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Emak

Quarterly Report May 12, 2017

4407_ir_2017-05-12_2677fb05-3a0b-4181-a3a6-49c1f1c56a96.pdf

Quarterly Report

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Interim report at 31.03.2017

Emak S.p.A. • Via Fermi, 4 • 42011 Bagnolo in Piano (Reggio Emilia) ITALY Tel. +39 0522 956611 • Fax +39 0522 951555 - [email protected] • www.emak.it Capitale Sociale Euro 42.623.057,10 Interamente versato • Registro delle Imprese N. 00130010358 • R.E.A. 107563 Registro A.E.E. IT08020000000632 • Registro Pile/Accumulatori IT09060P00000161 Meccanografico RE 005145 • C/C Postale 11178423 • Partita IVA 00130010358 • Codice Fiscale 00130010358

Contents

Organizational chart of Emak Group 3
Corporate Bodies of Emak S.p.A. 4
Main economic and financial figures for the Group 5
Directors' report 6
Comments on economic figures 6
Statement of financial position analysis 7
Highlights of the consolidated financial statement broken down by operating segment for the first quarter 2017 .10
Comments on interim results by operating segment 10
Business outlook 11
Subsequent events 11
Others informations12
Definitions of alternative performance indicators 12
Consolidated Financial Statements 13
Consolidated Income Statement 13
Statement of consolidated financial position14
Statement of change in consolidated equity between 31st December 2016 and 31st March 2017. 15
Comments on the financial statements16
Declaration of the executive in charge of preparing the accounting statements pursuant to the rules of Article 154-
bis, paragraph 2 of Legislative Decree no. 58/199818

Organizational chart of Emak Group

Valley Industries LLP is consolidated at 100% as a results of the "Put and Call Option Agreement" that governs the purchase of the 10% remaining.

Lemasa is consolidated at 100% as a results of the "Put and Call Option Agreement" that governs the purchase of the 30% remaining.

P.T.C. S.r.l. is consolidated at 100% as a results of the "Put and Call Option Agreement" that governs the purchase of the 10% remaining.

Comet do Brasil Investimentos Ltda is owned for 99.63% by Comet S.p.A .and 0.37% by P.T.C. S.r.l.

Corporate Bodies of Emak S.p.A.

The Ordinary General Meeting of the Shareholders of the Parent Company, Emak S.p.A. on 22 April 2016 appointed the Board of Directors and the Board of Statutory Auditors for the financial years 2016-2018 and conferred also the engagement for the independent audit for the financial years 2016-2024.

Board of Directors

Chairman and Chief Executive Officer Fausto Bellamico
Deputy Chairman Aimone Burani
Executive Director Stefano Slanzi
Lead Independent Director Massimo Livatino
Independent Directors Alessandra Lanza
Elena Iotti
Directors Francesca Baldi
Ariello Bartoli
Luigi Bartoli
Paola Becchi
Giuliano Ferrari
Vilmo Spaggiari
Guerrino Zambelli
Marzia Salsapariglia
Audit Committee and Remuneration Committee
Chairman Massimo Livatino
Components Alessandra Lanza
Elena Iotti
Board of Statutory Auditors
Chairman Paolo Caselli
Acting auditors Gianluca Bartoli
Francesca Benassi
Alternate auditor Maria Cristina Mescoli
Federico Cattini
Independent Auditor Deloitte & Touche S.p.A.
Financial Reporting Officer Aimone Burani
Supervisory Body as per Legislative Decree 231/01
Chairman Sara Mandelli
Acting member Roberto Bertuzzi

Main economic and financial figures for the Group

Income statement (€/000)

Year 2016 1Q 2017 1Q 2016
391,879 Revenues from sales 119,204 114,271
40,479 EBITDA before non ordinary expenses (*) 17,291 15,743
39,469 EBITDA
(*)
17,291 15,743
21,869 EBIT 14,241 12,742
17,683 Net profit 9,250 7,322

Investment and free cash flow (€/000)

Year 2016 1Q 2017 1Q 2016
12,159 Investment in property, plant and equipment 3,478 2,910
2,386 Investment in intangible assets 674 475
35,283 Free cash flow from operations
(*)
12,300 10,323

Statement of financial position (€/000)

31.12.2016 31.03.2017 31.03.2016
261,751 Net capital employed 292,018 298,952
(80,083) Net debt (100,896) (125,081)
181,668 Total equity 191,122 173,871

Other statistics

Year 2016 1Q 2017 1Q 2016
10.1% EBITDA / Net sales (%) 14.5% 13.8%
5.6% EBIT / Net sales (%) 11.9% 11.2%
4.5% Net profit / Net sales (%) 7.8% 6.4%
8.4% EBIT / Net capital employed (%) 4.9% 4.3%
0.44 Debt / Equity 0.53 0.72
1,686 Number of employees at period end 1,716 1,694

Share information

Year 2016 1Q 2017 1Q 2016
0.108 Earnings per share (€) 0.056 0.045
163,934,835 Number of shares comprising share capital 163,934,835 163,934,835
163,537,602 Average number of oustanding shares 163,537,602 163,537,602

(*) See section "Definitions of alternative performance indicators"

Directors' report

Comments on economic figures

Revenues from sales

Emak Group achieved a consolidated turnover of € 119,204 thousand in the first quarter, compared to € 114,271 thousand of last year, an increase of 4.3%. The improvement is due to organic growth for 3.5% and positive currency effect for 0.8%.

EBITDA

EBITDA for the first quarter 2017 amounts to € 17,291 thousand (14.5% of sales), compared to € 15,743 thousand (13.8 % of sales) for the corresponding quarter of the previous year, increasing by 9.8%.

The increase in the result for the period is mainly due to the growth in turnover that generated a positive operating leverage. Personnel and operating costs are in line with the same period of the previous year. The average number of employees in the workforce of the Group was 1,886, substantially in line compared to 1,888 in the first quarter of 2016.

EBIT

EBIT for the first quarter 2017 is € 14,241 thousand with an incidence of 11.9% of revenues, compared to € 12,742 thousand (11.2% of sales) for the same quarter of last year.

Depreciation and amortization are € 3,050 thousand, compared to € 3,001 thousand in the same period of the previous year.

Non-annualized EBIT as a percentage of net invested capital is 4.9%, compared to 4.3% of the same period of the previous year.

Net profit

Net profit for the first quarter 2017 is € 9,250 thousand, against € 7,322 thousand for the same quarter of the previous year, increasing by 26.3%.

The result of financial management benefited from the decrease in the expanses associated with the Group's lower debt compared to the same period of the previous year. In the first quarter of 2016, higher fees were booked for € 360 thousand relating to the price adjustment for the acquisition of S.I.Agro Mexico.

Currency management in the first quarter 2017 was negative for € 371 thousand, in line with negative balance of € 363 thousand for the same period last year.

The tax rate amounted to 29.8%, decreased compared to 32% in the same period last year, influenced by the reduction of the tax rate to 24% IRES for Italian companies, in force from 2017.

Statement of financial position analysis

31.12.2016 Thousand of Euro 31.03.2017 31.03.2016
116,128 Net non-current assets (*) 118,823 113,418
145,623 Net working capital (*) 173,195 185,534
261,751 Total net capital employed 292,018 298,952
180,173 Equity attributable to the Group 189,554 172,490
1,495 Equity attributable to non controlling interests 1,568 1,381
(80,083) Net debt (100,896) (125,081)

(*) See section "Definitions of alternative performance indicators"

Net non-current assets

During first nine month of 2017 Emak Group invested € 4,152 thousand in property, plant and equipment and intangible assets, as follows:

  • € 947 thousand for product innovation;
  • € 1,403 thousand for adjustment of production capacity and for process innovation;
  • € 723 thousand for upgrading the computer network system;
  • € 999 thousand for construction of the new parent company's R&D center and modernization of industrial buildings;
  • € 80 thousand for other investments in operating activities.

Investments broken down by geographical area are as follows:

  • € 2,655 thousand in Italy;
  • € 473 thousand in Europe;
  • € 537 thousand in the Americas;
  • € 487 thousand in the Rest of the World.

Net working capital

Net working capital, compared to 31 December 2016, increases by € 27,572 thousand, from € 145,623 thousand to € 173,195 thousand.

The following table shows the change in net working capital of the first quarter of 2017 compared with the same period last year:

€/000 3M 2017 3M 2016
Net working capital at 01 January 2017 145,623 154,508
Increase/(decrease) in inventories 1,748 6,492
Increase/(decrease) in trade receivables 36,836 33,393
(Increase)/decrease in trade payables (6,893) (6,110)
Change for acquisition of company branch A1 Mist
Sprayers Resources
58 0
Other changes (4,177) (2,749)
Net working capital at 31 March 2017 173,195 185,534

The increase in net working capital compared to December 31, 2016 is consistent with the seasonality of sales of the Group, concentrated mostly in the first six months of the year. Compared to the same period of the previous financial year there is a decrease mainly due to more efficient inventory management.

Net financial position

The net financial position amounts to 100,896 thousand Euro at March 31, 2016 against 80,083 thousand Euro at December 31, 2016.

Below are the movements in net debt in the three months of 2017 compared with the same period last year:

€/000 1Q 2017 1Q 2016
Opening NFP (80,083) (99,383)
Ebitda 17,291 15,743
Financial income and expenses (739) (1,618)
Income from/(expenses on) equity investment 46 0
Exchange gains and losses (371) (363)
Income taxes (3,927) (3,439)
Cash flow from operations, excluding changes in operating
assets and liabilities
12,300 10,323
Changes in operating assets and liabilities (27,522) (31,715)
Cash flow from operations (15,222) (21,392)
Changes in tangible and intangible assets (3,597) (3,831)
Other equity changes (67) (123)
Changes from exchange rates and translation reserve (54) (352)
Change for acquisition of business A1 Mist Sprayers
Resources
(1,873) 0
Closing NFP (100,896) (125,081)

Cash flow from operations net of taxes amounted to € 12,300 thousand in the quarter, an increase compared to € 10,323 thousand for the same period last year. Cash flow from operations was negative for € 15,222 thousand compared to a negative value of € 21,392 thousand in the same period of the previous financial year. Value, although decreasing, is affected by the seasonality of the Group's business, which implies an increase in net working capital at the beginning of the year.

The net financial position is made up as follows:

Net financial position 31/03/2017 31/12/2016 31/03/2016
A. Cash 21,439 32,545 22,050
B. Other cash at bank and on hand (held-to-maturity investments) - - -
C Financial instruments held for trading - - -
D. Liquidity funds (A+B+C) 21,439 32,545 22,050
E. Current financial receivables 525 545 811
F. Current payables to banks (28,582) (11,833) (27,189)
G. Current portion of non current indebtedness (31,415) (32,862) (37,559)
H Other current financial debts (2,998) (2,469) (1,848)
I. Current financial indebtness (F+G+H) (62,995) (47,164) (66,596)
J Current financial indebtness, net (I+E+D) (41,031) (14,074) (43,735)
K. Non-current payables to banks (55,271) (63,249) (73,383)
L Bonds issued - - -
M. Other non-current financial debts (13,771) (12,858) (16,026)
N. Non-current financial indebtness (K+L+M) (69,042) (76,107) (89,409)
O. Net indebtness (J+N) (110,073) (90,181) (133,144)
P. Non current financial receivables 9,177 10,098 8,063
Q. Net financial position (O+P) (100,896) (80,083) (125,081)

The net financial position includes financial liabilities for the purchase of the remaining shares of the minority investments and for the adjustment of acquisition transactions with deferred payment subject to contractual restrictions, in the amount of € 14,139 thousand related to the following companies:

  • Valley LLP for € 1,537 thousand;
  • P.T.C S.r.l for € 203 thousand;
  • Lemasa for € 12,306 thousand;
  • Company branch A1 Mist Sprayers Resources for € 93 thousand.

Short-term financial payables mainly consist of:

  • account payables and account advances;
  • loan repayments falling due by 31.03.2018;
  • amounts due to other providers of finance falling due by 31.03.2018;
  • debt for equity investments in the amount of € 1,630 thousand.

Equity

Total equity is equal to 191,122 thousand Euro against 181,668 thousand Euro at 31 December 2016. Earnings per share at 31 March 2017 is equal to 0.056 Euro compared to Euro 0.045 Euro in the previous year.

On 31 December 2016 the company held 397,233 treasury shares in portfolio number for the equivalent of € 2,029 thousand Euro.

From 1 January 2017 to 31 March 2017 Emak S.p.A. did not buy or sell treasury shares, for which the inventory and value are unchanged from December 31, 2016.

Highlights of the consolidated financial statement broken down by operating segment for the first quarter 2017

OUTDOOR POWER
EQUIPMENT
PUMPS AND HIGH
PRESSURE WATER
JETTING
COMPONENTS AND
ACCESSORIES
Other not allocated /
Netting
Consolidated
€/000 31.03.2017 31.03.2016 31.03.2017 31.03.2016 31.03.2017 31.03.2016 31.03.2017 31.03.2016 31.03.2017 31.03.2016
Sales to third parties 52,468 53,435 30,195 28,508 36,541 32,328 - - 119,204 114,271
Intersegment sales 457 386 546 557 2,398 2,022 - 3,401 - 2,965
Revenues from sales 52,925 53,821 30,741 29,065 38,939 34,350 - 3,401 - 2,965 119,204 114,271
Ebitda 4,883 5,858 5,234 4,652 8,058 6,010 - 884 - 777 17,291 15,743
Ebitda/Total Revenues % 9.2% 10.9% 17.0% 16.0% 20.7% 17.5% 14.5% 13.8%
Operating profit 3,472 4,373 4,493 3,980 7,160 5,166 - 884 - 777 14,241 12,742
Operating profit/Total Revenues % 6.6% 8.1% 14.6% 13.7% 18.4% 15.0% 11.9% 11.2%
Net financial expenses -
739 -
1,618
Profit befor tax 13,177 10,761
Income taxes 3,927 3,439
Net profit 9,250 7,322
Net profit/Total Revenues% 7.8% 6.4%
STATEMENT OF FINANCIAL POSITION
Net debt 36,852 50,355 52,646 56,428 12,191 19,133 - 793 - 835 100,896 125,081
Shareholders' Equity 182,412 180,723 41,102 32,606 50,222 43,123 - 82,614 - 82,581 191,122 173,871
Total Shareholders' Equity and Net
debt
219,264 231,078 93,748 89,034 62,413 62,256 - 83,407 - 83,416 292,018 298,952
Net non-current assets (*) 133,163 129,262 47,299 46,389 19,722 19,135 - 81,361 - 81,368 118,823 113,418
Net working capital 86,101 101,816 46,449 42,645 42,691 43,121 - 2,046 - 2,048 173,195 185,534
Total net capital employed 219,264 231,078 93,748 89,034 62,413 62,256 - 83,407 - 83,416 292,018 298,952

(*) The net non-current assets of the Outdoor Power Equipment area includes the amount of Equity investments for 81,150 thousand Euro

OTHER STATISTICS
Number of employees at period end 799 801 392 381 518 505 7 7 1,716 1,694
OTHER INFORMATIONS
Amortization, depreciation and
impairment losses
1,411 1,485 741 672 898 844 3,050 3,001
Investment in property, plant and
equipment and in intangible assets
1,382 970 1,224 1,483 1,546 932 4,152 3,385

Note: Starting with the 2016 Annual Financial Report, the Group reports its results by analyzing data by business area. In order to make the comparison with the previous year homogeneous, revenues were reclassified on the basis of individual business units

Comments on interim results by operating segment

The table below shows the breakdown of "sales to third parties" in the first nine months in 2017 by business sector and geographic area, compared with the same period last year.

OUTDOOR POWER EQUIPMENT PUMPS AND
HIGH PRESSURE WATER JETTING
COMPONENTS AND
ACCESSORIES
TOTAL
€/000 1Q 2017 1Q 2016 Var. % 1Q 2017 1Q 2016 Var. % 1Q 2017 1Q 2016 Var. % 1Q 2017 1Q 2016 Var. %
Europe 44,489 44,435 0.1% 13,470 12,819 5.1% 24,402 20,652 18.2% 82,361 77,906 5.7%
Americas 2,992 2,426 23.3% 13,877 13,110 5.9% 8,598 8,048 6.8% 25,467 23,584 8.0%
Asia, Africa and Oceania 4,987 6,574 -24.1% 2,848 2,579 10.4% 3,541 3,628 -2.4% 11,376 12,781 -11.0%
Total 52,468 53,435 -1.8% 30,195 28,508 5.9% 36,541 32,328 13.0% 119,204 114,271 4.3%

Outdoor Power Equipment

The sales on the European market are in line with the same period last year, with markets of Eastern Europe that offset the decline in Western European countries. The result recorded in the Americas area reflects the growth in Latin American markets. The result recorded in Asia, Africa and Oceania was mainly due to lower sales in the Middle East markets.

EBITDA was affected by lower sales volumes and an unfavorable product-market mix. Personnel costs and other operating costs were overall in line with the same period of the previous year.

Pumps and High Pressure Water Jetting

The increase in sales in Italy and in Western European countries has contributed to the good result of the European area. Sales growth in the Americas area was driven by good results on the Brazilian and Mexican markets.

The Asia, Africa and Oceania region saw the good performance of Asian and North African markets.

EBITDA benefited from the increase in sales and the reduction in operating costs and an increase in margins resulting from a favorable mix effect on sales.

Components and Accessories

Europe has seen a general growth in sales, especially in Western European countries. In the Americas there was an increase in the US market mainly due to sales of accessories for brushcutters. In South America there was good growth thanks to good sales performance of agricultural components and accessories. In Asia, Africa and Oceania, sales were in line with the same period.

EBITDA improvement in the segment is linked to the leverage resulting from the increase in sales.

Business outlook

Given the good overall results achieved in the quarter, the Group estimates organic growth of the year-end turnover of 3% -4%, with the positive contribution of all sectors. The Group will also continue to implement useful activities for more efficient business management, including the ERP transformation project. Particular attention will be given to the integration of upcoming acquisition of Lavorwash, which will be consolidated from the closing date.

Subsequent events

Acquisizione dell'83,1% del Gruppo Lavorwash

On May 10, 2017 the subsidiary Comet S.p.A. signed a binding contract for the acquisition of 83.1% of the Lavorwash Group by Zenith S.p.A. (of the Lanfredi family) and the Migliari family.

Lavorwash, headquartered in Pegognaga (MN), is a Group active in the design, production and marketing of a wide range of both hobby and professional machines for the cleaning sector such as high pressure washers, vacuum cleaners, floor scrubbers. Lavorwash Group has manufacturing facilities in Italy, China and Brazil, and distributing subsidiaries in Spain, France, Great Britain, Poland and China. In 2016, based on the due diligence, Lavorwash Group had a turnover of € 70 million, with an adjusted EBITDA of € 9.5 million and a net profit of € 5.8 million. By the end of 2016 the company had a positive net financial position of around € 17 million.

Payment of the consideration for the acquisition of 83.1% of the capital will take place at the closing, scheduled for July 3, 2017, on the basis of a provisional price determined at € 54.8 million, which will be corrected on the basis of the results achieved on June 30, 2017.

A further 14.7% stake held by Zenith S.p.A. and Migliari family is regulated by a put and call option agreement to be exercised in 2020, at a price calculated on the basis of the results obtained in the period 2018-2019. The remaining 2.2% will remain in the possession of the current Lavorwash minority shareholders.

Lavorwash Group's activity is strongly complementary to the activities of the Emak Group's Pump and High-Pressure Water Jetting segment.

The operation sees, as a fundamental aspect for future value creation for the Emak Group, the implementation of a commercial and productive synergy plan that Comet and Lavorwash have identified and intend to jointly develop from closing.

This acquisition will accelerate the growth of the Group in the Pump and High Pressure Water Jetting segment thanks to the expansion and completion of the range of products in the cleaning sector, offering greater opportunities to consolidate market shares on historic customers and acquire new ones. "

In the medium-long term, the acquisition will enable to optimize the productive structure of the division Pumps and High Pressure Water Jetting, through the reorganization of the factories on the basis of the type of product, making the plants more efficient and focused.

Put&Call Option extension minority purchase Valley Industries LLP

On May 5, 2017 has been extended for 12 months, the agreement with the minority shareholders "Savage Investments" for the deferment of the exercise of the put and call options on the remaining minority stake of 10%, due in the first half of 2017.

Others informations

Significant operations: derogation from disclosure obligations

The Company has resolved to make use, with effect from 31 January 2013, of the right to derogate from the obligation to publish the informative documents prescribed in the event of significant merger, demerger, share capital increase through the transfer of goods in kind, acquisition and disposal operations, pursuant to art. 70, paragraph 8, and art. 71, paragraph 1-bis of Consob Issuers Regulations, approved with resolution no. 11971 of 4/5/1999 and subsequent modifications and integrations.

Definitions of alternative performance indicators

Below are reported, in accordance with recommendation CESR/05-178b published on November 3, 2005, the criteria used for the construction of key performance indicators that management considers necessary to the monitoring the Group performance.

  • EBITDA before non ordinary expanses: is obtained by deducting at EBITDA the impact of charges for litigation, expenses related to M&A transaction, and revenue for government grants and restructuring charges.
  • EBITDA: calculated by adding the items "Net profit" plus "Amortization, depreciation and impairment losses".
  • FREE CASH FLOW FROM OPERATIONS: calculated by adding the items "Net profit" plus "Amortization, depreciation and impairment losses".
  • NET WORKING CAPITAL: include items "Trade receivables", "Inventories", current non financial "other receivables" net of "Trade payables" and current non financial "other payables".
  • NET NON-CURRENT ASSETS: include non-financial "Non current assets" net of non-financial "Noncurrent liabilities"

Consolidated Financial Statements

Consolidated Income Statement

Thousand of Euro

FY 2016 CONSOLIDATED INCOME STATEMENT 1 Q 2017 1 Q 2016
391,879 Revenues from sales 119,204 114,271
2,589 Other operating incomes 618 600
(12,116) Change in inventories 1,719 7,579
(198,172) Raw materials, consumable and goods (64,842) (67,670)
(73,039)
(71,672)
Personnel expenses
Other operating costs and provisions
(19,819)
(19,589)
(19,401)
(19,636)
(17,600) Amortization, depreciation and impairment losses (3,050) (3,001)
21,869 Operating profit 14,241 12,742
7,105 Financial income 460 342
(6,056) Financial expenses (1,199) (1,960)
3,407 Exchange gains and losses (371) (363)
205 Income from/(expenses on) equity investment 46 -
26,530 Profit befor taxes 13,177 10,761
(8,847) Income taxes (3,927) (3,439)
17,683 Net profit (A) 9,250 7,322
(88) (Profit)/loss attributable to non controlling interests (125) (13)
17,595 Net profit attributable to the Group 9,125 7,309
0.108 Basic earnings per share 0.056 0.045
0.108 Diluted earnings per share 0.056 0.045
FY 2016 CONSOLIDATED STATEMENT OF OTHER 1 Q 2017 1 Q 2016
COMPREHENSIVE INCOME
17,683 Net profit (A) 9,250 7,322
(190) Profits/(losses) deriving from the conversion of foreign company
accounts
271 (1,877)
(137) Actuarial profits/(losses) deriving from defined benefit plans (*) 0 0
1 Income taxes on OCI (*) 0 0
(326) Total other components to be included in the
comprehensive income statement (B)
271 (1,877)
17,357 Total comprehensive income for the perdiod (A)+(B) 9,521 5,445
(88) Comprehensive net profit attributable to non controlling (140) 47
interests
17,269 Comprehensive net profit attributable to the Group 9,381 5,492

(*) Items will not be classified in the income statement

Statement of consolidated financial position

Thousand of Euro

31.12.2016 ASSETS 31.03.2017 31.03.2016
Non-current assets
61,651 Property, plant and equipment 62,444 60,128
8,380 Intangible assets 8,509 8,142
52,241 Goodwill 53,977 53,248
230 Equity investments in other companies 230 730
3,955 Equity investments in associates 4,001 -
7,370 Deferred tax assets 6,889 8,203
10,098 Other non current financial assets 9,177 8,063
63 Other receivables 63 72
143,988 Total non-current assets 145,290 138,586
Current assets
127,362 Inventories 129,205 144,852
96,940 Trade and other receivables 134,992 131,885
4,791 Current tax assets 3,634 4,103
468 Other financial assets 510 658
77 Derivative financial instruments 15 153
32,545 Cash and cash equivalents 21,439 22,050
262,183 Total current assets 289,795 303,701
406,171 TOTAL ASSETS 435,085 442,287
31.12.2016 SHAREHOLDERS' EQUITY AND LIABILITIES 31.03.2017 31.03.2016
Shareholders' Equity
180,173 Shareholders' Equity of the Group 189,554 172,490
1,495 Non-controlling interest 1,568 1,381
181,668 Total Shareholders' Equity 191,122 173,871
Non-current liabilities
76,107 Loans and borrowings due to banks and other lenders 69,042 89,409
6,391 Deferred tax liabilities 6,195 5,639
9,137 Employee benefits 8,912 8,944
1,566 Provisions for risks and charges 1,604 1,612
668 Other non-current liabilities 579 912
93,869 Total non-current liabilities 86,332 106,516
Current liabilities
77,849 Trade and other payables 86,465 87,948
4,184 Current tax liabilities 7,380 5,704
46,770 Loans and borrowings due to banks and other lenders 62,388 65,796
394 Derivative financial instruments 607 800
1,437 Provisions for risks and charges 791 1,652
130,634 Total current liabilities 157,631 161,900
406,171 TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES 435,085 442,287

Statement of change in consolidated equity between 31st December 2016 and 31st March 2017.

SHARE
PREMIUM
OTHER RESERVES RETAINED EARNINGS EQUITY
Thousand of Euro SHARE
CAPITAL
Legal
reserve
Revaluation
reserve
Cumulative
translation
adjustment
Reserve
IAS 19
Other
reserves
Retained
earnings
Net profit
of the
period
TOTAL
GROUP
ATTRIBUTABLE
TO MINORITY
INTERESTS
TOTAL
Balance at 31.12.2015 42,519 40,529 2,361 1,138 6,882 (832) 30,900 34,649 8,846 166,992 1,496 168,488
Profit reclassification 348 4,410 (8,846) (4,088) (89) (4,177)
Other changes
Net profit for the period (190) (136) 17,595 17,269 88 17,357
Balance at 31.12.2016 42,519 40,529 2,709 1,138 6,692 (968) 30,900 39,059 17,595 180,173 1,495 181,668
Profit reclassification 17,595 (17,595) 0 (67) (67)
Other changes 0
Net profit for the period 256 9,125 9,381 140 9,521
Balance at 31.03.2017 42,519 40,529 2,709 1,138 6,948 (968) 30,900 56,654 9,125 189,554 1,568 191,122
The share capital is show
n net of the nominal value of treasury shares in the portfolio amounted to € 104 thousand
The share premium reserve is stated net of the premium value of treasury shares amounting to € 1,925 thousand

Comments on the financial statements

This interim report has been prepared under disclosure continuity, comparability, international best practice and transparency to the market. Despite the lack of legal obligation, the Board of Directors of Emak S.p.A. has in fact decided, also because of his membership in the STAR segment of the MTA, to continue in drafting and systematic publication of quarterly reports, in compliance with art. 2.2.3, paragraph 3, letter. a) of the Regulation of Markets organized and managed by Borsa Italiana S.p.A. . The reports are made available to the public in the usual forms of deposit at the registered office, the company website and the "eMarket Storage storage mechanism". What above as of now complies with the imminent entry into force of the provisions laid down in the amended Article. 82-ter of CONSOB Regulation for Issuers resolutions no. And No. 11971/1999. 19770/2016.

In relation to the above, it is confirmed that the accounting principles and policies adopted by the Group in preparing the quarterly consolidated financial statements are consistent with those adopted in the consolidated financial statements at 31 December 2016.

In this interim report IAS 19 is not applied as far as the quantification of changes in actuarial gains accrued in the period is concerned. In addition, in the context of disclosure of synthetic and essential character, are not observed all the detailed requirements of IAS 34, whenever it is assessed that its application does not bring meaningful information.

It should be noted that:

  • when it has not been possible to obtain invoices from suppliers for the provision of consulting and other services, a reasonable estimate of these costs has been made on the basis of the stage of completion of the work;
  • current and deferred taxes have been calculated using the tax rates applied in the current year in the individual countries of operation;
  • the quarterly report is not subject to audit;
  • all amounts are expressed in thousands of euros, unless otherwise specified.
31.12.2016 Amount of foreign for 1 Euro Average 3 M 2017 31.03.2017 Average 3 M 2016 31.03.2016
0.86 GB Pounds (UK) 0.86 0.86 0.77 0.79
7.32 Renminbi (China) 7.34 7.36 7.21 7.35
4.41 Zloty (Poland) 4.32 4.23 4.37 4.26
1.05 Dollar (Usa) 1.06 1.07 1.10 1.14
14.46 Zar (South Africa) 14.08 14.24 17.46 16.79
28.74 Uah (Ukraine) 28.84 28.92 28.35 29.84
3.43 Real (Brazil) 3.35 3.38 4.30 4.12
10.66 Dirham (Morocco) 10.71 10.73 10.82 10.96
21.77 Mexican Pesos (Mexico) 21.62 20.02 19.90 19.59
704.95 Chilean Pesos (Chile) 698.14 711.48 773.17 763.86

Exchange rates used to translation of financial statements in foreign currencies:

Scope of consolidation

Compared to 31 December 2016 there were no changes scope of consolidation.

Compared to 31 March 2016 the consolidated financial statements include the economic and financial data of the newly formed PTC Waterblasting LLC.

Significant, non-recurring transactions or atypical, unusual transactions

Acquisition of A1 Mist Sprayers Resoursces Inc. activities

On January 27, the US subsidiary Valley Industries LLP (segment Pumps and High Pressure Water Jetting) acquired assets, brand and client portfolio of A1 Mist Sprayers Resources for a consideration of \$ 2 million. The acquired business generated in 2016 about \$ 3 million in revenue with an EBITDA of around 20%. The expected contribution of the new business will be lower on the Group's revenues, considering the fact that Valley was already a major supplier of A1 Mist Sprayers Resources. Most significant will be the estimated intake on profitability.

With this transaction, Valley will expand its product offering with a new range of sprayers to apply to quad, and pick up the third point of small tractors. The company will also expand its distribution network from a territorial point of view and distribution channels as well as its technical expertise on the use of the sprayer.

The fair value of assets and liabilities subject to business combination with effect of 27 January 2017, the price paid and the financial cost are detailed below:

Fair Value Fair value of
€/000 Book values adjustments acquired assets
Non-current assets
Tangible fixed assets 334 - 334
Intangible fixed assets 10 - 10
Current assets
Inventories 94 - 94
Current liabilities
Trade and other payables (36) - (36)
Total net assets acquired 402 - 402
% interest held 100%
Net equity acquired 402
Goodwill 1,472
Post closing acquisition price 1,873
Purchase price paid 1,780
Deferred price 93

Based on the provisions of IFRS 3, the difference between the price paid and the corresponding share of equity has been allocated as goodwill given the coincidence between the fair value and book value of the merged company.

Bagnolo in Piano (RE), May 12, 2017

On behalf of the Board of Directors

The Chairman

Fausto Bellamico

Declaration of the executive in charge of preparing the accounting statements pursuant to the rules of Article 154-bis, paragraph 2 of Legislative Decree no. 58/1998

The executive in charge of preparing corporate accounting statements of EMAK S.p.A. Aimone Burani, based on his own knowledge,

certifies,

in accordance with the second paragraph of Art. 154-bis, of Italian Legislative Decree No. 58 of 24 February 1998, that the accounting information contained in the Quarterly Report at 31 March 2017, examined and approved today by the Board of Directors of the company, corresponds with the accounting documents, ledgers and records.

Faithfully, Bagnolo in Piano (RE), May 12, 2017

Aimone Burani Executive in charge of preparing the accounting statements

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