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DEA Capital Interim / Quarterly Report 2019

Nov 12, 2019

4211_rns_2019-11-12_07c4fa7b-ac16-4b57-8744-0b67cd703def.pdf

Interim / Quarterly Report

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INTERIM MANAGEMENT REPORT AT 30 September 2019 ______________________

Third Quarter 2019 First Nine Months of 2019

Board of Directors Milan, 7 November 2019

Interim Management Report at 30 September 2019 1

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 266,612,100 (fully paid up),
comprising 266,612,100 shares with a nominal value of
EUR 1 each (including 6,636,485 treasury shares)
Tax code, VAT code and recorded in the Milan Companies
Register under No 07918170015

Board of Directors (*)

Chief Executive Officer Paolo Ceretti

Chairman Lorenzo Pellicioli

Directors Marco Boroli Donatella Busso (2 / 5) Marco Drago Carlo Enrico Ferrari Ardicini Dario Frigerio Francesca Golfetto (3 / 5) Davide Mereghetti ( 3 / 5) Daniela Toscani (1 / 5) Elena Vasco (1 / 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 at 31 December 2021 (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 Management Report

    1. Profile of DeA Capital S.p.A.
    1. Information for shareholders
  • 3. Key Financials
    1. Significant events in the third quarter of 2019
    1. Results of the DeA Capital Group
    1. Other information

Consolidated Financial Statements and Notes to the Financial Statements for the period 1 January to 30 September 2019

Certification of the Interim Management Report at 30 September 2019

Interim Management Report

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

With combined assets under management (*) of over EUR 21,700 million and an investment portfolio of approximately EUR 370 million, DeA Capital S.p.A. is Italy's main independent operator in alternative investment.

The Group Platform – currently concentrated on the two subsidiaries, DeA Capital Real Estate SGR and DeA Capital Alternative Funds SGR, as well as on the indirect equity investment in Quaestio Capital Management SGR – is engaged in the promotion, management and development of real estate, private equity and credit investment funds and of investment solutions for institutional investors.

To support the activity of the Platform, in order to exploit the available capital, over time, DeA Capital S.p.A. has also built an alternative investment portfolio consisting mainly of funds managed by the two subsidiary asset management companies; moreover, it has made direct investments with an approach based on the creation of value also in a medium/long-term perspective.

The Company's ability to carry out investment initiatives that are structurally very complex, on the one hand, and raise funds through its asset management subsidiaries, on the other, is proof of the effectiveness of its business model, which combines asset management and private investment activities to create value in a unique way in Italy's alternative asset management sector. It does this thanks to:

  • the quality, built up over time, of the management team, which has over 200 professionals dedicated to making investments and managing funds in the most attractive alternative investment asset classes (real estate, private equity and NPL);
  • its solid financial position, which enables it to support the launch of new initiatives with its own capital, and hence substantially align its interests with those of the investors in the managed funds;
  • an extensive network of international relationships, which makes the DeA Capital Group the preferred Gate-to-Italy for alternative investment decisions in our country and which supported the recent launch of the internationalisation strategy in the field of alternative asset management;
  • its membership of one of Italy's leading business groups, whose structure is built on a long-term approach that best supports the Company's growth path.

DeA Capital S.p.A. 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.

(*) "Combined assets under management" are defined as assets managed by the management companies in which the Group holds an absolute or relative majority interest, and the assets managed by the international subsidiaries. Total commitments are considered for private equity funds.

At 30 September 2019, the corporate structure of the Group headed by DeA Capital S.p.A. (the DeA Capital Group or the Group) was as summarised below:

The agreements signed in July 2019 governing the acquisitions of the "NPL Business" of Quaestio Capital Management SGR and the indirect relative majority interest (around 38.8%) in this latter company, which has total AuM of approximately EUR 10,000 million, were finalized on 5/6 November 2019.

ALTERNATIVE ASSET MANAGEMENT

  • ⇒ 100% control of DeA Capital Real Estate SGR, Italy's largest independent real estate asset management company, with assets under management of EUR 9.2 billion and 50 managed funds (including 2 listed funds);
  • ⇒ 100% control of DeA Capital Alternative Funds SGR, which manages alternative investment funds (private equity and credit funds) with assets under management of over EUR 2.5 billion and 12 managed funds;
  • ⇒ controlling interest in DeA Capital Real Estate France (70%) and DeACapital Real Estate Iberia (73%), companies established in late 2018 and early 2019 with the aim of developing the real estate advisory business for raising funds and real estate advisory and management activities in France and Spain/Portugal, respectively;
  • ⇒ strategically important stake in YARD (43.6%), which operates in project, property and facility management, assessment and due diligence, as well as in real estate brokerage.

ALTERNATIVE INVESTMENT

o Funds

  • ⇒ units in nine funds managed by the subsidiary DeA Capital Alternative Funds SGR i.e. in the three funds of funds IDeA I Fund of Funds, ICF II and ICF III, and the co-investment fund IDeA Opportunity Fund I, in the thematic funds IDeA Efficienza Energetica e Sviluppo Sostenibile, IDeA Taste of Italy and IDeA Agro, and in the credit funds IDeA Corporate Credit Recovery I and II;
  • ⇒ units in three funds managed by the subsidiary DeA Capital Real Estate SGR, i.e. in the funds Venere, Santa Palomba and Special Opportunities I;
  • ⇒ units in five venture capital funds.

o Main shareholdings

  • ⇒ minority shareholdings 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. (with a stake of 17.1% in Kenan Investments, equating to a fully diluted stake of about 4.0% in Migros);
  • ⇒ minority shareholdings in Cellularline (4.4% of the total shares issued), a combined entity of Crescita SPAC and the Cellular Group, listed on Borsa Italiana and owner of the Cellularline brand, an Italian leader in accessories for smartphones and tablets;
  • ⇒ minority shareholding (9.7% of total shares issued), as sponsor, in IDeaMI SPAC, which is engaged in researching and selecting medium-sized, unlisted Italian companies with the aim of carrying out a business combination within 24 months of listing (December 2017).

2. Information for shareholders

Shareholder structure of DeA Capital S.p.A. (#)

(#) Composition as at the date of this document, unchanged on 30 September 2019

Share performance (°)

- From 1 January 2019 to 30 September 2019

(°) Source Bloomberg, price adjusted for the extraordinary dividend distributed in May 2019 (EUR 0.12 per share)

Total Shareholder ReturnDeA Capital S.p.A.

(Base 1 October 2014, closing date for the sale of Générale de Santé, i.e. for the last five years)

Interim Management Report at 30 September 2019 9

Performance of the DeA Capital shares

The Company's shares were up +17.9% in the first nine months of 2019; in the same period of time, the FTSE All-Share® TR and LPX Composite® TR indices recorded performances of +24.1% and +36.2%, respectively.

From 1 October 2014 (the closing date for the sale of the investment in GDS) to 30 September 2019, the performance of DeA Capital shares was up +46.9%, while the Italian FTSE All-Share® TR index +24.7% and the LPX Composite® TR index +69.0% (source Bloomberg).

With regard to the liquidity of the shares in the first nine months of 2019, average daily trading volumes were around 173,000 shares.

DeA Capital's share prices recorded in 2019 are listed below:

1 January/30 September
in EUR 2019
Maximum price 1.43
Minimum price 1.14
Average price 1.29
Price at 30 September 2019 (EUR per share) 1.35
Market capitalisation at 30 September 2019
(EUR million) 351

3. Key Financials

The DeA Capital Group's key Statement of Financial Position and Income Statement figures at 30 September 2019 are shown below, compared with the corresponding figures for the previous period.

(Eur million) 30 September 2019 30 September 2018 Change
Assets Under Management "AUM" 11,764 11,404 3.2%
Fee-Paying AUM (*) 10,345 9,917 4.3%
Management fees 47.2 45.1 4.7%
Platform Net Operating Profit (#) 11.2 10.2 9.8%
Group Net Profit/(Loss) 6.5 6.9 -5.8%

(*) Amount for management fees calculation

(#) Sum of the Net Operating Profit of the two asset management companies, before the impact of purchase Price Allocation ("PPA"),

impairment, and other non recurring items

(Eur million) 30 September 2019 (§)
31 December 2018
Change
Investment portfolio 368.9 366.6 2.3
Consolidated Net Financial Position 111.5 101.0 10.5
Net Financial Position - Holding companies 78.6 65.3 13.3
NAV/share (EUR) 1.73 1.72 0.01

(§) Data at 31.12.18 "adjusted". Data reflects the extraordinary dividend distribution of 0.12 € / share, namely total 31.2 million €, carried in may 2019 and the IFRS 16 effect from 1.1.2019 on the Consolidated Net Financial Position and on the Net financial Position of Holding companies

(respectively for -16.1 million € and -2,9 million €)

The table below shows the change in the Group's NAV in the first nine months of 2019:

Change in Group NAV Total value
(EUR m)
No. shares
(millions)
Value per share
(EUR)
Group NAV at 31.12.2018 466.5 253.8 1.84
Extraordinary dividend distributed (31.2) (0.12)
Group NAV at 31.1.2018 "adjusted" 435.3 1.72
Treasury shares delivered under acquisition minorities 8.0 5.2 (*)
1.56
Treasury shares delivered under incentive plans 0.3 1.0 1.45
(*)
Comprehensive income - Statement of Performance - IAS 1 7.0
Other changes in NAV (0.1)
Group NAV at 30.9.2019 450.5 260.0 1.73

(*) Market price at the delivery date of the shares

The table below provides details of the Group's Statement of Financial Position at 30 September 2019:

30 September 2019 31 December 2018
"adjusted"
M€ €/Sh. M€ €/Sh.
Alternative Asset Management
- DeA Capital Real Estate SGR 138.0 0.53 140.4 0.56
- DeA Capital Alternative Funds SGR 42.6 0.16 43.4 0.17
- Other (YARD, DeA Capital RE France, Iberia) 7.4 0.03 6.8 0.03
Total AAM (A) 188.0 0.72 190.6 0.76
Alternative Investment
- Funds 119.4 0.46 125.0 0.49
- Shareholdings 61.5 0.24 51.0 0.20
Total AI (B) 180.9 0.70 176.0 0.69
Investment Portfolio (A+B) 368.9 1.42 366.6 1.45
Other net assets (liabilities) 3.0 0.01 3.4 0.01
Net Financial Position Holdings 78.6 0.30 65.3 0.26
NAV 450.5 1.73 435.3 1.72

4. Significant events in the third quarter of 2019

The following is a discussion of the significant events that occurred in the third quarter of 2019. For a discussion of events in the first half of 2019, please refer to the Half-Yearly Financial Report for the period ended 30 June 2019, approved by the Board of Directors on 5 September 2019.

FundsPaid Calls/Distributions

In the third quarter of 2019, the DeA Capital Group increased its investments with paid calls totalling EUR 1.7 million in the funds IDeA I FoF, ICF III, IDeA EESS, IDeA ToI, IDeA CCR I, IDeA CCR II and IDeA Agro.

At the same time, in the third quarter of 2019 the DeA Capital Group received distributions (net of withholding tax) totalling EUR 5.3 million (from the funds IDeA I FoF, IDeA EESS and Venere and venture capital funds).

Thus, in the third quarter of 2019, the funds in which DeA Capital S.p.A. has invested generated a net positive cash balance of EUR 3.6 million (calculated as the Group's share).

Cancellation of 40,000,000 treasury shares

The cancellation of 40,000,000 treasury shares, as approved by the Extraordinary Shareholders' Meeting of DeA Capital S.p.A. on 18 April 2019, was finalized on 16 August 2019. The transaction led to the reduction of the share capital from EUR 306,612,100 to EUR 266,612,100 and to the consequent amendment of Article 5 of the Articles of Association.

Investments in support of the Alternative Asset Management Platform initiatives

As part of the strategy to support initiatives relating to the Alternative Asset Management Platform, on 17 September 2019 DeA Capital S.p.A. co-invested with the fund IDeA Taste of Italy which acquired a controlling interest in the Alice Pizza Group, Italy's number-one pizzaby-the-slice chain. The co-investment by DeA Capital S.p.A. entailed an outlay of EUR 5 million, for a fully diluted interest in Alice Pizza of approximately 10%, in addition to the interest held through the Taste of Italy fund (i.e. 5.9% fully diluted).

A 6% interest in the French vehicle Paris R2 was acquired on 23 September 2019 for a total investment of EUR 1.4 million within the framework of the purchase, promoted by the subsidiary DeA Capital Real Estate France, of an office property located in the Paris area (with the French vehicle controlled by an international institutional investor).

Agreement for the formation of DeA Capital Real Estate Poland

Within the framework of the pan-European expansion of the Alternative Asset Management Platform, on 23 September 2019 DeA Capital S.p.A. entered into an agreement to form DeA Capital Real Estate Poland to develop the real-estate management business on the Polish market.

DeA Capital Real Estate Poland will be 50% owned by the DeA Capital Group, with the remaining 50% held by Ksiazek Holding, which in turn controls Marvipol Development, a realestate service company listed on the Warsaw Stock Exchange with which a collaboration agreement was also signed.

5. Results of the DeA Capital Group

The results for the period relate to the operations of the DeA Capital Group in the following businesses:

  • Alternative Asset Management, which includes asset management activities and related services, focused on the management of real estate, private equity and credit funds.
  • Alternative Investment, which includes private equity and real estate investment activities, broken down into shareholdings (direct investments) and investments in funds (indirect investments).

Alternative Asset Management

At 30 September 2019, DeA Capital S.p.A. was the owner of:

  • 100% of DeA Capital Real Estate SGR
  • 100% of DeA Capital Alternative Funds SGR
  • 70.0% of DeA Capital Real Estate France
  • 73.0% of DeACapital Real Estate Iberia
  • 43.6% of YARD

- DeA Capital Real Estate SGR

Investment details

DeA Capital Real Estate SGR is the largest independent real estate asset management company in Italy, with around EUR 9.2 billion in assets under management and 50 managed funds (including 2 listed funds). This makes it a benchmark operator for Italian and international institutional investors in the promotion, creation and management of mutual real estate investment funds.

The company has concentrated investments in transactions with low risk, stable returns, low volatility and, most importantly, an emphasis on property value. In particular, the asset management company specialises in "core" and "core plus" properties, although its major investments also include "value added" transactions.

Due in part to successful transactions concluded in recent years, the 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 Fee-Paying AuM and Management Fees for DeA Capital Real Estate SGR at 30 September 2019:

at 30 September 2019
(Eur million) Asset Under Fee-Paying
Management (*) AUM (**) Management fees
Listed Real Estate funds 609 585 3.8
Real Estate funds 8,595 7,931 25.3
Total DeA Capital Real Estate SGR 9,204 8,516 29.1

(*) the figures refer to Asset Under Management calculated as the sum of funds managed assets.

(**) the amount for management fees calculation.

With regard to the operational performance, at 30 September 2019 assets under management stood at around EUR 9,200 million, marking an increase of approximately EUR 60 million compared to the same period of the previous year due to the launch of 8 new funds (with AuM for around EUR 800 million), which more than offset the disposal of the assets in portfolio .

At the level of management fees, the company reported a decline on the same period of the previous year (EUR -1.3 million), due essentially to the impact of the aforementioned development of the assets in portfolio.

The net profit for the first nine months of 2019 (EUR 6.7 million) was up on the first nine months of 2018 due to the impact on this latter period of the write-down to fair market value of the units held in several of the funds managed (by more than EUR -4 million).

DeA Capital Real Estate SGR (EUR million) 30 September 2019 30 September 2018
AUM 9,204 9,141
Management fees 29.1 30.4
Net Operating Profit (#) 7.2 7.4
Net profit 6.7 2.3
-of which:
- Shareholders 6.7 2.3
- Owners of financial equity instruments 0.0 0.0
Net Financial Position (°)
16.1
(*)
8.4

( )

(#) Before the impact of Purchase Price Allocation ("PPA"), impairment, other non-recurring items

(°) Net of leasing liability (-8.0 EUR million)

(*) Data at 31 December 2018 "adjusted". Reflects the application of IFRS 16 from 1.1.19 (-9.2 € million)

- DeA Capital Alternative Funds SGR

Registered office: Italy

Sector: Alternative Asset ManagementPrivate Equity/Credit

Website: www.deacapitalaf.com

Investment details

The company manages alternative investment funds (funds of funds, thematic private equity funds and credit funds). At 30 September 2019 the asset management company managed 12 closed funds, including 5 funds of funds (IDeA I FoF, ICF II, ICF III, IDeA Crescita Globale, DeA Endowment Fund), one "direct" co-investment fund (IDeA OF I), 5 thematic funds (IDeA EESS, IDeA ToI, IDeA Agro, IDeA CCR I and II, the latter being debtor-in-possession financing funds) and the Investitori Associati IV fund (in liquidation). The asset management company also has management delegations for a portion of the closed-end, non-reserved AIF called "Azimut Private Debt" instituted by Azimut Capital Management SGR.

The table below summarises the value of assets under management and Fee-Paying AuM and Management Fees for DeA Capital Alternative Funds SGR at 30 September 2019:

at 30 September 2019
(Eur million) Asset Under
Fee-Paying
Management ()
AUM (
*)
Management fees
Funds of funds 1,162 670 3.3
Direct funds 612 374 7.5
Credit recovery funds 786 785 7.3
Total DeA Capital Alternative Funds SGR 2,560 1,829 18.1

(*) the figures refer to Asset Under Management calculated as the sum of total commitments

(**) the amount for management fees calculation.

At the level of management performance, in the first nine months of 2019 the company reported an increase in assets under management of nearly EUR 300 million on the figure as at 30 September 2018, due to the expansion of the Loans segment of the CCR funds, the launch of the Shipping segment of IDeA CCR II and the launch of the funds-of-funds DeA Endowment Fund and Azimut Private Debt (third-party management). In terms of management fees, the increase of over EUR 3 million is due to the dynamics of the assets under management described and the additional performance fees for the fund IA IV.

( )

DeA Capital Alternative Funds SGR (EUR million) 30 September 2019 30 September 2018
AUM 2,560 2,263
Management fees 18.1 14.7
Net Operating Profit (#) 4.0 2.8
Net Profit 4.0 2.8
Net Financial Position (°)
13.8
(*)
9.2

(#) Before the impact of Purchase Price Allocation ("PPA"), impairment, other non-recurring items

(°) Net of leasing liability (-2.6 EUR million)

(*) Data at 31 December 2018 "adjusted". Reflects the application of IFRS 16 from 1.1.19 (-2.9 € million)

Alternative Investment

Funds

At 30 September 2019, the Alternative Investment business of DeA Capital S.p.A. included investments in funds with a total value in the Consolidated Financial Statements of EUR 119.4 million (corresponding to the fair value estimate calculated based on the information available on the date that this document was prepared), which mainly refer to:

  • - the IDeA OF I fund, fully consolidated in accordance with IFRS 10;
  • - the Venere real estate fund and the IDeA EESS fund, classified under "Investments in associates", based on the units held;
  • - 3 funds of funds (IDeA I FoF, ICF II and ICF III), 4 thematic funds (IDeA ToI, IDeA Agro, IDeA CCR I and IDeA CCR II), 5 venture capital funds and the real estate fund Santa Palomba.

The change in the value of the funds in the portfolio recorded in the first nine months of 2019 (EUR 119.4 million at 30 September 2019 compared to EUR 123.0 million at 30 June 2019) is due to capital calls for EUR +1.7 million, distributions for EUR -5.3 million (in addition to withholding tax of EUR 0.8 million) and the increase in fair value for EUR 0.8 million.

Residual commitments for all the funds in the portfolio were EUR 88.3 million.

Valuations of shareholdings and funds in the portfolio reflect estimates made using the information available on the date that this document was prepared.

(Eur million) Vintage Capital
Call
DPI (*) TVPI (°) NAV
Funds of Funds
IDeA I FoF 2007 150.3 1.1x 1.3x 27.4
ICF II 2009 37.8 1.1x 1.9x 30.2
ICF III 2014 9.5 0.0x 1.3x 12.4
Funds of Funds - Total 197.6 1.1x 1.4x 70.0
Direct Funds
IDeA OF I 2008 87.9 1.0x 1.2x 13.7
IDeA EESS 2011 24.7 1.0x 1.3x 6.7
IDeA ToI 2014 20.6 0.6x 1.4x 16.6
Direct Funds - Total 133.2 0.9x 1.2x 37.0
Other Funds 12.4
Total Portfolio Funds 119.4

The table below contains the main performance indicators with reference to the funds in the portfolio.

(*) "Distributed to paid-in", or the ratio between the distribution received and the capital call paid

(°) "Total value to paid-in", or the ratio between sum of "cash distribution + NAV" and capital call paid

- IDeA I FoF

IDEA I Fund of Funds

Registered office: Italy

Sector: Private Equity

Website: www.deacapitalaf.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 DeA Capital Alternative Funds SGR.

DeA Capital S.p.A. has a total commitment of up to EUR 164.6 million in the fund.

Brief description

IDeA I FoF 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 the careful diversification of assets among managers with a proven track record of returns and solidity, different investment approaches, geographical areas and maturities.

According to the latest report available, the IDeA I FoF portfolio was invested in 37 funds with different investment strategies; these funds in turn hold positions, with varying maturities, in 183 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-small scale transactions and special situations (distressed debt/equity and turnaround).

At 30 September 2019, IDeA I FoF had called up 91.3% of its total commitment and had made distributions totalling 104.0% of that commitment.

Other important information

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

The units in IDeA I FoF were valued at approximately EUR 27.4 million in the Consolidated Financial Statements at 30 September 2019, with a change compared to 31 December 2018 (EUR 33.1 million) due to distributions of EUR -4.9 million, capital calls of EUR +0.4 million and the decrease in fair value of EUR -1.2 million.

The table below shows the key figures for IDeA I FoF at 30 September 2019:

IDeA I FoF Registered office Year of commitment Fund Size Subscribed
commitment
% DeA Capital in the
fund
Eur (€)
IDeA I Fund of Funds Italy 2007 646,044,030 164,582,100 25.48
Residual Commitments
Total residual commitment in: Eur 14,319,922

- ICF II

ICF II

Registered office: Italy

Sector: Private Equity

Website: www.deacapitalaf.com

Investment details

ICF II is a closed-end fund under Italian law for qualified investors, which began operations on 24 February 2009 and is managed by DeA Capital Alternative Funds SGR.

DeA Capital S.p.A. 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 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 riskreturn 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.

Based on the latest report available, the ICF II portfolio was invested in 25 funds with different investment strategies; these funds in turn hold positions, with varying maturities, in around 350 companies active in various geographical areas.

At 30 September 2019, ICF II had called up 74.2% of its total commitment and had made distributions totalling 77.9% of that commitment.

Other important information

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

The units in ICF II were valued at approximately EUR 30.2 million in the Consolidated Financial Statements at 30 September 2019, with a change compared to 31 December 2018 (EUR 31.3 million) due to distributions of EUR -2.3 million, capital calls of EUR +0.2 million and change in fair value of EUR +1.0 million.

The table below shows the key figures for ICF II at 30 September 2019:

ICF II Registered office Year of commitment Fund Size Subscribed
commitment
% DeA Capital in the
fund
Eur (€)
ICF II Italy 2009 281,000,000 51,000,000 18.15
Residual Commitments
Total residual commitment in: Eur 13,212,895

- ICF III

ICF III Registered office: Italy

Sector: Private Equity

Website: www.deacapitalaf.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 DeA Capital Alternative Funds SGR.

DeA Capital S.p.A. has a total commitment of up to EUR 12.5 million in the fund.

Brief description

ICF III, with total assets of approximately EUR 67 million, invested its assets in units of closed-end private equity funds or in schemes that replicate that financial model, either as the lead investor or with other co-investors.

The fund is divided into three parts:

  • Core, with a focus on buy-outs, expansion capital and special situations;
  • Credit & Distressed, which invests in special credit operations (preferred equity, mezzanine, senior loans), turnarounds and other credit strategies;
  • Emerging Markets, which focuses on expansion capital, buy-outs, distressed assets and venture capital operations in emerging markets.

At 30 September 2019, ICF III had called up 69%, 65% and 83% in the Core, Credit & Distressed and Emerging Markets segments respectively for the units held by DeA Capital S.p.A.

The units in ICF III were valued at EUR 12.4 million in the Consolidated Financial Statements at 30 September 2019 (EUR 10.4 million at 31 December 2018). The decrease was due to capital calls of EUR +1.0 million and the increase in fair value for EUR +1.0 million.

The table below shows the key figures for ICF III at 30 September 2019:

ICF III Registered office Year of commitment Fund Size Subscribed
commitment
% DeA Capital in the
fund
Eur (€)
ICF III Italy 2014 66,950,000 12,500,000 18.67
of which:
Core Segment 34,600,000 1,000,000 2.89
Credit & Distressed Segment 17,300,000 4,000,000 23.12
Emerging Markets Segment 15,050,000 7,500,000 49.83
Residual Commitments
Total residual commitment in: Eur 2,970,843

- IDeA OF I

IDeA Opportunity Fund I Registered office: Italy Sector: Private Equity

Website: www.deacapitalaf.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 DeA Capital Alternative Funds SGR.

DeA Capital S.p.A. has a total commitment of up to EUR 92.4 million in the fund.

Brief description

IDeA OF I has total assets of approximately EUR 197 million at 30 September 2019. Its objective is to invest, independently or via syndicates with a lead investor, by purchasing qualified minority interests.

In the third quarter of 2019, considering actual liquidity needs, reduced in the light of the progress of the process of disposal of the assets in portfolio, the commitment of the fund decreased by approximately EUR 20 million, to a total of approximately EUR 197 million (compared to the original EUR 217 million). DeA Capital S.p.A.'s commitment therefore declined from EUR 101.8 million to EUR 92.4 million.

At 30 September 2019, IDeA OF I had called up 95.1% of the total commitment and distributed 96.2% of that commitment, after making nine investments (of which two were still in the portfolio at that date).

The units in IDeA OF I have a net value in the Consolidated Financial Statements at 30 September 2019 of EUR 13.7 million, with a change compared to 31 December 2018 (EUR 15.2 million) due to distributions of EUR -1.1 million and the pro-rata net loss of the fund of EUR -0.4 million.

The table below shows a breakdown of the fund's NAV at 30 September 2019:

(EUR million) Industry % share Investment date 100% DeA
Capital
Portfolio participations
Iacobucci HF Electronics Aircraft furnishing and coffee machines 34.9% September 11, 2012 6.0 2.8
Pegaso Transportation Investments (Talgo) Rail market 2.5% October 8, 2012 16.6 7.8
Total portfolio participations 22.6 10.6
Other receivables 3.8 1.8
Cash and cash equivalents 2.8 1.3
Total Net Equity 29.2 13.7

The table below shows the key figures for IDeA OF I at 30 September 2019:

IDeA OF I Registered office Year of commitment Fund Size Subscribed
commitment
% DeA Capital in the
fund
Eur (€)
IDeA Opportunity Fund I Italy 2008 196,627,400 92,395,215 46.99
Residual Commitments
Total residual commitment in: Eur 4,512,100

- IDeA EESS

IDeA Efficienza Energetica e Sviluppo Sostenibile (IDeA Energy Efficiency and Sustainable Development)

Registered office: Italy

Sector: Private Equity Website: www.deacapitalaf.com

Investment details

IDeA EESS is a closed-end fund under Italian law for qualified investors, which began operations on 1 August 2011 and is managed by DeA Capital Alternative Funds SGR.

DeA Capital S.p.A. has a total commitment of up to EUR 30.4 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 shareholdings in unlisted companies in Italy and abroad.

The fund was dedicated to investing in small and medium-sized manufacturing and service companies operating in the field of energy saving and the efficient use of natural resources. It focuses on the development of solutions that make faster and cheaper use of renewable energy sources without compromising their effectiveness in reducing CO2 emissions.

At 30 September 2019, IDeA EESS had called up 81.3% of the total commitment and distributed 79.8% of that commitment, after making nine investments (of which three were still in the portfolio at that date).

Significant events in the third quarter of 2019

On 1 July 2019, the sale of the equity investment held in Elemaster was finalised, for a sum of EUR 9.2 million with a total return equal to 1.1x the capital invested.

The units in IDeA EESS were valued at approximately EUR 6.7 million in the Consolidated Financial Statements at 30 September 2019, with a change compared to 31 December 2018 (EUR 9.3 million) due essentially to capital calls of EUR 0.2 million and distributions of EUR - 2.8 million.

The table below shows a breakdown of the fund's NAV at 30 September 2019:

(EUR million) Industry % share Investment date 100% DeA
Capital
Portfolio investments
Baglioni Design / production of compressed air tanks 41.2% February 5, 2015 5.0 1.5
Tecnomeccanica Lighting components for the automotive sector 93.6% October 27, 2016 4.5 1.4
Stalam Radiofrequency equipment for textile and food sector 90.4% November 30, 2016 4.6 1.4
Total portfolio participations 14.1 4.3
Cash and cash equivalents 8.1 2.4
Total Net Equity 22.2 6.7

Interim Management Report at 30 September 2019 27 The table below shows the key figures for IDeA EESS at 30 September 2019.

IDeA EESS Registered office Year of commitment Fund Size Subscribed
commitment
% DeA Capital in the
fund
Euro (€)
IDeA Efficienza Energetica e Sviluppo Sostenibile Italy 2011 100,000,000 30,400,000 30.40
Residual Commitments
Total residual commitment in: Eur 5,690,728

- IDeA ToI

IDeA Taste of Italy (ToI)

Registered office: Italy Sector: Private Equity

Website: www.deacapitalaf.com

Investment details

IDeA ToI is a closed-end fund under Italian law for qualified investors, which began operations on 30 December 2014 and is managed by DeA Capital Alternative Funds SGR.

DeA Capital S.p.A. has a total commitment of up to EUR 25.2 million in the fund.

Brief description

IDeA ToI, which has total assets of EUR 218.1 million, is a closed-end mutual fund under Italian law for qualified investors, which seeks to acquire minority and controlling interests mainly in small and medium-sized enterprises in Italy, either independently or with other coinvestors. The fund invests in companies operating in the agri-food sector, especially in areas involved in the production and distribution of foodstuffs and in secondary products resulting from their processing or related services.

At 30 September 2019, IDeA ToI had called up 81.7% of the total commitment and distributed 47.8% of that commitment, after making seven investments.

Significant events in the third quarter of 2019

On 1 July 2019, IDeA ToI paid a price adjustment of EUR 0.7 million for the investee Abaco, acquired on 4 June 2019, bringing the total investment to EUR 14.9 million.

On 17 September 2019, IDeA ToI increased its investment in the Alice Pizza Group by EUR 5.1 million, and thus to a total of EUR 25.7 million.

The units in IDeA ToI were valued at EUR 16.6 million in the Consolidated Financial Statements at 30 September 2019 (EUR 11.9 million at 31 December 2018). The changes were due to capital calls of EUR +5.0 million and the decrease in fair value for EUR -0.3 million.

The table below shows the key figures for IDeA ToI at 30 September 2019:

IDeA ToI Registered office Year of commitment Fund Size Subscribed
commitment
% DeA Capital in the
fund
Eur (€)
IDeA Taste of Italy Italy 2014 218,100,000 25,200,000 11.55
Residual Commitments
Total residual commitment in: Eur 4,603,970

- IDeA CCR I

IDeA Corporate Credit Recovery I (IDeA CCR I)

Registered office: Italy

Sector: Credit funds

Website: www.deacapitalaf.com

Investment details

IDeA CCR I is a closed-end fund under Italian law for qualified investors, which began operations on 23 June 2016 and is managed by DeA Capital Alternative Funds SGR.

At 30 September 2019, DeA Capital S.p.A. has a total commitment of EUR 7.7 million in the fund.

Brief description

IDeA CCR I, which has total assets of EUR 245.2 million at 30 September 2019, is a closedend mutual fund under Italian law, for qualified investors, which aims to help relaunch medium-sized Italian companies that are facing financial difficulties but have solid business fundamentals (Target Companies), sharing the profits between creditors and new investors by:

  • - proactive management of loans to the Target Companies;
  • - potential investments to be carried out via debtor-in-possession financing transactions, which means that the new investments have greater seniority than existing financial debt;
  • - "equity-style" involvement in the management of debtor companies.

The third closing of the Loans segment of the IDeA CCR I fund was finalised on 4 July 2019 for EUR 23.4 million, bringing the segment's assets up to EUR 202.5 million.

The fund is divided into two segments:

  • Loans segment, which has acquired loans and financial equity instruments relating to financing operations for the Target Companies from eight banks for a consideration of approximately EUR 202.5 million, in exchange for the allocation of units in the fund's Loans segment;
  • New Finance segment, which has obtained commitments for new finance currently totalling up to around EUR 42.7 million, which could be used for the Target Companies.

At 30 September 2019 the Loans segment is fully invested, while the New Finance segment had called up 28% of the total commitment, in respect of the units held by DeA Capital S.p.A. At the same date, the Loans segment and the New Finance segment had distributed 52.5% and 12.4% of their commitment, respectively, in respect of the units held by DeA Capital S.p.A.

The units in IDeA CCR I were valued at EUR 1.0 million in the Consolidated Financial Statements at 30 September 2019 (EUR 0.9 million at 31 December 2018). The changes were essentially due to capital calls of EUR +0.1 million.

The table below shows the key figures for the IDeA CCR I fund at 30 September 2019:

IDeA CCR I Registered office Year of commitment Fund Size Subscribed
commitment
% DeA Capital in the
fund
Euro (€)
IDeA CCR I Italy 2016 221,821,595 7,650,000 3.45
of which:
New Financing Segment 42,750,000 7,575,000 17.72
Credit Segment 179,071,595 75,000 0.04
Residual Commitments
Total residual commitment in: Eur 5,448,252

- IDeA CCR II

IDeA Corporate Credit Recovery II (IDeA CCR II)

Registered office: Italy

Sector: Credit funds

Website: www.deacapitalaf.com

Investment details

IDeA CCR II is a closed-end fund under Italian law for qualified investors, which began operations on 28 December 2017 and is managed by DeA Capital Alternative Funds SGR.

DeA Capital S.p.A. has a total commitment of EUR 15.2 million in the fund.

Brief description

IDeA CCR II, which has total assets of EUR 540.5 million at 30 September 2019, is a closedend mutual fund under Italian law, for qualified investors, which aims to help the relaunch of Italian companies that are facing financial difficulties but have solid business fundamentals (Target Companies), sharing the profits between creditors and new investors, with an approach similar to the one of the IDeA CCR I fund as described above.

In the first nine months of 2019, the fund completed the third and fourth closings of the Loans segment, bringing the segment's total assets from EUR 256.8 million to EUR 291.3 million.

The fund is divided into three parts:

  • Loans segment, which has acquired loans relating to the Target Companies from several major Italian banks for a consideration of EUR 291.3 million in exchange for the allocation of units in the fund's Loans segment;
  • New Finance segment, which has obtained commitments for new financial resources of up to around EUR 69.8 million, which could be used for the Target Companies or companies with similar characteristics;
  • Shipping segment, which has obtained loans from three fund partner banks relating to eight shipping management target companies, for a consideration in US Dollars of approximately 195 million at 30 September 2019, in exchange for the allocation of units in the fund's Shipping segment.

At 30 September 2019, the Loans and Shipping segments were fully invested, while the New Finance segment had called up 20.6% of the total commitment, in respect of the units held by DeA Capital S.p.A. At the same date the Loans segment had distributed 10.0% of its commitment in respect of the units held by DeA Capital S.p.A.

The units in IDeA CCR II were valued at EUR 3.0 million in the Consolidated Financial Statements at 30 September 2019 (EUR 1.6 million at 31 December 2018). The changes were due to capital calls of EUR +1.5 million and the decrease in fair value for EUR -0.1 million.

The table below shows the key figures for the IDeA CCR II fund at 30 September 2019:

IDeA CCR II Registered office Year of commitment Fund Size Subscribed
commitment
% DeA Capital in the
fund
Euro (€)
IDeA CCR II Italy 2017
New Financing Segment 69,750,000 15,075,000 21.61
Credit Segment 256,784,737 75,000 0.03
Shipping Segment 195,324,500
(*)
n.a. n.a.
Residual Commitments
Total residual commitment in: Eur 11,966,710

(*) Value in US Dollar

- Venture capital funds

The units in venture capital funds had a total value of approximately EUR 6.4 million in the Financial Statements at 30 September 2019 (EUR 9.0 million at 31 December 2018). The change in the period was due to distributions of EUR -0.9 million and the decrease in fair value of EUR -1.7 million.

The table below shows the key figures for venture capital funds in the portfolio at 30 September 2019.

Venture Capital Funds Registered office Year of
commitment
Fund Size Subscribed
commitment
% DeA Capital in
the 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
Pitango Venture Capital III Delaware U.S.A. 2003 417,172,000 5,000,000 1.20
Total Dollars 16,925,000
Eur (€)
Nexit Infocom 2000 Guernsey 2000 66,325,790 3,819,167 5.76
Pounds sterling (GBP)
Amadeus Capital II UK EU 2000 235,000,000 13,500,000 5.74
Residual Commitments
Total residual commitment in: Eur 3,292,348

- Shareholdings

At 30 September 2019, the DeA Capital Group was a shareholder of:

  • Kenan Investments, holder of a shareholding in Migros (valued at EUR 25.8 million);
  • IDeaMI, a special purpose acquisition company (valued at EUR 22.3 million);
  • Cellularline, the Italian leader in the development and sale of smartphone and tablet accessories (valued at EUR 6.8 million);
  • ToI Due, which holds a controlling interest in the Alice Pizza Group (valued at EUR 5.0 million);
  • Paris R2, a French vehicle that owns an office property in the Paris area (for a total investment, including shareholder loan, of EUR 1.4 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 a zero carrying value.

Consolidated Income Statement

The Group's net profit in the first nine months of 2019 was approximately EUR +6.5 million, compared with EUR +6.9 million in the same period of 2018.

Revenues and other income break down as follows:

  • - total alternative asset management fees of EUR 47.7 million (EUR 44.4 million for the corresponding period in 2018);
  • - loss from investments valued at equity of EUR -0.2 million (income of EUR +0.9 million for the corresponding period in 2018);
  • - other income and expense from investments totalling EUR +3.5 million (mainly due to the increase in the fair value of Kenan Inv./Migros for EUR +6.4 million and the performance of the alternative investment funds in the portfolio for EUR -2.2 million), compared to EUR +36.8 million in the corresponding period of 2018 (mainly related to the capital gain on the sale of the investee company Corin of the IDeA OF I fund, for EUR +51.4 million);
  • - service revenues of EUR 0.3 million (EUR 1.8 million in the corresponding period in 2018).

In the first nine months of 2019, operating costs totalled EUR 40.7 million, compared with EUR 43.5 million in the same period of 2018.

Costs in the first nine months of 2019 break down for EUR 34.7 million to alternative asset management, EUR 0.3 million to alternative investment and EUR 5.7 million to holding company activities. Note that alternative asset management costs include the effects of the amortisation of assets recorded when a portion of the purchase price of the investments in DeA Capital Real Estate SGR was allocated (EUR 0.5 million).

Financial income and expense stood at a total of EUR -0.2 million at 30 September 2019 (EUR +0.4 million in the same period in 2018).

The full tax impact in the first nine months of 2019, EUR -4.9 million (EUR -4.2 million in 2018), is the result of taxes of EUR -5.5 million due in respect of alternative asset management activities (EUR -3.0 million in 2018) offset by tax credits relating to holding company structures of EUR +0.6 million (EUR -1.2 million in 2018).

The consolidated net result of EUR +5.5 million breaks down as follows: EUR +1.9 million attributable to alternative asset management, EUR +9.0 million to alternative investment and EUR -5.4 million to holding companies/eliminations.

The Group's net result of EUR +6.5 million breaks down as follows: EUR +9.5 million attributable to alternative asset management, EUR +2.4 million to alternative investment and EUR -5.4 million to holding companies/eliminations.

Summary Consolidated Income Statement

(EUR thousand) Third quater First nine Third quater First nine
2019 months of 2019 2018 months of 2018
Alternative Asset Management fees 16,185 47,708 14,405 44,370
Income (loss) from investments valued at equity (113) (246) (573) 927
Other investment income/expense 9,368 3,527 (10,062) 36,756
Income from services 101 298 675 1,794
Other revenues and income 2 32 29 62
Other expenses and charges (* ) (14,068) (40,757) (15,412) (43,530)
Financial income and expenses 92 (226) 124 419
PROFIT/(LOSS) BEFORE TAX 11,567 10,336 (10,814) 40,798
Income tax (2,005) (4,889) (434) (4,175)
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS 9,562 5,447 (11,248) 36,623
Profit (Loss) from discontinued operations/held-for-sale assets 0 0 0 0
PROFIT/(LOSS) FOR THE PERIOD 9,562 5,447 (11,248) 36,623
- Group share 10,358 6,454 (10,255) 6,863
- Non controlling interests (796) (1,007) (993) 29,760
0.00
Earnings per share, basic (€) 0.025 0.000 0.027
Earnings per share, diluted (€) 0.025 0.000 0.027

(*) includes items "personnel costs", "service costs", "depreciation, amortization and impairment" and "other expenses"

Performance by business segment in the first nine months of 2019

Alternative
Alternative
Investment
Asset
Management
Holdings/
Eliminations
(EUR thousand) Consolidated
Alternative Asset Management fees 0 47,967 (259) 47,708
Income (loss) from investments valued at equity (112) (134) 0 (246)
Other investment income/expense 2,023 1,504 0 3,527
Other revenues and income 0 35 295 330
Other expenses and charges (318) (34,724) (5,715) (40,757)
Financial income and expenses 306 (175) (357) (226)
PROFIT/(LOSS) BEFORE TAXES 1,899 14,473 (6,036) 10,336
Income tax 0 (5,463) 574 (4,889)
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS 1,899 9,010 (5,462) 5,447
Profit (Loss) from discontinued operations/held-for-sale assets 0 0 0 0
PROFIT/(LOSS) FOR THE PERIOD 1,899 9,010 (5,462) 5,447
- Group share 2,388 9,528 (5,462) 6,454
- Non controlling interests (489) (518) 0 (1,007)

Performance by business segment in the first nine months of 2018

(EUR thousand) Alternative
Investment
Alternative
Asset
Management
Holdings/
Eliminations
Consolidated
Alternative Asset Management fees 0 45,103 (733) 44,370
Income (loss) from investments valued at equity 108 819 0 927
Other investment income/expense 38,031 (1,275) 0 36,756
Other Income 0 1,328 528 1,856
Other expenses (2,516) (36,813) (4,201) (43,530)
Financial income and expenses 430 (16) 5 419
PROFIT/(LOSS) BEFORE TAXES 36,053 9,146 (4,401) 40,798
Income tax 0 (3,020) (1,155) (4,175)
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS 36,053 6,126 (5,556) 36,623
Profit (Loss) from discontinued operations/held-for-sale assets 0 0 0 0
PROFIT/(LOSS) FOR THE PERIOD 36,053 6,126 (5,556) 36,623
- Group share 7,201 5,218 (5,556) 6,863
- Non controlling interests 28,852 908 0 29,760

Comprehensive IncomeStatement 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, reflects a net positive balance of approximately EUR +7.0 million, which refers essentially to the net profit for the period.

(EUR thousand) First nine
months of 2019
First nine
months of 2018
Profit/(loss) for the period (A) 5,447 36,623
Comprehensive income/expense which might be subsequently reclassified to the profit
(loss) for the period
Comprehensive income/expense which will not be subsequently reclassified within the
601 (213)
profit (loss) for the period (60) (8)
Other comprehensive income, net of tax (B) 541 (221)
Total comprehensive income for the period (A)+(B) 5,988 36,402
Total comprehensive income attributable to:
- Group Share
- Non Controlling Interests
6,995
(1,007)
6,645
29,757

Consolidated Statement of Financial Position

Below is the Group's Statement of Financial Position at 30 September 2019, compared with 31 December 2018.

30.9.2019 1.1.2019 restated
for IFRS 16 (*)
31.12.2018
"as reported"
(EUR thousand)
ASSETS
Non-current assets
Intangible and tangible assets
Goodwill 93,745 93,745 93,745
Intangible assets 20,354 21,023 21,023
Property, plant and equipment 14,995 16,924 854
- Building in Leasing
- Other leased assets
14,065
321
15,681
389
0
0
- Other property, plant and equipment 609 854 854
Total intangible and tangible assets 129,094 131,692 115,622
Investments
Investments at equity 16,417 20,892 20,892
Investments held by Funds at Fair Value through P&L 22,612 23,511 23,511
Other Investments at Fair Value through P&L
Funds at Fair Value through P&L
60,063
145,920
50,953
153,551
50,953
153,551
Other financial assets at Fair Value through P&L 47 36 36
Total financial Investments 245,059 248,943 248,943
Other non-current assets
Deferred tax assets 1,475 2,183 2,183
Loans and receivables 2,482 752 752
Receivables for deferment of placement costs 403 482 482
Financial receivables for leasing - non current position
Other non-current assets
1,374
4,721
1,558
4,668
0
4,668
Total other non-current assets 10,455 9,643 8,085
Total non-current assets 384,608 390,278 372,650
Current assets
Trade receivables 9,931 14,678 14,678
Financial assets at Fair Value 14,211 6,316 6,316
Financial receivables 0 500 500
Financial receivables for leasing - current position 244 240 0
Tax receivables from parent companies 1,839 374 374
Other tax receivables 3,233 15,760 15,760
Other receivables
Cash and cash equivalents
2,626
114,595
4,051
143,767
4,051
143,767
Total current assets 146,679 185,686 185,446
Total current assets 146,679 185,686 185,446
TOTAL ASSETS 531,287 575,964 558,096
SHAREHOLDERS' EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Share capital 266,612 306,612 306,612
Share premium reserve
Legal reserve
186,882
61,322
240,859
61,322
240,859
61,322
Own share reserve (10,415) (82,766) (82,766)
Fair value reserve 422 (179) (179)
Other reserves (19,382) (18,555) (18,555)
Retained earnings (losses) (41,378) (51,882) (51,882)
Profit (loss) for the year 6,454 11,070 11,070
Net equity Group 450,517 466,481 466,481
Minority interests
Shareholders' equity
24,199
474,716
39,299
505,780
39,299
505,780
LIABILITIES
Non-current liabilities
Trade payables 900 900 900
Deferred tax liabilities 6,030 6,018 6,018
End-of-service payment fund 4,990 4,637 4,637
Financial liabilities 15,183 17,909 2,859
- Financial liabilities for building in Leasing
- Other financial liabilities
13,159
2,024
15,050
2,859
0
2,859
Total non-current liabilities 27,103 29,464 14,414
Current liabilities
Trade payables 6,352 5,535 5,535
Payables to staff and social security organisations 7,333 9,122 9,122
Current tax 3,778 5,846 5,846
Other tax payables 2,406 1,256 1,256
Other payables 4,769 15,939 15,939
Short term financial payables
- Short term financial payables for building in Leasing
4,830
3,033
3,022
2,818
204
0
- Other Short term financial payables 1,797 204 204
Total current liabilities 29,468 40,720 37,902
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 531,287 575,964 558,096

(*) Figures at 31 December 2018 adjusted for the effects of the application of the new accounting standard IFRS 16 starting from 1 January 2019

Interim Management Report at 30 September 2019 38 At 30 September 2019, DeA Capital S.p.A. reported Group consolidated shareholders' equity of EUR 450.5 million, corresponding to a net asset value (NAV) of EUR 1.73 per share (compared with EUR 1.72 per share at the end of 2018, adjusted due to the distribution of an extraordinary dividend of EUR 0.12 per share in May 2019).

Consolidated net financial position

At 30 September 2019, the consolidated net financial position was EUR 111.5 million, as shown in the table below.

Net financial position
(EUR million)
30.9.2019 1.1.2019 (*) Change
Cash and cash equivalents 114.6 112.6 2.0
Financial assets at Fair Value through OCI 14.2 6.3 7.9
Financial receivables (**) 2.7 3.1 (0.4)
Non-current financial liabilities (15.2) (18.0) 2.8
Current financial liabilities (4.8) (3.0) (1.8)
TOTAL 111.5 101.0 10.5

(*) Data at 31.12.2018 restated for the application of IFRS 16 from 1.1.2019 and dividends distributed in may 2019 (**) Financial credits from Alternative Investments (3.3 € million to subsidiares and 1,4 to associated companies) are excluded; these are expressed in the portfolio investments

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 to 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 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

As far as transactions with related parties, including infra-group transactions, are concerned, note that they cannot be qualified as either atypical or unusual, as they are part of the normal business activities of Group companies. These transactions are at arm's length, taking into account the characteristics of the goods and services provided.

Other information

At 30 September 2019, the Group had 201 employees (193 at the end of 2018), including 37 senior managers, 67 middle managers and 97 clerical staff. Of these, 183 worked in alternative asset management and 18 in alternative investment/holding companies. 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 Article 36 of the Market Regulation on conditions for the listing of parent companies, companies formed or regulated by laws of non-EU countries and of major importance in the Consolidated Financial Statements, it is hereby noted that no Group company falls within the scope of the above-mentioned provision.

Furthermore, conditions prohibiting listing pursuant to Article 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 Financial Statements for the period 1 January - 30 September 2019

Consolidated Statement of Financial Position

30.9.2019 1.1.2019
restated for IFRS
16
31.12.2018
"as reported"
(EUR thousand)
ASSETS
Note
Non-current assets
Intangible and tangible assets
Goodwill 1a 93,745 93,745 93,745
Intangible assets 1b 20,354 21,023 21,023
Property, plant and equipment 1c 14,995 16,924 854
- Building in Leasing 0 14,065 15,681 0
- Other leased assets
- Other property, plant and equipment
0
0
321
609
389
854
0
854
Total intangible and tangible assets 129,094 131,692 115,622
Investments
Investments at equity 2a 16,417 20,892 20,892
Investments held by Funds at Fair Value through P&L 2b 22,612 23,511 23,511
Other Investments at Fair Value through P&L 2c 60,063 50,953 50,953
Funds at Fair Value through P&L 2d 145,920 153,551 153,551
Other financial assets at Fair Value through P&L
Total financial Investments
47
245,059
36
248,943
36
248,943
Other non-current assets
Deferred tax assets 3a 1,475 2,183 2,183
Loans and receivables 3b 2,482 752 752
Receivables for deferment of placement costs 3c 403 482 482
Financial receivables for leasing - non current position 3d 1,374 1,558 0
Other non-current assets 3e 4,721 4,668 4,668
Total other non-current assets 10,455 9,643 8,085
Total non-current assets 384,608 390,278 372,650
Current assets
Trade receivables
Financial assets at Fair Value
4a
4b
9,931
14,211
14,678
6,316
14,678
6,316
Financial receivables 4c 0 500 500
Financial receivables for leasing - current position 4d 244 240 0
Tax receivables from parent companies 4e 1,839 374 374
Other tax receivables 4f 3,233 15,760 15,760
Other receivables 4g 2,626 4,051 4,051
Cash and cash equivalents 4h 114,595 143,767 143,767
Total current assets 146,679 185,686 185,446
Total current assets
TOTAL ASSETS
146,679
531,287
185,686
575,964
185,446
558,096
SHAREHOLDERS' EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Share capital 266,612 306,612 306,612
Share premium reserve 186,882 240,859 240,859
Legal reserve 61,322 61,322 61,322
Own share reserve (10,415) (82,766) (82,766)
Fair value reserve 422 (179) (179)
Other reserves (19,382) (18,555) (18,555)
Retained earnings (losses) (41,378) (51,882) (51,882)
Profit (loss) for the year
Net equity Group
0 6,454
450,517
11,070
466,481
11,070
466,481
Minority interests 0 24,199 39,299 39,299
Shareholders' equity 5 474,716 505,780 505,780
LIABILITIES
Non-current liabilities
Trade payables 6a 900 900 900
Deferred tax liabilities 3a/6b 6,030 6,018 6,018
End-of-service payment fund
Financial liabilities
6c
6d
4,990
15,183
4,637
17,909
4,637
2,859
- Financial liabilities for building in Leasing 0 13,159 15,050 0
- Other financial liabilities 0 2,024 2,859 2,859
Total non-current liabilities 27,103 29,464 14,414
Current liabilities
Trade payables 7a 6,352 5,535 5,535
Payables to staff and social security organisations 7b 7,333 9,122 9,122
Current tax 7c 3,778 5,846 5,846
Other tax payables 7d 2,406 1,256 1,256
Other payables
Short term financial payables
7e
7f
4,769
4,830
15,939
3,022
15,939
204
- Short term financial payables for building in Leasing 0 3,033 2,818 0
- Other Short term financial payables 0 1,797 204 204
Total current liabilities 29,468 40,720 37,902
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 531,287 575,964 558,096

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

(EUR thousand) Notes Third quarter
of 2019
First nine
months of 2019
Third quarter of
2018
First nine
months of 2018
Alternative Asset management fees 8 16,185 47,708 14,405 44,370
Income from equity investments 9 (113) (246) (573) 927
Other investment income/expense 10 9,368 3,527 (10,062) 36,756
Income from services 11 101 298 675 1,794
Other income 2 32 29 62
Personnel costs 12a (7,973) (23,538) (6,938) (21,057)
Service costs 12b (3,874) (10,961) (3,891) (13,453)
Depreciation, amortization and impairment 12c (1,229) (3,621) (578) (1,797)
Other expenses 12d (992) (2,637) (4,005) (7,223)
Financial income 13a 265 780 153 633
Financial expenses 13b (173) (1,006) (29) (214)
PROFIT/(LOSS) BEFORE TAX 11,567 10,336 (10,814) 40,798
Income tax 14 (2,005) (4,889) (434) (4,175)
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS 9,562 5,447 (11,248) 36,623
Profit (Loss) from discontinued operations/held-for-sale assets 0 0 0 0
PROFIT/(LOSS) FOR THE PERIOD 9,562 5,447 (11,248) 36,623
- Group share 10,358 6,454 (10,255) 6,863
- Non controlling interests (796) (1,007) (993) 29,760
Earnings per share, basic (€) 0.025 0.025 0.027
Earnings per share, diluted (€) 0.025 0.025 0.027

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.

Performance by business segment in the first nine months of 2019

(EUR thousand) Alternative
Investment
Alternative
Asset
Management
Holdings/
Eliminations
Consolidated
Alternative Asset Management fees 0 47,967 (259) 47,708
Income (loss) from investments valued at equity (112) (134) 0 (246)
Other investment income/expense 2,023 1,504 0 3,527
Other revenues and income 0 35 295 330
Other expenses and charges (318) (34,724) (5,715) (40,757)
Financial income and expenses 306 (175) (357) (226)
PROFIT/(LOSS) BEFORE TAXES 1,899 14,473 (6,036) 10,336
Income tax 0 (5,463) 574 (4,889)
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS 1,899 9,010 (5,462) 5,447
Profit (Loss) from discontinued operations/held-for-sale assets 0 0 0 0
PROFIT/(LOSS) FOR THE PERIOD 1,899 9,010 (5,462) 5,447
- Group share 2,388 9,528 (5,462) 6,454
- Non controlling interests (489) (518) 0 (1,007)

Performance by business segment in the first nine months of 2018

(EUR thousand) Alternative
Investment
Alternative
Asset
Management
Holdings/
Eliminations
Consolidated
Alternative Asset Management fees 0 45,103 (733) 44,370
Income (loss) from investments valued at equity 108 819 0 927
Other investment income/expense 38,031 (1,275) 0 36,756
Other Income 0 1,328 528 1,856
Other expenses (2,516) (36,813) (4,201) (43,530)
Financial income and expenses 430 (16) 5 419
PROFIT/(LOSS) BEFORE TAXES 36,053 9,146 (4,401) 40,798
Income tax 0 (3,020) (1,155) (4,175)
PROFIT/(LOSS) FOR THE PERIOD FROM CONTINUING OPERATIONS 36,053 6,126 (5,556) 36,623
Profit (Loss) from discontinued operations/held-for-sale assets 0 0 0 0
PROFIT/(LOSS) FOR THE PERIOD 36,053 6,126 (5,556) 36,623
- Group share 7,201 5,218 (5,556) 6,863
- Non controlling interests 28,852 908 0 29,760

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

(Euro thousands) First nine
months of 2019
First nine
months of 2018
Profit/(loss) for the period (A) 5,447 36,623
Comprehensive income/expense which might be subsequently reclassified within
the profit (loss) for the period 601 (213)
Incomes (Losses) on financial assets at fair value
601 (213)
Comprehensive income/expense which will not be subsequently reclassified to the
profit (loss) for the period (60) (8)
Gains/(losses) on remeasurement of defined benefit plans (60) (8)
Other comprehensive income, net of tax (B) 541 (221)
Total comprehensive income for the period (A)+(B) 5,988 36,402
Total comprehensive income attributable to:
- Group Share 6,995 6,645
- Non Controlling Interests (1,007) 29,757

Consolidated Cash Flow StatementDirect Method

(EUR thousand) First nine months
of 2019
First nine months
of 2018
CASH FLOW from operating activities
Investments in funds and shareholdings (14,199) (25,887)
Capital reimbursements from funds 19,548 53,061
Sale of investments 1,000 81,261
Interest received 94 335
Interest paid 0 (28)
Cash distribution from investments 1,970 428
Realized gains (losses) on exchange rate and derivatives 1 1
Taxes paid / reimbursed (6,139) (1,451)
Dividends received 135 183
Management and performance fees received 50,458 59,837
Revenues for services 1,263 1,486
Operating expenses (34,502) (36,342)
Net cash flow from operating activities 19,629 132,884
CASH FLOW from investing activities
Acquisition of property, plant and equipment (373) (79)
Sale of property, plant and equipment 0 34
Purchase of licenses and intangible assets (420) (11)
Net cash flow from investing activities (793) (56)
CASH FLOW from financing activities
Acquisition of financial assets (7,657) (2,465)
Sale of financial assets 516 200
Cash flow from leasing contract (2,232) 0
Share capital issued 100 766
Own shares acquired 0 (3,186)
Share capital issued for Stock Option Plan 324 0
Dividends paid (37,531) (75,508)
Loans and bank loans (1,528) 442
Net cash flow from financing activities (48,008) (79,751)
CHANGE IN CASH AND CASH EQUIVALENTS (29,172) 53,077
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 143,767 127,916
Effect of change in basis of consolidation: cash and cash equivalents 0 0
CASH AND CASH EQUIVALENTS AT END OF PERIOD 114,595 180,993

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 Share
premium
reserve
Legal
reserve
Reserve of
own shares
Fair value
reserve
Other
reserves
Retained
earnings and
losses
Group Profit &
Loss
Group total Non
controlling
interests
Consolidated
shareholders'
equity
Total at 31 december 2017 "as reported" 255,670 234,713 61,322 0 77,009 (10,536) (117,095) (11,652) 489,431 95,182 584,613
Reclassification of reserve of own shares 50,942 29,084 0 (80,026) 0 0 0 0 0 0 0
Reclassification of reserve relating to shares issued costs and warrant 0 7,512 0 0 0 (7,512) 0 0 0 0 0
Total at 31 december 2017 "after reclassification" 306,612 271,309 61,322 (80,026) 77,009 (18,048) (117,095) (11,652) 489,431 95,182 584,613
Restatement for IFRS 9 application 0 0 0 0 (77,015) 0 77,015 0 0 0 0
Restatement for IFRS 15 application 0 0 0 0 0 446 0 0 446 0 446
Total at 1° January 2018 306,612 271,309 61,322 (80,026) (6) (17,602) (40,080) (11,652) 489,877 95,182 585,059
Allocation of 2017 net profit 0 0 0 0 0 0 (11,652) 11,652 0 0 0
Cost of stock options 0 0 0 0 0 485 0 0 485 0 485
Purchase of own shares 0 0 0 (3,186) 0 0 0 0 (3,186) 0 (3,186)
Treasury shares given for incentive plans 0 154 0 292 0 (296) (150) 0 0 0 0
Dividend distribution 0 (30,450) 0 0 0 0 0 0 (30,450) (2,648) (33,098)
Other changes 0 0 0 0 0 (18) 0 0 (18) (41,711) (41,729)
Total comprehensive income 0 0 0 0 (213) (5) 0 6,863 6,645 29,757 36,402
Total at 30 september 2018 306,612 241,013 61,322 (82,920) (219) (17,436) (51,882) 6,863 463,353 80,580 543,933
(EUR thousand) Share capital Share
premium
reserve
Legal
reserve
Reserve of
own shares
Fair value
reserve
Other
reserves
Retained
earnings and
losses
Group Profit &
Loss
Group total Non
controlling
interests
Consolidated
shareholders'
equity
Total at 31 december 2018 306,612 240,859 61,322 (82,766) (179) (18,555) (51,882) 11,070 466,481 39,299 505,780
Allocation of 2018 net profit 0 0 0 0 0 0 11,070 (11,070) 0 0 0
Stock option cost 0 0 0 0 0 389 0 0 389 0 389
Cancellation of own shares (40,000) (22,780) 0 62,780 0 0 0 0 0 0 0
Treasury shares given for incentive plans 0 0 0 1,525 0 (967) (234) 0 324 0 324
Dividend distribution 0 (31,197) 0 0 0 0 0 0 (31,197) (5,188) (36,385)
Other changes 0 0 0 8,046 0 (189) (332) 0 7,525 (8,905) (1,380)
Total comprehensive income (loss) 0 0 0 0 601 (60) 0 6,454 6,995 (1,007) 5,988
Total at 30 september 2019 266,612 186,882 61,322 (10,415) 422 (19,382) (41,378) 6,454 450,517 24,199 474,716

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.

Notes to the Financial Statements

Structure and content of the Interim Consolidated Financial Statements at 30 September 2019

The Interim Consolidated Financial Statements at 30 September 2019 (the "Consolidated Financial Statements") comprise the document required by Article 2.2.3 of the Stock Exchange Regulation (FTSE Italia STAR segment).

The operating results, financial position and cash flows are prepared in conformity with the evaluation and measurement criteria established by the International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB) and adopted by the European Union in accordance with the procedure laid down in Article 6 of Regulation (EC) No 1606/2002 of the European Parliament and of the Council of 19 July 2002.

The accounting principles used in the Consolidated Financial Statements do not differ substantially from those used in the Financial Statements at 31 December 2018, with the exception of those which came into force with effect from 1 January 2019 (i.e. IFRS 16).

The Consolidated Financial Statements at 30 September 2019 comprise the Consolidated Statement of Financial Position, the Consolidated Income Statement, the Consolidated Statement of Comprehensive Income (Statement of Performance), the Consolidated Cash Flow Statement, the Consolidated Statement of Changes in Shareholders' Equity and these Notes to the Financial Statements. They are also accompanied by the Interim Management Report and the Certification of the Interim Management Report.

The economic information relating to the cash flow statement refer to the first nine months of 2019 and the same period of 2018; the information relating to assets refers to 30 September 2019 and 31 December 2018, with reporting, in relation to latter date, both of the figures published and those amended in order to reflect the adoption of the accounting standards that came into force with effect from 1 January 2019 (i.e. IFRS 16). For more details, refer to the section Restatement, set out below.

The Consolidated Statement of Financial Position provides a breakdown of current and noncurrent assets and liabilities with separate reporting for those resulting from discontinued or held-for-sale operations. The Consolidated Income Statement provides a breakdown whereby costs and revenues are classified according to type. The Consolidated Cash Flow Statement is prepared using the "direct method".

Unless otherwise indicated, all tables and figures included in these Notes to the Financial Statements are reported in EUR thousand.

The accounts of the Consolidated Financial Statements are not audited by the Independent Auditors.

Statement of compliance with accounting standards

The Consolidated Financial Statements at 30 September 2019 were prepared on the assumption of business continuity and in conformity with the International Accounting Standards adopted by the European Union and endorsed by the date that this document was prepared, hereafter the International Accounting Standards or individually IAS/IFRS or collectively IFRS (International Financial Reporting Standards), as well as in compliance with Article 154-ter of Legislative Decree 58/1998, implementing the "Transparency Directive".

When preparing the Consolidated Financial Statements, all interpretations of the International Financial Reporting Interpretations Committee (IFRIC) were applied, including those previously issued by the Standing Interpretations Committee (SIC), approved by the European Union.

In accordance with the provisions of IAS/IFRS and current legislation, the Company has authorised the publication of the Interim Financial Statements at 30 September 2019 under the terms of the law.

Restatement

As a result of applying accounting standard IFRS 16 from 1 January 2019, the Financial Statements at 31 December 2018 had to be restated.

Below is a reconciliation statement between the approved Statement of Financial Position at 31 December 2018 (as reported), and the same statement revised in the light of the application of the new accounting standard IFRS 16 with effect from 1 January 2019 (in EUR thousand):

31.12.2018
"as reported"
Restatement for
the application
of IFRS 16
1.1.2019 con
applicazione
IFRS 16
(EUR thousand)
ASSETS
Note
Non-current assets
Intangible and tangible assets
Goodwill 1a 93,745 93,745
Intangible assets 1b 21,023 21,023
Property, plant and equipment 1c 854 16,070 16,924
- Building in Leasing
- Other leased assets
15,681
389
15,681
389
- Other property, plant and equipment 854 854
Total intangible and tangible assets 115,622 16,070 131,692
Investments
Investments at equity 2a 20,892 20,892
Investments held by Funds
Other Investments at Fair Value through P&L
2b
2c
23,511
50,953
23,511
50,953
Funds at Fair Value through P&L 2d 153,551 153,551
Other financial assets at Fair Value through P&L 36 36
Total financial Investments 248,943 0 248,943
Other non-current assets
Deferred tax assets 3a 2,183 2,183
Loans and receivables
Receivables for deferment of placement costs
3b
3c
752
482
752
482
Financial receivables for leasing - non current position 3d 1,558 1,558
Other non-current assets 3e 4,668 4,668
Total other non-current assets 8,085 1,558 9,643
Total non-current assets 372,650 17,628 390,278
Current assets
Trade receivables 4a 14,678 14,678
Financial assets at Fair Value 4b 6,316 6,316
Financial receivables
Financial receivables for leasing - current position
4c
4d
500 240 500
240
Tax receivables from parent companies 4e 374 374
Other tax receivables 4f 15,760 15,760
Other receivables 4g 4,051 4,051
Cash and cash equivalents 4h 143,767 143,767
Total current assets 185,446 240 185,686
Total current assets
TOTAL ASSETS
185,446
558,096
240
17,868
185,686
575,964
SHAREHOLDERS' EQUITY AND LIABILITIES
SHAREHOLDERS' EQUITY
Share capital 306,612 306,612
Share premium reserve 240,859 240,859
Legal reserve 61,322 61,322
Own share reserve (82,766) (82,766)
Fair value reserve
Other reserves
(179)
(18,555)
(179)
(18,555)
Retained earnings (losses) (51,882) (51,882)
Profit (loss) for the year 11,070 11,070
Net equity Group 466,481 0 466,481
Minority interests 39,299 39,299
Shareholders' equity 5 505,780 0 505,780
LIABILITIES
Non-current liabilities
Trade payables 6a 900 900
Deferred tax liabilities 3a/6b 6,018 6,018
End-of-service payment fund 6c 4,637 4,637
Financial liabilities 6d 2,859 15,050 17,909
- Financial liabilities for building in Leasing 14,820 14,820
- Financial liabilities for other property, plant and equipment in Leasing
- Other financial liabilities
2,859 230
0
230
2,859
Total non-current liabilities 14,414 15,050 29,464
Current liabilities
Trade payables 7a 5,535 5,535
Payables to staff and social security organisations 7b 9,122 9,122
Current tax 7c 5,846 5,846
Other tax payables
Other payables
7d
7e
1,256
15,939
1,256
15,939
Short term financial payables 7f 204 2,818 3,022
- Short term financial payables for Leasing 2,818 2,818
- Other Short term financial payables 204 204
Total current liabilities 37,902 2,818 40,720
TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 558,096 17,868 575,964

Interim Management Report

at 30 September 2019 50

Use of estimates and assumptions in preparing the Consolidated Interim Financial Statements at 30 September 2019

The Company must make assessments, estimates and assumptions that affect the application of accounting standards and the amounts of assets, liabilities, costs and revenues recorded in the financial statements. Estimates and related assumptions are based on past experience and factors deemed reasonable in the case concerned; these are used to estimate the carrying value of assets and liabilities that cannot be easily obtained from other sources. Since these are estimates, the results obtained should not necessarily be considered definitive.

These estimates and assumptions are reviewed regularly. Any changes resulting from revisions of accounting estimates are reported in the period in which the revision takes place if they involve that period only; if the revision involves current and future periods, the change is reported in the period in which the revision takes place and in future periods.

While stressing that the use of reasonable estimates is an essential part of preparing the Consolidated Financial Statements at 30 September 2019, note that this use of estimates is particularly significant with reference to the valuations of the assets and shareholdings in the investment portfolio.

An estimate may be adjusted as a result of changes in the circumstances on which it was based, or as a result of new information. Any change in the estimate is applied prospectively and has an impact on the results for the period in which the change occurred, and potentially on those in future periods.

As allowed by IAS/IFRS, the preparation of the Consolidated Financial Statements at 30 September 2019 required the use of significant estimates by the Company's management, especially with regard to the valuations at fair value of the investment portfolio (equity investments and funds).

These fair values are calculated by directors based on their best judgement and estimation using the knowledge and evidence available at the time that the Consolidated Financial Statements at 30 September 2019 are prepared. However, due to objective difficulties in making assessments and the absence of a liquid market, the values assigned to such assets could differ, and in some cases significantly, from those that could actually be obtained when the assets are sold.

For a more detailed description of the most important valuation processes for the Group, refer to the Consolidated Financial Statements at 31 December 2018.

Scope of consolidation

At 30 September 2019, the following companies came under the scope of consolidation of the DeA Capital Group (changed compared to December 2018 for the inclusion of DeACapital Real Estate Iberia S.L.):

Company Registered office Currency Share capital % holding Consolidation method
DeA Capital S.p.A. Milan, Italy Eur 266,612,100 Holding
DeA Capital Alternative Funds SGR S.p.A. Milan, Italy Eur 1,200,000 100.00% Full consolidation
IDeA OF I Milan, Italy Eur - 46.99% Full consolidation
DeA Capital Partecipazioni S.p.A. Milan, Italy Eur 600,000 100.00% Full consolidation
DeA Capital Real Estate SGR S.p.A. Rome, Italy Eur 16,757,557 100.00% Full consolidation
DeA Capital Real Estate France S.A.S. Paris, France Eur 100,000 70.00% Full consolidation
DeACapital Real Estate Iberia S.L. Madrid, Spain Eur 100,000 73.00% Full consolidation
YARD Group Milan, Italy Eur 617,450 43.60% Equity accounted (Associate)
IDeA Efficienza Energetica e Sviluppo Sostenibile Milan, Italy Eur - 30.40% Equity accounted (Associate)
Venere Rome, Italy Eur - 27.27% Equity accounted (Associate)

Interim Management Report at 30 September 2019 51

Notes on the Consolidated Statement of Financial Position

NON-CURRENT ASSETS

Non-current assets stood at EUR 384.6 million at 30 September 2019 (compared with EUR 372.7 million at 31 December 2018, or EUR 390.3 million taking into account the increase of EUR 17.6 million associated with the application, from 1 January 2019, of IFRS 16).

1aGoodwill

This item, standing at EUR 93.7 million at 30 September 2019 (unchanged compared with 31 December 2018), refers to the goodwill recorded with regard to the acquisitions of DeA Capital Alternative Funds SGR (EUR 31.3 million) and IFIM/FIMIT SGR (now DeA Capital Real Estate SGR) for EUR 62.4 million.

1bIntangible assets

Intangible assets stand at EUR 20.4 million at 30 September 2019 (EUR 21.0 million at 31 December 2018), after having deducted amortisation and depreciation for the period of EUR - 0.9 million. The item mainly includes customer relationships and intangible assets associated with variable fees which come from the allocation of the residual value of FIMIT SGR at the (reverse) merger date into FARE SGR (now DeA Capital Real Estate SGR). At 30 September 2019 these intangible assets identified as customer relationships and intangible assets associated with variable fees are valued at EUR 0.2 million (EUR 0.6 million at 31 December 2018) and EUR 19.1 million (unchanged compared to 31 December 2018), respectively.

1cTangible assets

Tangible assets stood at EUR 15.0 million at 30 September 2019 (compared with EUR 0.9 million at 31 December 2018, or EUR 16.9 million taking into account the increase of EUR 16.1 million associated with the application, from 1 January 2019, of IFRS 16), after deducting amortisation and depreciation for the period of EUR -2.7 million.

Specifically, following the application of IFRS 16, the following rights of use were recorded under tangible assets:

  • to lease vehicles;
  • to properties, namely the Group companies registered offices and specifically the property at Via Brera 21 in Milan, which since 2013 has been leased to the DeA Capital Group, and the office in Rome of DeA Capital Real Estate SGR.

The rights of use of the property at Via Brera 21 in Milan for the portion pertaining to the Group companies are recorded under the item "Tangible assets", while the share pertaining to De Agostini Group companies are recorded under the item "Non-current lease financial receivables" and "Current lease financial receivables".

2Financial investments and other non-current assets

Financial investments in companies and funds constitute the Group's typical activities. These investments rose from EUR 248.9 million at 31 December 2018 to EUR 245.1 million at 30 September 2019.

2aInvestments in associates

This item, which totalled EUR 16.4 million at 30 September 2019 (EUR 20.9 million at 31 December 2018), relates to the following assets:

  • - units in the IDeA EESS fund for a value of EUR 6.7 million (compared with EUR 9.3 million at 31 December 2018). The change during the period was essentially due to the net distributions of capital undertaken during the period;
  • - units in the Venere fund for a value of EUR 3.4 million (compared with EUR 5.7 million at 31 December 2018). The change during the period was due to the net distributions of capital undertaken and the loss for the period;
  • - the investment in YARD for a value of EUR 6.3 million (compared with EUR 5.9 million at 31 December 2018, with the change being attributable to the loss for the period).

The table below provides details of the investments held in associates at 30 September 2019 by sector of activity.

(EUR million) Alternative
Investment
Alternative
Asset
Management
Total
IDeA EESS fund 6.7 0.0 6.7
Venere fund 1.1 2.3 3.4
YARD group 0.0 6.3 6.3
Total 7.8 8.6 16.4

2bInvestments held by funds measured at fair value through P&L

This item, totalling EUR 22.6 million at 30 September 2019 (compared with EUR 23.5 million at 31 December 2018) breaks down as follows:

(EUR million) 30.9.2019 31.12.2018
Participations in Portfolio
Iacobucci HF Electronics 6.0 6.0
Pegaso Transportation Investments (Talgo) 16.6 17.5
Investments at Fair Value through P&L 22.6 23.5
Total Participations in Portfolio 22.6 23.5

At 30 September 2019, as at 31 December 2018, the DeA Capital Group holds minority interests, through the IDeA OF I fund, in Iacobucci HF Electronics and Pegaso Transportation Investments (Talgo).

2cInvestments held in other companies measured at fair value through P&L

At 30 September 2019, the DeA Capital Group was a minority shareholder in Kenan Investments (the holder of an investment in Migros), Cellularline, the special purpose acquisition company (SPAC) IDeaMI and ToI Due (which holds an investment in Alice Pizza), and other minor equity investments.

At 30 September 2019, this item was EUR 60.1 million, compared with EUR 51.0 million at 31 December 2018.

The table below provides a breakdown of shareholdings in other companies at fair value through profit or loss at 30 September, by area of activity:

(EUR million) Alternative
Investment
Alternative
Asset
Management
Total
Kenan Investments 25.8 0.0 25.8
Cellularline 6.7 0.0 6.7
IDeaMI 22.3 0.0 22.3
ToI Due 5.0 0.0 5.0
Minority interests 0.3 0.0 0.3
Total 60.1 0.0 60.1

The stake in Kenan Investments (indirectly corresponding to approximately 4.0% of Migros' capital, i.e. 23.2% of Migros' capital via the Group's investment in Kenan Investments) is recorded in the Consolidated Financial Statements at 30 September 2019 at EUR 25.8 million (compared with EUR 19.4 million at 31 December 2018). The increase compared with 31 December 2018 (EUR +6.4 million) is due to the increase in fair value, due to the combined effect of the rise in the price per share (TRY 20.76 per share at 30 September 2019, versus TRY 14.90 per share at 31 December 2018), only partly offset by the devaluation of the Turkish lira against the euro (6.16 TRY/EUR at 30 September 2019, versus 6.06 TRY/EUR at 31 December 2018).

2dFunds measured at fair value through P&L

The item Funds measured at fair value through P&L relates essentially to investments in units of 3 funds of funds (IDeA I FoF, ICF II and ICF III with 3 sub-funds), 4 thematic funds (IDeA ToI, IDeA Agro, IDeA CCR I and IDeA CCR II), 5 venture capital funds and 10 real estate funds, totalling EUR 145.9 million in the Consolidated Financial Statements at 30 September 2019 (compared with EUR 153.6 million at 31 December 2018).

The table below illustrates the change in the first nine months of 2019 of the funds measured at fair value through P&L:

(EUR thousand) Balance at
1.1.2019
Increases (Capital
call/Purchase)
Decreases
(Capital
distribution/
Disposals)
Fair value
adjustment
Translation
effect
Balance at
30.9.2019
Venture capital funds 8,970 0 (808) (1,732) 12 6,442
IDeA I FoF 33,129 367 (4,868) (1,246) 0 27,382
ICF II 31,305 185 (2,297) 1,053 0 30,246
ICF III 10,393 1,028 0 1,008 0 12,429
IDeA ToI 11,878 5,027 0 (299) 0 16,606
IDeA CCR I 925 60 (11) 3 0 977
IDeA CCR II 1,611 1,453 (8) (67) 0 2,989
IDeA Agro 16 296 (0) (16) 0 295
Santa Palomba 441 83 0 (12) 0 512
DeA Capital Real Estate SGR funds 54,654 248 (8,608) 1,520 0 47,814
DeA Capital Alternative Funds SGR funds 229 14 (16) 0 0 228
Total funds 153,551 8,761 (16,616) 212 12 145,920

The table below provides a breakdown of the funds in the portfolio at 30 September 2019 by area of activity:

(EUR million) Alternative
Investment
Alternative
Asset
Management
Total
Venture capital funds 6.4 0.0 6.4
IDeA I FoF 27.4 0.0 27.4
ICF II 30.2 0.0 30.2
ICF III 12.4 0.0 12.4
IDeA ToI 16.6 0.0 16.6
IDeA CCR I 1.0 0.0 1.0
IDeA CCR II 3.0 0.0 3.0
IDeA Agro 0.3 0.0 0.3
Santa Palomba 0.5 0.0 0.5
DeA Capital Real Estate SGR funds 0.0 47.9 47.9
DeA Capital Alternative Funds SGR funds 0.0 0.2 0.2
Total funds 97.8 48.1 145.9

3a Deferred tax assets

The balance of deferred tax assets includes the value of deferred tax assets, excluding deferred tax liabilities, where they can be offset. Deferred tax assets stood at EUR 1.5 million at 30 September 2019 (compared with EUR 2.2 million at 31 December 2018).

3b Loans and receivables

This item totalled EUR 2.5 million at 30 September 2019 compared with EUR 0.8 million at 31 December 2018. The increase for the period refers primarily to the loan of EUR 1.4 million granted to Paris R2 (a vehicle that owns an office property located in Paris). The balance at 30 September 2019 also includes the loan to the associate YARD following the sale to the latter of a 100% interest in SPC by DeA Capital Partecipazioni (for EUR 0.5 million, unchanged compared with 31 December 2018) and financial receivables from employees (of EUR 0.5 million, compared with EUR 0.3 million at 31 December 2018).

3c – Receivables for the deferral of placement charges

This item amounted to EUR 0.4 million at 30 September 2019 (EUR 0.5 million at 31 December 2018) and refers to the placement costs of the IDeA Taste of Italy fund, recorded because they are pertinent to the duration of the residual life of the fund; these costs will be gradually "released" in the Income Statement over the years until the anticipated maturity date of the IDeA Taste of Italy fund.

3d Financial receivables for non-current leases

This item, which stood at EUR 1.4 million at 30 September 2019, is entirely attributable to the restatement carried out in the light of the application of the new accounting standard IFRS 16 from 1 January 2019, and refers to the receivable due to DeA Capital S.p.A. from De Agostini Group companies for the use of spaces in the property at Via Brera 21 in Milan, recorded under "Leased buildings" in tangible assets, for the share pertaining to the DeA Capital Group.

3e Other non-current assets

This item, which totalled EUR 4.7 million at 30 September 2019 (in line with the figure at 31 December 2018), included EUR 3.8 million relating to the receivable from the IDeA OF I fund for the sale of 1% of Manutencoop (EUR 3.7 million at 31 December 2018).

CURRENT ASSETS

Current assets stood at EUR 146.7 million at 30 September 2019, compared with EUR 185.4 million at 31 December 2018, or EUR 185.7 million taking into account the increase of associated with the application, from 1 January 2019, of IFRS 16.

4a Trade receivables

At 30 September 2019, trade receivables amounted to EUR 9.9 million, down from EUR 14.7 million at 31 December 2018 (with the change during the period being attributable mainly to the collection of fees by the funds managed).

The balance refers mainly to the receivables of DeA Capital Real Estate SGR and DeA Capital Alternative Funds SGR for EUR 9.7 million in total at 30 September 2019 (EUR 14.6 million at 31 December 2018), relating essentially to the receivables due from the funds managed for fees accrued, but not yet collected.

4b Financial assets measured at fair value

At 30 September 2019, the item "Financial assets measured at fair value" stood at EUR 14.2 million compared with EUR 6.3 million at 31 December 2018 and refers to:

  • the portfolio of government bonds and corporate bonds, held by DeA Capital Alternative Funds SGR for EUR 6.1 million (EUR 6.3 million at 31 December 2018);
  • the portfolio of CCT, held by DeA Capital Real Estate SGR, as an investment on behalf of the regulatory capital for EUR 8.1 million (zero at 31 December 2018, as the investment was made in 2019).

4c Financial receivables

The balance of this item at 30 September 2019 is zero.

The balance at 31 December 2018 of EUR 0.5 million refers to the short-term portion of the receivable from the associate YARD following the sale to the latter of a 100% interest in SPC by DeA Capital Partecipazioni. It is noted that the receivable was fully collected in January 2019.

4d Financial receivables for current leases

This item, which stood at EUR 0.2 million at 30 September 2019, is entirely attributable to the restatement carried out in the light of the application of the new accounting standard IFRS 16 from 1 January 2019, and refers to the receivable due to DeA Capital S.p.A. from De Agostini Group companies for the use of spaces in the property at Via Brera 21 in Milan, recorded under "Leased buildings" in tangible assets, for the share pertaining to the DeA Capital Group.

4e Tax receivables relating to the tax consolidation scheme due from Parent Companies

This item totalled EUR 1.8 million at 30 September 2019 (EUR 0.4 million at 31 December 2018) and relates to the receivable from the Parent Company De Agostini S.p.A. for participation in the Group's tax consolidation scheme.

4f Other tax receivables

These receivables stood at EUR 3.2 million at 30 September 2019 (EUR 15.8 million at 31 December 2018). This item mainly includes the payments on account for IRAP and IRES, tax withholdings incurred on interest, IRES credited to be carried over, as well as VAT credits.

4g Other receivables

This item, EUR 2.6 million at 30 September 2019 compared with EUR 4.1 million at 31 December 2018, mainly includes receivables relating to the management of VAT positions with regard to the funds managed by DeA Capital Real Estate SGR, as well as credits for guarantee deposits, advances to suppliers, accrued income and other receivables.

4h Cash and cash equivalents (bank deposits and cash)

This item refers to bank deposits and cash, inclusive of accrued interest, and totalled EUR 114.6 million at 30 September 2019 compared with EUR 143.8 million at 31 December 2018.

Please see the Consolidated Cash Flow Statement for further information on changes to this item.

SHAREHOLDERS' EQUITY

5 Shareholders' equity

o 7,096

Group shareholders' equity

At 30 September 2019, Group shareholders' equity was EUR 450.5 million, compared with EUR 466.5 million at 31 December 2018. The decrease in Group shareholders' equity in the first nine months of 2019, totalling EUR -16.0 million, is mainly attributable to:

  • the extraordinary dividend distributed by DeA Capital S.p.A. (EUR -31.2 million);
  • the effect of the use of treasury shares as consideration for the acquisition of 100% of DeA Capital Real Estate SGR (EUR +8.0 million);
  • the result of the Statement of Performance IAS 1 (EUR +7.0 million).

Minority interest shareholders' equity

At 30 September 2019, Minority interest shareholders' equity was EUR 24.2 million (compared with EUR 39.3 million at 31 December 2018). This item primarily relates to the shareholders' equity attributable to minorities resulting from the line-by-line consolidation of the IDeA OF I fund.

The total decrease of EUR -15.1 million compared with the balance at 31 December 2018 includes the effects of the acquisition by the DeA Capital Group of the interest previously held by minority unitholders in DeA Capital Real Estate SGR.

NON-CURRENT LIABILITIES

Non-current liabilities stood at EUR 27.1 million at 30 September 2019 (compared with EUR 14.4 million at 31 December 2018, or EUR 29.5 million taking into account the increase of EUR 15.1 million associated with the application, from 1 January 2019, of IFRS 16).

6a Payables to suppliers

At 30 September 2019 this item totalled EUR 0.9 million (unchanged compared with 31 December 2018) and refers to the payable associated with the launch of the Agro Fund.

6b Deferred tax liabilities

At 30 September 2019, this item totalled EUR 6.0 million (essentially unchanged compared to 31 December 2018), and specifically includes the liabilities for deferred taxes of DeA Capital Real Estate SGR (EUR 5.6 million, unchanged compared to the balance at 31 December 2018) composed in full of the offsetting item relating to the deferred tax of intangible assets from variable fees recorded in the assets.

6c End-of-service payment fund

At 30 September 2019 this item totalled EUR 5.0 million (compared with EUR 4.6 million at 31 December 2018); the end-of-service payment comes under defined-benefit plans and was therefore valued by applying the actuarial methodology.

6d Financial liabilities

This item stood at EUR 15.2 million at 30 September 2019 (compared with EUR 2.9 million at 31 December 2018, or EUR 17.9 million taking into account the increase of EUR 15.1 million associated with the application, from 1 January 2019, of IFRS 16). The item at 30 September 2019 refers:

  • for EUR 13.2 million to the financial debt, recorded following the application of IFRS 16 from 1 January 2019, related to the lease agreements for vehicles in use, and the leasing of the Group company offices (specifically the property at Via Brera 21 in Milan and the Rome office of DeA Capital Real Estate SGR);
  • for EUR 1.7 million to the variable price component (earn-out) relating to the purchase by the DeA Capital Group of the units previously held by INPS in DeA Capital Real Estate SGR (this amount is essentially unchanged compared with the balance at 31 December 2018);
  • for EUR 0.3 million to the variable price component (earn-out) relating to the purchase by the DeA Capital Group of the units previously held by Fondazione Carispezia in DeA Capital Real Estate SGR (zero at 31 December 2018).

CURRENT LIABILITIES

Current liabilities stood at EUR 29.5 million at 30 September 2019 (compared with EUR 37.9 million at 31 December 2018, or EUR 40.7 million taking into account the increase of EUR 2.8 million associated with the application, from 1 January 2019, of IFRS 16).

7a Payables to suppliers

Payables to suppliers stood at EUR 6.4 million at 30 September 2019 compared with EUR 5.5 million at 31 December 2018. Trade payables do not accrue interest and are settled, on average, within 30 to 60 days.

7b Payables in respect of staff and social security organisations

At 30 September 2019 this item stood at EUR 7.3 million, compared with EUR 9.1 million at 31 December 2018 and mainly relates to the payable in respect of staff for leave not taken and bonuses and for payables to welfare institutions.

7c Current tax payables

This item totalled EUR 3.8 million at 30 September 2019 (EUR 5.8 million at 31 December 2018) and mainly relates to the payable to the Parent Company De Agostini S.p.A. for the participation of DeA Capital S.p.A. and DeA Capital Alternative Funds SGR in the tax consolidation scheme. The item also includes payables to the tax authorities for current taxes of DeA Capital Real Estate SGR.

7d Other tax payables

At 30 September 2019, other tax payables totalled EUR 2.4 million, compared with EUR 1.3 million at 31 December 2018. Specifically, at 30 September 2019 this balance included:

  • - the VAT payable of DeA Capital Real Estate SGR totalling EUR 1.8 million (the amount recorded under "Other tax payables" was EUR 10.9 million at 31 December 2018);
  • - tax payables for withholdings on employee and independent contractor income paid by the due date after the end of the third quarter of 2019, equal to EUR 0.5 million (EUR 1.2 million at 31 December 2018).

7e Other payables

Other payables stood at EUR 4.8 million at 30 September 2019, compared with EUR 15.9 million at 31 December 2018, and relate for EUR 4.5 million (EUR 15.9 million at 31 December 2018) to DeA Capital Real Estate SGR and specifically to the payables relating to the management VAT positions with regard to the funds managed by said asset management company.

7f Short-term financial payables

This item stood at EUR 4.8 million at 30 September 2019 (compared with EUR 0.2 million at 31 December 2018, or EUR 3.0 million taking into account the increase of EUR 2.8 million associated with the application, from 1 January 2019, of IFRS 16). The item at 30 September 2019 refers:

  • for EUR 3.0 million to the financial debt, recorded following the application of IFRS 16 from 1 January 2019, related to the lease agreements for vehicles in use, and the leasing of the Group company offices (specifically the property at Via Brera 21 in Milan and the Rome office of DeA Capital Real Estate SGR);
  • for EUR 1.5 million to the variable price component (earn-out) relating to the purchase by the DeA Capital Group of the units previously held by INPS in DeA Capital Real Estate SGR (this amount is essentially unchanged compared with the balance at 31 December 2018);
  • for EUR 0.3 million to the variable price component (earn-out) relating to the purchase by the DeA Capital Group of the units previously held by Fondazione Carispezia in DeA Capital Real Estate SGR (zero at 31 December 2018).

Notes on the Consolidated Income Statement

8Alternative asset management fees

In the first nine months of 2019, alternative asset management fees were EUR 47.7 million, compared with EUR 44.4 million in the corresponding period in 2018.

These fees mainly relate to management fees paid to DeA Capital Real Estate SGR and DeA Capital Alternative Funds SGR (see table below) for the funds that they manage.

(EUR million) First nine months of
2019
First nine months
of 2018
DeA Capital Real Estate SGR 29.1 30.4
DeA Capital Alternative Funds SGR * 17.8 14.0
DeA Capital Real Estate France S.A.S. 0.8 0.0
Total management fees from Alternative Asset Management 47.7 44.4

(*) Net of intercompany management fees to IDeA OF I, which is consolidated on a line-by-line basis

9Income from investments valued at equity

This item includes income from the associates valued at equity for the period.

The item, EUR -0.2 million in the first nine months of 2019 compared with EUR +0.9 million in the first nine months of 2018, is primarily attributable pro-rata to the result of the equity investments in:

  • YARD (EUR +0.1 million in the first nine months of 2019, compared with EUR +0.7 million in the first nine months of 2018);
  • Venere (EUR -0.4 million in the first nine months of 2019, compared with EUR +0.2 million in the first half of 2018).

10Other investment income/expense

Other net income realised on investments in shareholdings and in funds stood at EUR +3.5 million in the first nine months of 2019, compared with EUR +36.8 million in the corresponding period of 2018. The item mainly refers to:

  • - the recovery of the investment in Kenan/Migros totalling EUR +6.4 million, attributable to the increase in fair value, due to the combined effect of the rise in the price per share (TRY 20.76 per share at 30 September 2019, versus TRY 14.90 per share at 31 December 2018), only partly offset by the devaluation of the Turkish lira against the euro (6.16 TRY/EUR at 30 September 2019, versus 6.06 TRY/EUR at 31 December 2018);
  • - the fair value adjustment of venture capital funds for EUR -1.7 million;
  • - the fair value adjustment of the investment in Pegaso Transportation Investments (Talgo) for EUR -0.9 million.

In the first nine months of 2018 the item referred primarily to:

  • - the capital gain on the sale, closed in July 2018, of the investment in Corin Orthopaedics Holding Limited for a total of EUR 51.4 million;
  • - the write-down of the investment in Kenan/Migros totalling EUR -25.9 million, attributable to the decrease in fair value, due to the combined effect of the fall in the price per share (TRY 16.18 per share at 30 September 2018, versus TRY 27.56 per share at 31 December 2017) and the devaluation of the Turkish lira against the euro (7.08 TRY/EUR at 30 September 2018, versus 4.55 TRY/EUR at 31 December 2017);
  • - the fair value adjustment of the alternative investment funds for EUR +9.1 million.

11Service revenues

This item amounted to EUR 0.3 million in the first nine months of 2019 (EUR 1.8 million in the corresponding period of 2018, which included revenues attributable to the SPC business sold at the end of 2018).

12aPersonnel costs

The total cost of personnel stood at EUR 23.5 million in the first nine months of 2019 (EUR 21.1 million in the corresponding period of 2018). Details of personnel costs and the comparison with the corresponding period of 2018 are given below:

(EUR thousand) First nine months of
2019
First nine months
of 2018
Salaries and wages 13,662 12,714
Social security charges 4,172 3,781
Board of directors' fees 3,468 2,136
Performance shares cost 389 485
End-of-service payment fund 886 871
Other personnel costs 961 1,070
Total 23,538 21,057

12bService costs

Service costs stood at EUR 11.0 million in the first nine months of 2019 (EUR 13.5 million in the corresponding period of 2018). Details of service costs and the comparison with the corresponding period of 2018 are given below:

(EUR thousand) First nine months of
2019
First nine months
of 2018
Administrative, Tax Legal consultancy and other costs 5,568 5,536
Fees to corportae bodies 409 440
Ordinary maintenance 149 153
Travel expenses 554 607
Utilities and general expenses 795 834
Third-party rental, royalties and leasing 675 2,781
Bank charges 42 43
Books, stationery and conferences 169 189
Commission expenses 664 820
Other expenses 1,936 2,050
Total 10,961 13,453

12cDepreciation, amortisation and impairment losses

Depreciation, amortisation and impairment losses stood at EUR 3.6 million in the first nine months of 2019 (EUR 1.8 million in the corresponding period of 2018). In 2019 this item includes depreciation, amortisation and impairment losses totalling EUR 2.2 million, relating to assets recognised in application of IFRS 16.

Specifically, following the application of IFRS 16 from 1 January 2019, the following rights of use were recorded under tangible assets:

  • to leased vehicles;
  • to properties, namely the Group companies registered offices and specifically the property at Via Brera 21 in Milan, which, since 2013, has been leased to the DeA Capital Group, and the office in Rome of DeA Capital Real Estate SGR.

12dOther costs

Other costs stood at EUR 2.6 million in the first nine months of 2019 (EUR 7.2 million in the corresponding period of 2018).

In the first nine months of 2019 the item referred primarily to:

  • the write-down of receivables for management fees of DeA Capital Real Estate SGR for EUR -1.3 million (EUR -1.9 million in the first nine months of 2018);
  • non-deductible, pro-rata VAT on costs of DeA Capital Real Estate SGR totalling EUR -1.1 million (unchanged compared to the result in the first nine months of 2018).

In the first nine months of 2018 the item also included an accrual to the provision for risks for a fund in portfolio of DeA Capital Real Estate SGR for EUR -2.7 million (zero in the first nine months of 2019).

13Financial income (expense)

In the first nine months of 2019 financial income totalled EUR +0.8 million (EUR +0.6 million in the corresponding period of 2018) and financial expense stood at EUR -1.0 million (EUR -0.2 million in the corresponding period of 2018).

13aFinancial income

Below is the breakdown of the financial income in the first nine months of 2019 and the comparison with the corresponding period of 2018:

(EUR thousand) First nine months of
2019
First nine months
of 2018
Interest incomes 416 352
Exchange gains 364 281
Total 780 633

13bFinancial charges

Below is the breakdown of the financial expense in the first nine months of 2019 and the comparison with the corresponding period of 2018:

(EUR thousand) First nine months of
2019
First nine months
of 2018
Interest expenses
Exchange losses
358
337
61
124
Other 311 29
Total 1,006 214

In 2019, financial charges include interest expense on leases totalling EUR -0.3 million relating to the financial debt recognised in application of IFRS 16.

14Income tax

Income tax amounted to EUR -4.9 million in the first nine months of 2019 (EUR -4.2 million in the corresponding period of 2018).

Below is the breakdown of income tax in the first nine months of 2019 and the comparison with the corresponding period of 2018:

(EUR thousand) First nine months of
2019
First nine months
of 2018
Current taxes:
- Income from tax consolidation scheme 1,073 218
- IRES (3,739) (5,471)
- IRAP (1,682) (1,104)
- Other tax 0 (3)
Total current taxes (4,348) (6,360)
Deferred taxes for the period:
- Charges for deferred/prepaid taxes (560) 2,162
- Income from deferred/prepaid taxes 19 23
Total deferred taxes (541) 2,185
Total income tax (4,889) (4,175)

Other information

Transactions with parent companies, subsidiaries and related parties

Transactions with related parties

Transactions with related parties, including those with other Group companies, were carried out in accordance with the Procedure for Related-Party Transactions adopted by the Company with effect from 1 January 2011, in accordance with the provisions of the Regulation implemented pursuant to Article 2391-bis of the Italian Civil Code by means of Consob Resolution 17221 of 12 March 2010, as amended.

In the first nine months of 2019, the Company did not carry out any atypical or unusual transactions with related parties, only those that are part of the normal business activities of Group companies. It also did not carry out any "significant transactions" as defined in the above-mentioned procedure.

Transactions with related parties during the first nine months of 2019 were concluded at arm's length, taking into account the nature of the goods and/or services offered.

With regard to transactions with parent companies, note the following:

1) DeA Capital S.p.A. signed a service agreement with the controlling shareholder, De Agostini S.p.A., for the latter to provide operating services in administration, finance, control, investor relations, legal, corporate, tax and institutional and press relations services.

This agreement, which is tacitly renewed each year, is priced at market rates, and is intended to allow the Company to maintain a streamlined organisational structure in keeping with its development policy, while obtaining sufficient operational support.

At the same time, on 1 January 2013, DeA Capital S.p.A. signed an "Agreement to sub-let property for intended use other than residential use" with the controlling shareholder, De Agostini S.p.A. The agreement relates to parts of a building located at Via Brera 21, Milan, comprising spaces for office use, warehousing and car parking.

This agreement, which is renewable every six years after an initial term of seven years, is priced at market rates.

2) DeA Capital S.p.A., DeA Capital Partecipazioni, DeA Capital Alternative Funds SGR and DeA Capital Real Estate SGR have adopted the national tax consolidation scheme of the De Agostini Group (the Group headed by De Agostini S.p.A.). This option was exercised jointly by each company and De Agostini S.p.A. through the signing of the "Regulation for participation in the national tax consolidation scheme for companies in the De Agostini Group" and by notifying the tax authorities of this option pursuant to the terms and conditions laid down by law. The option is irrevocable unless the requirements for applying the scheme are not met.

The option is irrevocable for DeA Capital S.p.A. for the three-year period 2017- 2019, for DeA Capital Partecipazioni for the three-year period 2019-2021, for DeA Capital Alternative Funds SGR for the three-year period 2018-2020 and for DeA Capital Real Estate SGR for the three-year period 2019-2021.

3) In order to allow more efficient use of liquidity and the activation of credit lines with potentially better terms and conditions compared with those that may be obtained from banks, DeA Capital S.p.A. has signed a framework agreement (the Framework Agreement) with the Parent Company De Agostini S.p.A. for the provision of short-term intercompany loans/deposits.

Deposit/financing operations within this Framework Agreement shall be activated only subject to verification that the terms and conditions, as determined from time to time, are advantageous, and will be provided on a revolving basis, and with maturities of not more than three months. The Framework Agreement has a duration of one year and is tacitly renewed each year.

The amounts involved in the deposit/financing operations will, however, always be below the thresholds defined for "transactions of lesser importance" pursuant to Consob Regulation 17221/2010 (Transactions with Related Parties) and the internal Procedure for Related-Party Transactions adopted by DeA Capital S.p.A.

Note that there were no deposit/financing operations between DeA Capital S.p.A. and De Agostini S.p.A. arising from the above-mentioned Framework Agreement.

Lastly, the Company did not hold, purchase or dispose of shares of related-party companies in the first nine months of 2019.

Significant events after the end of the period and outlook

SIGNIFICANT EVENTS AFTER THE END OF THE PERIOD

In performance of the agreements entered into on 31 July 2019, the following acquisitions were completed on 5/6 November 2019:

  • the NPL management business unit of Quaestio Capital, including the management of the Atlante fund and Italian Recovery Fund, with assets under management of EUR 2,353 million (for an outlay of EUR 12.2 million);
  • the relative majority interest (approximately 38.8%) in Quaestio Holding, which holds 100% of Quaestio SGR; following the sale of the NPL management business, Quaestio SGR shifted its focus to investment solutions for institutional investors ("Asset Management"), with assets under management of over EUR 7,500 million (for an outlay at closing of EUR 14.1 million, considering the warrants purchased).

The ownership structure of Quaestio Holding following the above is as follows:

  • - DeA Capital S.p.A. with a 38.82% interest;
  • - Fondazione Cariplo, with a 34.01% interest;
  • - Other institutional investors (Cassa Italiana di Previdenza ed Assistenza dei Geometri Liberi Professionisti - Italian Welfare and Assistance Fund for Freelance Surveyors, Cassa di Risparmio di Forlì Foundation and Direzione Generale Opere Don Bosco) with an overall stake of 27.17%.

With reference to the Quaestio Holding operation, it should be noted that the agreements provide for a post-closing price adjustment based on net financial position and income on the sale of assets other than Asset Management.

Moreover, a new five-year shareholders' agreement between the shareholders of Quaestio Holding was also signed establishing the corporate governance structure for the Quaestio Group.

OUTLOOK

The outlook for the business is that it will continue to focus on developing the Asset Management Platform, with the short-term goal of reaching full implementation of the acquisitions mentioned above.

Specifically, the DeA Capital Group intends to consolidate its strategic positioning in the NPL / UTP segments – extremely current and attractive to investors – as well as to integrate operations with investment solutions and capital allocation strategies with greater added value.

In Alternative Investment, work will continue on the valorisation of the investments in portfolio, while also taking advantage of the available capital to support the initiatives launched by the Asset Management Platform according to a sponsorship/co-investment approach.

In terms of its capital position, DeA Capital S.p.A. will continue to maintain a solid financial structure, ensuring that shareholders receive attractive cash returns, primarily dividends, based on the available liquidity.

Certification of the Interim Management Report at 30 September 2019

Certification of the Interim Management Report at 30 September 2019 (pursuant to Article 154-bis of Legislative Decree 58/98)

Manolo Santilli, the Manager responsible for preparing the Company's accounts, hereby declares, pursuant to Article 154-bis, paragraph 2 of the Consolidated Finance Act (TUF), that the financial information contained in this document accurately represents the figures in the Company's accounting records.

Milan, 7 November 2019

Manolo Santilli

Manager responsible for preparing the Company's accounts