

Amortisation/depreciation

This item was EUR 1.6 million in the first quarter of 2016 (EUR 1.7 million in the same period of 2015) and mainly included amortisation relating to purchase price allocation.

Financial income (charges)

Financial income totalled EUR 0.2 million in the first quarter of 2016 (EUR 2.2 million in the same period of 2015), and financial charges were EUR 1.1 million (EUR 0.3 million in the same period of 2015).

Income tax

Service costs totalled EUR -0.5 million in the first quarter of 2016, compared with EUR +2.3 million in the same period of 2015.

Significant events after the end of the period and outlook

Significant events after the end of the period

Private equity funds – paid calls/distributions

After the end of the first quarter of 2016, the DeA Capital Group increased its investments in the IDeA I FoF, ICF II, ICF III, IDeA, IDeA OF I, IDeA EESS and IDeA ToI funds with payments totalling EUR 2.0 million.

At the same time, the DeA Capital Group received capital reimbursements from the IDeA I FoF, IDeA OF I and IDeA EESS funds totalling 2.8 million, to be used in full to reduce the carrying value of the units.

Dividends from Alternative Asset Management

On 12 April 2016, IDeA Capital Funds SGR approved dividends totalling EUR 3.7 million, attributable entirely to DeA Capital S.p.A.

On 18 April 2016, Innovation Real Estate approved dividends totalling EUR 2.5 million, attributable entirely to DeA Capital S.p.A.

On 20 April 2016, IDeA FIMIT SGR paid dividends totalling EUR 5.4 million, of which approximately EUR 3.5 million was attributable to the DeA Capital Group.

In summary, dividends approved/paid during 2016 by the Alternative Asset Management business to the DeA Capital Group's holding companies totalled EUR 9.7 million (EUR 8.1 million in 2015).

Share buyback plan

On 21 April 2016, the Shareholders' Meeting of DeA Capital S.p.A. authorised the Board of Directors to buy and sell, on one or more occasions and on a revolving basis, a maximum number of ordinary shares in the Company representing a stake of up to 20% of the share capital.

The new plan replaces the previous plan approved by the shareholders' meeting on 17 April 2015 (which was scheduled to expire with the approval of the 2015 Annual Financial Statements), and will pursue the same objectives as the previous plan, including purchasing treasury shares to be used for extraordinary transactions and share incentive schemes, offering shareholders a means of monetising their investment, stabilising the share price and regulating trading within the limits of current legislation.

The authorisation specifies that purchases may be made until the date of the shareholders' meeting to approve the Financial Statements for the Year Ending 31 December 2016, and in any case not beyond the maximum duration – 18 months – allowed by law, and that DeA Capital S.p.A. may also sell the shares purchased for the purposes of trading, without time limits. The unit price for the purchase of the shares will be set on a case-by-case basis by the Board of Directors, but must not be more than 20% above or below the share's reference price on the trading day prior to each purchase.

The authorisation to sell own shares already held in the Company's portfolio and any shares bought in the future was granted for an unlimited period; sales may be carried out using the methods deemed most appropriate and at a price to be determined on a case-by-case basis by the Board of Directors, which must not, however, be more than 20% below the share's reference price on the trading day prior to the sale (apart from certain exceptions specified in the plan), although this limit may not apply in certain cases.

On the same date, the Board of Directors voted to implement the plan to buy and sell treasury shares authorised by the shareholders' meeting, vesting the Chairman of the Board of Directors and the Chief Executive Officer with all the necessary powers, to be exercised severally and with full power of delegation, and set the maximum unit price above which purchases of treasury shares may not be made, at the NAV per share indicated in the most recent statement of financial position approved and disclosed to the market. At the same meeting, the Company's Board of Directors also voted to adopt market practice regarding the acquisition of treasury shares by setting up a "securities warehouse", as permitted by Consob Resolution 16839 of 19 March 2009.

New performance share plan

On 21 April 2016, the DeA Capital S.p.A. Shareholders' Meeting approved the DeA Capital Performance Share Plan 2016-2018, under which a maximum of 1,250,000 units may be allocated. On the same date, in implementation of the shareholders' resolution, the Board of Directors of DeA Capital S.p.A. voted (i) to launch the DeA Capital Performance Share Plan 2016-2018 approved by the shareholders' meeting, vesting the Chairman of the Board of Directors and the Chief Executive Officer with all the necessary powers, to be exercised severally and with full power of delegation; and (ii) to allocate a total of 1,000,000 units (representing the right to receive ordinary shares in the Company free of charge, under the terms and conditions of the plan) to certain employees and/or directors performing particular roles at the Company, its subsidiaries and the Parent Company De Agostini S.p.A.

The shares allocated due to the vesting of units will be drawn from the treasury shares already held by the Company so that the allocation will not have a dilutive effect.

In addition, the Plan enables DeA Capital to oblige beneficiaries to return, in full or in part, shares received pursuant to the Plan, should circumstances emerge that clearly show that incorrect data have been used to verify the achievement of the targets for the vesting of the units (known as "claw-back").

The shareholders' meeting also approved the Company's Remuneration Policy pursuant to art. 123-ter of the TUF.

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, and evaluate new co-investment initiatives with the available financial resources.

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), with a special focus on new products.

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 at 31 March 2016

STATEMENT OF RESPONSIBILITIES FOR THE INTERIM MANAGEMENT REPORT TO 31 March 2016 (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, 12 May 2016

Manolo Santilli

Manager responsible for preparing the Company's accounting statements