AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Eurotech

Quarterly Report Nov 13, 2019

4469_rns_2019-11-13_5a91e9b2-f99d-451d-8ef5-aa0e19e3e2d4.pdf

Quarterly Report

Open in Viewer

Opens in native device viewer

This document has been translated into English for the convenience of readers outside Italy. The original Italian document should be considered the authoritative version.

Date of issue: 13 November 2019 This report is available online in the Investors section of www.eurotech.com

EUROTECH S.p.A. Registered offices: Via Fratelli Solari 3/A, Amaro (Udine), Italy Share capital: €8,878,946 fully paid in Tax code and Udine Company Register no.: 01791330309

Corporate Bodies 4
Performance highlights 5
Revenues by business line6
Summary of the results
6
Information for shareholders 7
The Eurotech Group 8
Summary of performance in the third quarter of 2019 and business outlook 10
Introduction
10
Reporting policies10
Operating performance in the period11
Financial statements and explanatory notes 13
Consolidated income statement13
Consolidated statement of comprehensive income15
Consolidated statement of financial position 16
Consolidated statement of changes in Equity
17
Net financial position 18
Net working capital 18
Cash flows 19
A –
Eurotech Group business
20
B –
Basis of consolidation
20
C -
Revenues21
D –
Costs of raw & auxiliary materials and consumables used23
E –
Service costs23
F –
Payroll costs23
G –
Other provisions and costs
24
H –
Other revenues
24
I -
Depreciation,
amortization and impairment
24
J –
Financial income and expenses
24
K –
Income taxes25
L –
Non-current assets
26
M –
Net working capital27
N –
Net financial position27
O –
Changes in equity
28
P –
Significant events in the quarter
28
Q –
Events after the reporting period
29
R -
Risks and uncertainties
29
S –
Other information
29
Declaration of the Financial Reporting Manager 31

Corporate Bodies

Board of Directors
Director

Deputy
chairman
Roberto Siagri 6
Director

Deputy
chairman
Dino Paladin 1
Director Giulio Antonello 1 2 6
Director Riccardo Costacurta 1 2
3
4 5
Director Chiara Mio 1 2 3 4 5 6
Director Carmen Pezzuto 1 2 4

The Board of Directors currently in office was appointed by shareholders at the Annual General Meeting of 26 April 2017 and following the resignations of three directors on 15 October 2019, including the Chairman, is currently composed of 6 members.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Board of Statutory Auditors
Chairman Gianfranco Favaro
Statutory Auditor Laura Briganti
Statutory Auditor Gaetano Rebecchini
Substitute Statutory Auditor Clara Carbone
Substitute Statutory Auditor Nicola Turello

The Board of Statutory Auditors currently in office was appointed by shareholders at the Annual General Meeting of 26 April 2017, and will remain in office until the approval of the 2019 financial statements.

Independent auditor

PricewaterhouseCoopers

The independent auditor was appointed for the period 2014-2022 by shareholders at the Annual General Meeting of 24 April 2014.

Corporate name and registered offices of the Parent Company
Eurotech S.p.A.
Via Fratelli Solari, 3/A
33020 Amaro (UD), Italy
Udine Company
Register number 01791330309

1 Non-executive Directors.

2 Independent Directors pursuant to the Corporate Governance Code issued by the Italian Corporate Governance Committee for Listed Companies.

3 Member of the Control and Risks Committee.

4 Member of the Committee for transactions with related parties.

5 Member of the Remuneration Committee.

6 Member of the Appointments Committee.

Performance highlights

Financial data

3rd Q 2019 % 3rd Q 2018 % %
change
(€'000) 9M 2019 % 9M 2018 % % change
OPERATING RESULTS
26,660 100.0% 19,652 100.0% 35.7% SALES REVENUES 79,698 100.0% 56,974 100.0% 39.9%
13,710 51.4% 9,446 48.1% 45.1% GROSS PROFIT MARGIN (*) 40,050 50.3% 27,480 48.2% 45.7%
5,318 19.9% 1,982 10.1% 168.3% EBITDA (**) 16,192 20.3% 5,611 9.8% 188.6%
4,306 16.2% 1,471 7.5% 192.7% EBIT (***) 13,250 16.6% 4,152 7.3% 219.1%
4,424 16.6% 1,383 7.0% 219.9% PROFIT (LOSS) BEFORE TAXES 13,116 16.5% 3,993 7.0% 228.5%
3,094 11.6% 1,464 7.4% 111.3% GROUP NET PROFIT (LOSS) FOR THE PERIOD 11,927 15.0% 3,377 5.9% 253.2%

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

(*) Gross profit is the difference between revenues from sales of goods and services and use of raw materials.

(**) EBITDA, an intermediate figure, is earnings before amortisation, depreciation and impairment of non-current assets, financial income and expenses, the valuations of affiliates at equity and of income taxes for the period. This is a measure used by the Group to monitor and assess operating performance. Since the composition of EBITDA is not regulated by the reference accounting standards, the calculation criterion applied by the Group may not be consistent with that used by other companies and would therefore not be comparable.

(***) EBIT, or earnings before financial income and expenses, the valuations of affiliates at equity and income taxes for the period.

€'000 at September
30, 2019
at December
31, 2018
at September
30, 2018
BALANCE SHEET AND FINANCIAL
HIGHLIGHTS
NET NON-CURRENT ASSETS 101,327 91,874 87,503
NET WORKING CAPITAL 20,724 15,607 16,758
NET INVESTED CAPITAL* 115,130 101,112 98,095
ASSETS HELD FOR SALES 0 0 19
SHAREHOLDERS' EQUITY 120,377 102,042 96,967
NET FINANCIAL POSITION (5,247) (930) 1,147

Statement of financial position data

(*) Non-current, non-financial assets, plus net working capital, minus non-current, non-financial liabilities.

Number of employees

at September
30, 2019
at December 31,
2018
at September
30, 2018
EMPLOYEES 315 302 300

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Revenues by business line

The only business line of the Group is the "NanoPC" line, which comprises a) miniaturised electronic modules and systems for the transport, logistics, defence, security, medical and industrial sectors; b) gateways, edge-computers and software platforms for the Internet of Things.

Summary of the results

Information for shareholders

The ordinary shares of Eurotech S.p.A., the Parent Company of the Eurotech Group, have been listed in the STAR segment of Borsa Italiana (Milan Stock Exchange) since 30 November 2005.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Share capital of Eurotech S.p.A. as at 30 September 2019

Share capital €8,878,946.00
Number of ordinary shares (without nominal unit value) 35,515,784
Number of savings shares -
Number of Eurotech S.p.A. treasury shares 783,020
Stock market capitalisation (based on the average price in September 2019) €220 million
Stock market capitalisation (based on the reference price as at 30 September 2019) €256 million

Performance of Eurotech S.p.A. shares

Relative performance EUROTECH S.p.A. 01.01.2019 – 30.09.2019

7

The Eurotech Group

Eurotech is a global company with a strong international focus, which generates sales on three continents. It is a Group that has operating locations in Europe, North America and Japan, led and coordinated by the headquarters in Italy.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The technological paradigm followed by Eurotech is 'pervasive computing' and 'ubiquitous computing'. The pervasive concept combines three key factors: miniaturisation of 'smart' devices, i.e. devices capable of processing information; their spread in the real world – inside buildings and equipment, on board vehicles, worn by people, and disseminated in the environment; and their ability to connect and communicate with each other in a network.

Equipped with a small, interconnected computer, any object can generate a flow of data and potentially become an asset that can be controlled via an app or a web-app: from a vending machine to a boiler, from an agricultural vehicle to a locomotive. But to create the ''Internet of Things'' there's the need to manage the interface between the real world and the digital world, between sensors and the web, and between smart devices and Cloud applications.

Within this overall vision, Eurotech conducts research and development activities with a view to building and marketing high performance and highly energy-efficient miniaturised computers that can be used in a variety of industrial spheres, that can be easily connected to one another and to the cloud through hardware and software technologies of the Internet of Things (IoT).

The Group's offering is modular featuring different levels of hardware and software integration and it is structured as follows:

  • base hardware components for computing and communication: electronic processing and communication boards designed according to both standard and proprietary form factors (PC/104, Com-Express, VME, CompactPCI, etc.);
  • high and very high performance, low consumption processing and communications sub-systems for fixed and mobile applications, built using basic components and third-party components (product families: BoltCOR, DynaCOR and custom systems);
  • ready-to-use devices and sensors built from components and sub-systems with the integration of specific software (the ReliaGATE and DynaGATE families for IoT Gateways, the BoltGATE family for Edge Computers, and the PCN and ReliaSENS family for intelligent sensors);
  • IoT software to integrate forementioned base hardware components, embedded sub-systems, and devices with the cloud: Everyware Software Framework (ESF) for the Edge Computers (on the Operational Technology side) and Everyware Cloud (EC) integration platform for the Cloud Data Center (on the Information Technology side);
  • solution design and product personalisation services (starting from our IP portfolio) in order to simplify the integration of our products within customer's products.

Eurotech offerings can be used in various application environments, both traditional and emerging. The Group's presence is strongest in the industrial manufacturing, transportation, medical, energy and defence sectors. What our customers share is a common need to find not just the right supplier, but a centre of technological competence and they recognise that Eurotech can be the partner to innovate their products as well as their way of doing business. Our goal with our offering is to reduce Time-to-Market and Total Cost of Ownership for our customers so that they can concentrate and extract the best from their "core" business.

With the emergence of Industry 4.0 and the diffusion of artificial intelligence and collaborative robotics, much of the processing power that in the past moved from the "periphery" to the "centre" (Cloud computing) is now returning to the "periphery" (Edge computing). The paradigm of Edge computing is revitalising both the traditional sector of embedded computers and that of High Performance Computers (HPC). More and more computers will be in demand at the periphery provided they will be connected to the cloud (the so called Edge Computers) and the connection will have to be guaranteed by the two software components that are the pillars of Eurotech's IoT software platform, i.e. ESF at the Edge and EC in the Cloud. Eurotech, a step ahead of the market, developed in the past years a platform for the Industrial IoT, marketed as the Everyware Iot and thanks to the open innovation model adopted for its development, this platform is becoming a de-facto standard.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

While we continue to improve our offer of hardware and software technology components for the digital transformation of enterprises, we are also able to design architectures for cybersecure end-to-end solutions to easily connect and manage distributed intelligent objects and to transport valuable data from these objects to business applications. All by leveraging existing computing and communication infrastructures (fixed and mobile telecommunications networks and Cloud Data Centers). Thanks to this know-how, our partners and customers can easily and quickly create lean and flexible solutions that support asset monitoring applications in various operational contexts and enable the provision of new value-added services.

Regarding HPCs, these instead must be re-shaped: they must begin to be miniaturised, just as personal computers became smaller in the 1990s, until they can be used at the Edge. Thus, HPCs will move from the "centre" to the "periphery", becoming what are known today as HPECs (High Performance Embedded Computers) and if always connected to the Internet they become High Performance Edge Computers. Thanks to the know-how acquired throughout the years on the design and development of HPCs with hot water, low pressure cooling, Eurotech is one of just a handful of companies that is able to offer very compact HPCs that are capable of operating in very small spaces typical of mobile applications and are ready to meet the current needs of industrial applications of artificial intelligence.

Summary of performance in the third quarter of 2019 and business outlook

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Introduction

The interim management statement of the Eurotech Group as at 30 September 2019, which has not been independently audited, and the statements for comparative periods were drawn up according to the IASs/IFRSs issued by the International Accounting Board and endorsed by the European Union.

The Group's results as at 30 September 2019 and comparable periods were prepared according to the IASs/IFRSs in force on the date of preparation and the statements drawn up according to Annex 3D of the Italian Issuers' Regulation no. 11971 of 14 May 1999, as amended and supplemented.

Reporting policies

The consolidated financial statements were drafted on the basis of financial statements as at 30 September 2019 prepared by the consolidated companies and adjusted, where necessary, to align them with the Group's IFRS-compliant accounting and classification policies.

The assessment and accounting policies and consolidation methods used to prepare the Consolidated Quarterly Report are consistent with those used in the Group Consolidated Annual Financial Report as at 31 December 2018, to which we expressly invite readers to refer, except for the adoption of new standards, amendments and interpretations in force as at 1 January 2019.

In particular, the Consolidated Quarterly Report for the third quarter of 2019 was formulated applying standard IFRS 16 - Leases, which establishes a new method for recognising lease contracts by introducing a criterion based on the control (right of use) of the asset to differentiate lease contracts from contracts for the provision of services. The effects, which will also be highlighted in this report, refer in particular to the representation of net financial indebtedness (higher indebtedness by €3.72 million) and the Group EBITDA (an improvement of €1.10 million), while the effect on EBIT was only of €40 thousand.

Taxes have been calculated based on the current best possible estimates, also taking into account the tax benefit of using tax losses based on the forecasted results for the end of the year. According to the criterion used for translation into euro of accounts expressed in different currencies, statement of financial position items are translated at the exchange rate in effect on the final day of the accounting period, and income statement items are translated at the average exchange rate for the period. Differences arising from translation of the statement of financial position and income statements are posted to a Shareholders' Equity reserve.

Unless otherwise specified, the financial statements, tables and explanatory notes are expressed in thousands of euro.

In accordance with Consob requirements, Income Statement figures are shown for the quarter under review and are compared with data for the same period in the previous financial year (FY). Restated Balance Sheet figures, which refer to the closing date of the quarter, are compared with the closing date of the previous FY. The format of the financial statements is the same as that used in the Half-yearly Report and in the Annual Financial Statements.

The preparation of the financial statements and the related notes to the accounts required the use of estimates and assumptions, with particular reference to provisions for write-downs and risk reserves. Estimates are revised periodically, and any adjustment, following changes in the circumstances on which the estimate was based or in light of new information, is booked in the income statement. The use of estimates is an essential part of preparing the accounting statements and is not prejudicial to their overall reliability.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

This document presents some alternative performance indicators to allow for better evaluation of the Group's economic and financial performance. These are as follows:

  • Gross profit, or the difference between revenues from sale of products and services and consumption of raw materials;
  • EBITDA, or earnings before amortisation, depreciation and write-downs of non-current assets, the valuation of affiliates at equity, financial income and expenses and income taxes for the period;
  • EBIT, or earnings before the valuation of affiliates at equity, financial income and expenses and income taxes for the period.

Operating performance in the period

The third quarter of the year ended showing, once again, very positive results both in terms of turnover and intermediate results. Turnover of the quarter amounted to €26.67 million, up 35.7% against the corresponding period of 2018.

Group revenues in the first nine months of 2019 totalled €79.70 million, up by 39.9% compared to the same period of 2018 when turnover was €56.97 million. At constant exchange rates, the increase would be 33.4%. EBITDA for the nine months remained above 20% of the turnover, as was also seen over the course of the first half year.

With reference to the localisation of the Group activities, the highest turnover in the nine months of the year was generated in North America, accounting for 49.4% of the total (41.6% in the nine months of 2018), followed by the European area with 27.1% (25.3% in the nine months of 2018), while Japan covers the remaining 23.4% (33.1% in the nine months of 2018).

The third quarter of 2019 benefitted from some requests made by customers to ship products before the set schedules, and confirmed that Europe and the USA generated the highest turnover, while turnover in Japan with historical customers remained steady, with customers that continue to demonstrate their confidence in the company's ability to develop technology solutions for the new generations of their products.

In terms of turnover, the turnover achieved in the full 12 months of 2018 has already been passed with the nine months of 2019. This good result is due to the orders collected during the last 18 months, which are continuing to be higher than those received last year.

Gross profit in the period was €40.05 million, accounting for 50.3% of revenues, compared to 48.2% in 9M18. This value improved compared to both the first six months of 2019 (accounting for 49.7%) and the year 2018 (which amounted to 47.5%). In percentage terms, the gross profit margin reflects what was forecast in the plan for the year, i.e. a value close to 50%. Margins are expected to remain constant in the last quarter of the year as well.

If on the one hand the significant growth during the period led to an increase in absolute terms in operating costs gross of adjustments, on the other it underscored the Group's ability to activate operational leverage. Operating costs accounted for 32.4% of revenues in the nine months, in line with what was recorded in the first half of 2019, sharply improved compared to the 42.7% of the first nine months of 2018. In absolute value, operating costs were up in the first nine months of 2019 by €1.50 million (6.1%) to service present and future growth in revenues. Additional costs in the areas of R&D and sales will be incurred during the quarters to come to support additional growth in turnover and to increase our ability to attract new customers. The entry into force this year of IFRS 16 entailed a reduction in operating costs of €1.1 million. Even with a recalculation of 2018 operating costs in application of IFRS 16, the impact of operating costs on revenues improved significantly.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Payroll costs amounted to €15.35 million, which means 19.3% of revenues, that is a decrease from the same period of the previous year (23.8%). The workforce as at 30 September 2019 was 315 (302 as at 31 December 2018 and 300 as at 30 September 2018), with an average for the period of 310 employees (297.5 in the first nine months of 2018).

EBITDA for the first nine months was €16.19 million (20.3% of revenues) compared with €5.61 million in 2018 (9.8% of revenues), reflecting the trend of both gross profit and of operating costs and other revenues.

EBIT came to €13.25 million in 9M19 (16.6% of revenues), compared to €4.15 million in 9M18 (7.3% of revenues). In addition to the above, EBIT performance also reflects the depreciation and amortisation recognised in the income statement in the first nine months of 2019, deriving from operating assets becoming subject to depreciation during the period. Furthermore, the application from 1 January 2019 of the new standard IFRS 16, according to which rental expenditure must be capitalised, has affected on depreciation and amortisation expense of €1.08 million.

Net finance expense was negative for €134 thousand in the first nine months of 2019, while in the first nine months of 2018 it was negative for €140 thousand. For greater detail, readers should refer to the comments made in Note "J".

The Group booked a pre-tax profit in 9M19 of €13.12 million, versus a value of €3.99 million in 9M18. The improvement of the pre-tax result, equal to €9.12 million, reflects mainly the improvement of EBIT.

Estimated taxes, calculated based on the rates established for the year by governing regulations and considering the tax benefit for only using tax losses based on the forecasted results for the end of the year, amounts to €1.19 million. Therefore, the result for the period was influenced by the recognition of deferred tax assets of €0.75 million for the expected uses to be made by the American and Italian companies. Deferred tax assets coming from the tax losses of the previous years, which might be used next year based on the forecasted positive results, have not yet been recognised.

The net result for the Group was €11.93 million, equivalent to 15.0% of revenues, a significant increase from €3.38 million in the first nine months of 2018.

The economic and financial performance has allowed to improve the net financial position as at 30 September 2019, which shows a net cash position of Euro 8.99 million net of financial debts coming from the application of the IFRS16 which amount to Euro 3.74 million.

Financial statements and explanatory notes

The trend in operating performance can be seen in the restated consolidated income statement and is shown below, in both absolute amounts and percentage terms:

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Consolidated income statement

CONSOLIDATED INCOME STATEMENT Notes 9M 2019 (b) of which
related
% 9M 2018 (a) of which
related
% change (b-a)
(€ '000) parties parties amount %
Sales revenue C 79,698 483 100.0% 56,974 1,070 100.0% 22,724 39.9%
Cost of material D (39,648) -49.7% (29,494) -51.8% 10,154 34.4%
Gross profit 40,050 50.3% 27,480 48.2% 12,570 45.7%
Services costs E (9,682) - -12.1% (9,007) - -15.8% 675 7.5%
Lease & hire costs (250) -0.3% (1,225) -2.2% (975) -79.6%
Payroll costs F (15,351) -19.3% (13,582) -23.8% 1,769 13.0%
Other provisions and costs G (554) -0.7% (527) -0.9% 27 5.1%
Other revenues H 1,979 2.5% 2,472 4.3% (493) -19.9%
EBITDA 16,192 20.3% 5,611 9.8% 10,581 188.6%
Depreciation & Amortization I (2,932) -3.7% (1,459) -2.6% 1,473 101.0%
Asset impairment I (10) 0.0% 0 0.0% 10 n/a
EBIT 13,250 16.6% 4,152 7.3% 9,098 219.1%
Subsidiaries management L 0 0.0% (19) 0.0% (19) -100.0%
Finance expense J (880) -1.1% (811) -1.4% 69 8.5%
Finance income J 746 4 0.9% 671 3 1.2% 75 11.2%
Profit before tax 13,116 16.5% 3,993 7.0% 9,123 228.5%
Income tax K (1,189) -1.5% (616) -1.1% 573 93.0%
Net profit (loss) of continuing operations
before minority interest
11,927 15.0% 3,377 5.9% 8,550 253.2%
Minority interest O 0 0.0% 0 0.0% 0 n/a
Group net profit (loss) for period O 11,927 15.0% 3,377 5.9% 8,550 253.2%
Base earnings per share 0.344 0.099
Diluted earnings per share 0.344 0.099
CONSOLIDATED INCOME STATEMENT
(€ '000) Notes 3rd Qtr 2019 % 3rd Qtr 2018 %
Sales revenue C 26,660 100% 19,652 100%
Cost of material D (12,950) -48.6% (10,206) -51.9%
Gross profit 13,710 51.4% 9,446 48.1%
Services costs E (3,255) -12.2% (3,129) -15.9%
Lease & hire costs (89) -0.3% (402) -2.0%
Payroll costs F (5,276) -19.8% (4,673) -23.8%
Other provisions and costs G (132) -0.5% (114) -0.6%
Other revenues H 360 1.4% 854 4.3%
EBITDA 5,318 19.9% 1,982 10.1%
Depreciation & Amortization I (1,012) -3.8% (511) -2.6%
Asset impairment I 0 0.0% 0 0.0%
EBIT 4,306 16.2% 1,471 7.5%
Subsidiaries management L 0 0.0% 0 0.0%
Finance expense J (374) -1.4% (162) -0.8%
Finance income J 492 1.8% 74 0.4%
Profit before tax 4,424 16.6% 1,383 7.0%
Income tax K (1,330) -5.0% 81 0.4%
Net profit (loss) of continuing operations
before minority interest
3,094 11.6% 1,464 7.4%
Minority interest O 0 0.0% 0 0.0%
Group net profit (loss) for period O 3,094 11.6% 1,464 7.4%
Base earnings per share
Diluted earnings per share

Consolidated statement of comprehensive income

CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME
9M 2019 9M 2018
(€ '000)
Net profit (loss) before minority inerest (A) 11,927 3,377
Other elements of the statement of
comprehensive income
Other comprehensive income to be reclassified
to profit or loss insubsequent periods:
Net profit/(loss) from Cash Flow Hedge ( 53) 5
Tax effect - -
( 53) 5
Foreign balance sheets conversion difference 3,925 1,181
Exchange differences on equity method - -
Exchange differences on equity investments in
foreign companies 1,943 1,249
Tax effect - -
1,943 1,249
After taxes net other comprehensive income
to be reclassified to profit or loss in
subsequent periods (B)
5,815 2,435
Items not to be reclassified to profit or loss in
subsequent periods:
Actuarial gains/(losses) on defined benefit
plans for employees
- -
Tax effect - -
- -
After taxes net other comprehensive income
not being reclassified to profit orloss in
subsequent periods (C) - -
Comprehensive net result (A+B+C) 17,742 5,812
Comprehensive minority interest - -
Comprehensive Group net profit (loss) for
period
17,742 5,812

Consolidated statement of financial position

(€'000) Notes at September
30, 2019
of which
related
parties
at December 31,
2018
of which
related
parties
ASSETS
Intangible assets 91,219 85,369
Property, Plant and equipment 6,322 2,579
Investments in other companies 165 160
Deferred tax assets 2,840 3,025
affiliates companies and other Group
companies
92 92 87 87
Other non-current assets 689 654
Total non-current assets L 101,327 91,874
Inventories 21,866 21,998
Contracts in progress - - 86 86
Trade receivables 16,358 - 13,808 1,000
Income tax receivables 435 298
Other current assets 2,621 2,183
Other current financial assets 109 14 104 10
Cash & cash equivalents 24,933 13,196
Total current assets 66,322 51,673
Total assets 167,649 143,547
LIABILITIES AND EQUITY
Share capital
8,879 8,879
Share premium reserve 136,400 136,400
Other reserves ( 24,902) ( 43,237)
Group shareholders' equity O 120,377 102,042
Equity attributable to minority interest O - -
Total shareholders' equity O 120,377 102,042
Medium-/long-term borrowing 12,495 4,312
Employee benefit obligations 2,768 2,465
Deferred tax liabilities 3,214 3,035
Other non-current liabilities 847 782
Total non-current liabilities 19,324 10,594
Trade payables 13,228 - 14,411 132
Short-term borrowing 7,319 8,125
Derivative instruments 73 20
Income tax liabilities 158 1,571
Other current liabilities 7,170 6,784
Total current liabilities 27,948 30,911
Total liabilities 47,272 41,505
Total liabilities and equity 167,649 143,547

Consolidated statement of changes in Equity

(€'000) Share capital Legal reserve Share
premium
reserve
Conversion
reserve
Other
reserves
Cash flow
hedge
reserve
Actuarial
gains/(losses
) on defined
benefit plans
reserve
Exchange
rate
differences
reserve
Treasury
shares
Profit (loss)
for period
Group
shareholders'
equity
Equity
attributable
to Minority
interest
Total
shareholders'
equity
Balance as at December 31, 2017 8,879 1,385 136,400 8,817 ( 58,830) ( 9) ( 456) 2,280 ( 3,097) ( 4,672) 90,697 - 90,697
2017 Result allocation - - - - ( 4,672) - - - - 4,672 - - -
Profit (loss) as at September 30, 2018 - - - - - - - - - 3,377 3,377 - 3,377
Comprehensive other profit (loss):
- Hedge transactions - - - - 5 - - - - 5 - 5
- Foreign balance sheets conversion difference - - - 1,181 - - - - 1,181 - 1,181
- Exchange differences on equity investments
in foreign companies
- - - - - - - 1,249 - - 1,249 - 1,249
Total Comprehensive result - - - 1,181 - 5 - 1,249 - 3,377 5,812 - 5,812
- Performance Share Plan - - - - 237 - - - 221 - 458 - 458
Balance as at September 30, 2018 8,879 1,385 136,400 9,998 ( 63,265) ( 4) ( 456) 3,529 ( 2,876) 3,377 96,967 - 96,967
(€'000) Share capital Legal reserve Share
premium
reserve
Conversion
reserve
Other
reserves
Cash flow
hedge
reserve
Actuarial
gains/(losses
) on defined
benefit plans
reserve
Exchange
rate
differences
reserve
Treasury
shares
Profit (loss)
for period
Group
shareholders'
equity
Equity
attributable
to Minority
interest
Total
shareholders'
equity
Balance as at December 31, 2018 8,879 1,385 136,400 12,223 ( 63,924) ( 20) ( 425) 3,925 ( 2,083) 5,682 102,042 - 102,042
2018 Result allocation - 391 - - 5,291 - - - - ( 5,682) - - -
Profit (loss) as at June 30, 2019 - - - - - - - - - 11,927 11,927 - 11,927
Comprehensive other profit (loss):
- Hedge transactions - - - - ( 53) - - - - ( 53) - ( 53)
- Foreign balance sheets conversion difference - - - 3,925 - - - - 3,925 - 3,925
- Exchange differences on equity investments
in foreign companies
- - - - - - - 1,943 - - 1,943 - 1,943
Total Comprehensive result - - - 3,925 - ( 53) - 1,943 - 11,927 17,742 - 17,742
- Performance Share Plan - - - - 349 - - - 244 - 593 - 593
Balance as at September 30, 2019 8,879 1,776 136,400 16,148 ( 58,284) ( 73) ( 425) 5,868 ( 1,839) 11,927 120,377 - 120,377

Net financial position

Pursuant to the CESR recommendation of 10 February 2005, the following table shows the Group's net financial position as at 30 September 2019, breaking it down by due date and comparing it with the situation as at 30 September 2018 and as at 31 December 2018:

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

(€'000) at September
30, 2019
at December
31, 2018
at September
30, 2018
Cash & cash equivalents A ( 24,933) ( 13,196) ( 8,541)
Cash equivalent B=A ( 24,933) ( 13,196) ( 8,541)
Other current financial assets C ( 109) ( 104) ( 98)
Derivative instruments D 73 20 4
Short-term borrowing E 7,319 8,125 7,842
Short-term financial position F=C+D+E 7,283 8,041 7,748
Short-term net financial position G=B+F ( 17,650) ( 5,155) ( 793)
Medium/long term borrowing H 12,495 4,312 2,026
Medium-/long-term net financial position I=H 12,495 4,312 2,026
(NET FINANCIAL POSITION) NET DEBT
pursuant to CONSOB instructions J=G+I ( 5,155) ( 843) 1,233
Medium/long term borrowing allowed to
affiliates companies and other Group K ( 92) ( 87) ( 86)
(NET FINANCIAL POSITION) NET DEBT L=J+K ( 5,247) ( 930) 1,147

It is highlighted that, from 1 January 2019, the new standard IFRS 16 "Leases" was adopted, which establishes a new method for recognising lease contracts (Right of Use) which must be recognised under financial liabilities. Following the adoption of the new standard, greater financial liabilities were recognised as at 30 September 2019 in the amount of €3.74 million; net of this effect, the net financial position would have been €8.99 million.

With regard to liquidity, the change is due to the net effect deriving from the liquidity generated during the first half and from liquidity obtained after new loans were opened, net of payments of loan instalments and the use of the loan to support the current operating activities and disbursements relating to investments made to support the various business areas.

Net working capital

The Group's net working capital as at 30 September 2019, compared with the situation as at 30 September 2018 and 31 December 2018, is as follows:

at September at December at September
30, 2019 31, 2018 30, 2018 Changes
(€'000) (b) (a) (b-a)
Inventories 21,866 21,998 22,296 (132)
Contracts in progress 0 86 86 (86)
Trade receivables 16,358 13,808 13,967 2,550
Income tax receivables 435 298 218 137
Other current assets 2,621 2,183 1,764 438
Current assets 41,280 38,373 38,331 2,907
Trade payables (13,228) (14,411) (14,732) 1,183
Income tax liabilities (158) (1,571) (319) 1,413
Other current liabilities (7,170) (6,784) (6,522) (386)
Current liabilities (20,556) (22,766) (21,573) 2,210
Net working capital 20,724 15,607 16,758 5,117

Cash flows

(€'000) at September
30, 2019
at December
31, 2018
at September
30, 2018
Cash flow generated (used) in operations A 11,803 10,577 7,227
Cash flow generated (used) in investment activities B ( 2,820) ( 3,237) ( 2,151)
Cash flow generated (absorbed) by financial assets C 2,485 ( 905) ( 3,200)
Net foreign exchange difference D 269 16 ( 80)
Increases (decreases) in cash & cash equivalents E=A+B+C+D 11,737 6,451 1,796
Opening amount in cash & cash equivalents 13,196 6,745 6,745
Cash & cash equivalents at end of period 24,933 13,196 8,541

A – Eurotech Group business

The Group's business activities are now grouped into a single business line, which includes both high performance special-purpose miniaturised computers, and SW integration platforms for Industrial Internet of Things (IIoT).

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The business line is represented by modules, systems and platforms currently targeting the transport, industrial, medical, security, defence and logistics markets.

Activity in this line is carried out by Eurotech S.p.A. and I.P.S. Sistemi Programmabili S.r.l., which mainly operate in Italy, and Eurotech Inc. (USA), which mainly operate in the US, Eurotech Ltd (United Kingdom), which mainly operates in the UK, Eurotech France S.A.S. (France), which mainly operates in France, and Advanet Inc. (Japan), which mainly operates in Japan. Our products are marketed under the trademarks Eurotech, Dynatem, IPS and Advanet.

Eurotech shares (ETH.MI) have been listed on the STAR segment of Borsa Italiana (the Milan Stock Exchange) since 30 November 2005.

B – Basis of consolidation

The companies included in the basis of consolidation on a line-by-line basis as at 30 September 2019 are as follows:

Company name Registered offices Share Capital Group share
Parent company
Eurotech S.p.A. Via Fratelli Solari 3/A –
Amaro
Euro
8,878,946
(UD, Italy)
Subsidiary companies consolidated line-by-line
Aurora S.r.l. Via Fratelli Solari 3/A –
Amaro
Euro
10,000
100.00%
(UD, Italy)
EthLab
S.r.l.
Viale Dante, 300 –
Pergine (TN,
Euro
115,000
100.00%
Italy)
Eurotech Inc. Columbia (MD, USA) USD 100.00%
26,500,000
Eurotech Ltd. Cambridge (UK) GBP
33,333
100.00%
E-Tech USA Inc. Columbia (MD, USA) USD8,000,000 100.00%
Eurotech France S.A.S. Venissieux (France) Euro
795,522
100.00%
I.P.S. Sistemi Programmabili S.r.l. Via Piave, 54 –
Caronno Varesino

51,480
100.00%
(VA)
Advanet Inc. Okayama (Japan) JPY72,440,000 90.00% (1)

(1) Officially, the Group owns 90% of the company, but as Advanet holds 10% of the share capital in the form of treasury shares, it is fully consolidated.

The following affiliates are also valued at equity:

Rotowi
Technologies S.p.A. in
Via Ghega, 15 –
Trieste
21.31%
liquidation (formerly U.T.R.I.
S.p.A.)

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Other smaller companies valued at cost
Kairos Autonomi Inc. Sandy (UT, USA) 19.00%

No changes took place with regard to subsidiaries and affiliates in the period as at 30 September 2019 compared with 31 December 2018.

The rates correspond to those released by the Italian Foreign Exchange Bureau (Ufficio Italiano Cambi).

Currency Average 9M
2019
As of
September
30, 2019
Average
2018
As of
December 31,
2018
Average
2018
As of June
30, 2018
British pound sterling 0.88346 0.88573 0.88471 0.89453 0.87977 0.88605
Japanese Yen 122.56963 117.59000 130.39588 125.85000 131.60570 129.04000
USA Dollar 1.12362 1.08890 1.18096 1.14500 1.21040 1.16580

C - Revenues

Revenues earned by the Group in the first nine months of 2019 amount to €79.70 million (€56.97 million in the first nine months of 2018), an increase of €22.72 million (39.9%) on the same period of last year. The increase reflects the trend of orders both last year and those received during 2019. The areas of greater growth were the US and Europe, where historical customers have increased their order volumes to the Group and where we were able to attract new customers more quickly owing to the Group's ability to propose advanced technological solutions recognised worldwide.

For operating purposes, the Group is organised in a single business line, also known as business segment, called NanoPC.

Based on the criteria for monitoring activities currently used, a disclosure on a geographical basis is provided, in terms of the location of the Group's various companies.

The Group's geographical areas are defined according to the localisation of Group assets and operations. The areas identified within the Group are: Europe, North America and Asia.

Revenues by business region

As specifically regards the breakdown of revenues of the business units by geographical area, the same can be further detailed as follows:

(€' 000) North America Europe Asia Correction, reversal and elimination Total
9M 2019 9M 2018 % YoY
Change
9M 2019 9M 2018 % YoY
Change
9M 2019 9M 2018 % YoY
Change
9M 2019 9M 2018 % YoY
Change
9M 2019 9M 2018 % YoY
Change
Third party Sales 39,398 23,708 21,608 14,413 18,692 18,853 0 0 79,698 56,974
Infra-sector Sales 593 558 5,673 3,610 1,032 142 ( 7,298) ( 4,310) 0 0
Total Sales revenues 39,991 24,266 64.8% 27,281 18,023 51.4% 19,724 18,995 3.8% ( 7,298) ( 4,310) -69.3% 79,698 56,974 39.9%

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

The North American business area's revenues totalled €39.99 million in the first nine months of 2019 compared with €24.27 million in the first nine months of 2018, again recording a significant rise (+64.8% compared with 2018), including intra-sector revenues. The activities performed over the last two years on the one hand led to the Group proposing new solutions to consolidated customers and, on the other, to the Group interfacing with new customers for opportunities in both the traditional Embedded PC product line and those relating to the new innovative solutions proposed in the Artificial Intelligence (AI) and IoT fields.

Also the Europe business region recorded a significant increase, in so far as turnover rose from €18.02 million for 9M18 to €27.28 million for 9M19, thus posting 51.4% growth including intra-sector revenues. This increase confirms Europe at record levels also for the end of the year. These results were brought about by new business opportunities generated through new customers with important recurring orders in the new sector of autonomous systems that use Artificial Intelligence and that are linked to HPEC (High Performance Embedded Computer) technologies, as well as in traditional sectors such as intelligent transportation, and in sectors related to Industry 4.0 that need technology components to implement IoT solutions.

Finally, the Asia geographic area remains more or less in line with last year, passing from €18.99 million to €19.72 million, benefitting from an exchange rate effect when translating the financial statements. Also, in this area, new joint development activities have begun and continue on a positive note with important customers, which will translate into revenue growth in the coming years.

Revenues by customer geographical area

The following table shows the geographical breakdown of revenues based on customer location:

9M 2019 % 9M 2018 % var. %
(€' 000)
BREAKDOWN BY GEOGRAPHIC AREA
European Union 19,454 24.4% 11,354 19.9% 71.3%
United States 38,456 48.3% 24,513 43.0% 56.9%
Japan 18,693 23.5% 18,854 33.1% -0.9%
Other 3,095 3.9% 2,253 4.0% 37.4%
TOTAL SALES AND SERVICE REVENUES 79,698 100.0% 56,974 100.0% 39.9%

With reference to the figures by geographical area reported in the table, revenues in the US rose by 56.9% and the area's contribution to total revenues in the first nine months of 2019 confirmed this to be the most important area, representing 48.3% of total revenues.

Europe enjoyed a 71.3% increase compared to the nine months of 2018, becoming the second most important area, accounting for 24.4% of the Group's revenues.

Japan remained basically unchanged in terms of revenues, in absolute value, and accounted for 23.5% of Group revenues.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

D – Costs of raw & auxiliary materials and consumables used

Costs of raw & auxiliary materials and consumables used, which relate strictly to revenues, recorded an increase in the periods considered, rising from €29.49 million in the first nine months of 2018 to €39.65 million in the first nine months of 2019. In the period under review there was thus a variation of €10.14 million (34.4%), lower than the increase in revenues, which was 39.9%. This different incidence brought about a gross profit 2% higher than that of the nine months of 2018 and also higher than that achieved at the end of 2018. The gross profit trend is strictly correlated to the different product mix sold in the quarters in question, in the different geographical areas and in the different market segments.

As a percentage of revenues, consumption of raw & auxiliary materials and consumables fell from 51.8% in the first nine months of 2018 to 49.7% in the first nine months of 2019.

E – Service costs

The growth of the variable component of service costs led to an increase of the same of €0.67 million, corresponding to 7.5%, taking the absolute value to €9.68 million. This cost item as a percentage of revenues improved, changing from 15.8% in 9M18 to 12.1% in 9M19.

In addition to referring to ordinary operations and therefore to sustaining the higher revenues, the costs pertain to the investments the Group continues to make in the new business line of the IoT platforms for applications in the industry and in services in addition to developments linked to the HPEC product line. These investments are aimed at both supporting the research and development area which must maintain product portfolio in line with the technological innovations of the sector, and strengthening the sales and marketing divisions which must give visibility to the existing product range.

F – Payroll costs

In the period under review, payroll costs increased from €13.58 million (23.8% of revenues) to €15.35 million (19.3% of revenues). At the end of the third quarter of 2019, the number of employees had increased by 13 units compared to the end of the year. This was due to the strengthening of the workforce, believed to be further continued. At present, the number of employees is higher and new people are sought to continue to bring skills to the company needed to develop and achieve the strategic vision of the Group and its business model.

Wages and Salaries also includes €593 thousand relating to the pro rata temporis portion of the cost of the Share Performance Plan in place (in the first nine months of 2018, the amount recorded under costs was €458 thousand).

The table below shows the number of Group employees:

EMPLOYEES at September
30, 2019
at December 31,
2018
at September
30, 2018
Manager 10 11 11
Clerical workers 286 272 272
Line workers 19 19 17
TOTAL 315 302 300

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

G – Other provisions and costs

As at 30 September 2019, this item included a provision for doubtful accounts of €58 thousand (€58 thousand in the first nine months of 2018) and refers to provisions made for the possibility of uncollectable trade receivables.

Other provisions and costs as a percentage of revenues were 0.7%, lower than the 0.9% recorded in the same period in 2018.

H – Other revenues

The other revenues item decreased from €2.47 million in 9M18 to €1.98 million in 9M19. Other revenues mainly comprise the capitalisation of development costs for new solutions featuring highly integrated standard modules and systems for €1.84 million (€1.70 million in the 9M18), as well as miscellaneous income of €0.14 million (€0.77 million in the 9M18).

I - Depreciation, amortization and impairment

This item increased by €1.48 million, from €1.46 million in 9M18 to €2.94 million in 9M19. This item includes depreciation and amortisation expense of €1,08 million due to the application of IFRS 16.

J – Financial income and expenses

Financial expenses rose from €0.81 million for the first nine months of 2018 to €0.88 million for the first nine months of 2019. This increase is mostly attributed to the increase in interest related to the "Right of Use", in application of the new IFRS 16 standard, which amounts to €49 thousand.

Financial income, again due to exchange rates, rose by €75 thousand, from €0.67 million for the first nine months of 2018 to €0.75 million for the first nine months of 2019.

The absolute value and percentage on revenues of the main financial income and expense item were as follows:

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

  • foreign exchange losses: €0.47 million as at 30 September 2019 (0.6% as a percentage of revenues), compared with €0.47 million as at 30 September 2018 (0.8% as a percentage of revenues);
  • foreign exchange gains: €0.73 million as at 30 September 2019 (0.9% as a percentage of revenues), compared with €0.65 million as at 30 September 2018 (1.1% as a percentage of revenues);
  • miscellaneous interest expenses: €297 thousand as at 30 September 2019 (0.5% as a percentage of revenues), compared with €292 thousand as at 30 September 2018 (0.6% as a percentage of revenues).
var. % 9M 2018 9M 2019 €'000 3rd Q 2018 3rd Q 2019
-1.5% 475 468 Exchange-rate losses 59 251
1.7% 292 297 Interest expenses 91 86
33.3% 12 16 Expenses on derivatives 2 7
209.4% 32 99 Other finance expenses 10 30
8.5% 811 880 Financial charges 162 374
11.3% 653 727 Exchange-rate gains 68 487
23.1% 13 16 Interest income 5 8
-40.0% 5 3 Other finance income 1 (3)
11.2% 671 746 Financial incomes 74 492
-4.3% ( 140) ( 134) Net financial income ( 88) 118
-0.4% -0.2% % impact on sales -0.4% 0.4%

K – Income taxes

Income taxes as at 30 September 2019 were negative as a whole for €1.19 million (of which €862 thousand for current taxes, €293 thousand for net deferred tax assets and €34 thousand for expenses for taxes of previous years), compared with a negative impact of €616 thousand as at 30 September 2018 (of which €623 thousand for current taxes and €7 thousand for net deferred tax assets), representing a negative change of €573 thousand.

L – Non-current assets

The positive change in non-current assets between 31 December 2018 and 30 September 2019 of € 9.45 million was primarily due to the increase in property, plant and equipment following the application of the new IFRS 16 (for €3.72 million) standard as well as foreign exchange rate changes.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Net investments of about €2.79 million in property, plant and equipment and intangible assets are partially offset by depreciation and amortisation for €2.93 million, of which €1.08 million for the application of the new IFRS 16 standard in relation to recognition of "Leases".

The most significant increases are related to intangible assets and are largely linked to projects to develop new products for a total amount equal to €2.26 million.

a – Intangible assets

The table below shows their breakdown and main changes during the period:

(€ '000) DEVELOPMENT
COSTS
GOODWILL SOFTWARE
TRADEMARKS
PATENTS
ASSETS
UNDER
CONSTRUCTI
ON &
ADVANCES
TOTAL
INTANGIBLE
ASSETS
OPENING BALANCE (A) 2,487 70,898 8,716 3,268 85,369
Changes as at September 30, 2019
- Purchases 385 - 130 1,878 2,393
- Disposals ( 7) - - - ( 7)
- Amortisation and impairment in period (-) ( 1,368) - ( 98) ( 11) ( 1,477)
- Discontinued operations - - - - -
- Other changes 2,605 4,262 605 ( 2,531) 4,941
Total changes (B) 1,615 4,262 637 ( 664) 5,850
CLOSING BALANCE (A+B) 4,102 75,160 9,353 2,604 91,219

The carrying value of goodwill and trademarks with an indefinite useful life allocated to each of the cashgenerating units is as follows:

at September 30, 2019 at December 31, 2018
(€ '000)
Cash generating units
Goodwill Trademark with
an indefinite
useful life
Goodwill Trademark with
an indefinite
useful life
Advanet Inc. 47,425 9,006 44,312 8,415
Eurotech Inc. (ex Applied Data Systems e ex Arcom Inc.) 22,528 - 21,428 -
Eurotech Ltd. (ex Arcom Ltd.) 4,931 - 4,882 -
Eurotech France S.a.s. 186 - 186 -
Other 90 - 90 -
TOTAL 75,160 9,006 70,898 8,415

b – Property, plant and equipment

The table below shows their breakdown and main changes during the period:

ASSETS
INDUSTRIAL UNDER TOTAL
& CONSTRUCTI PROPERTY,
LAND AND PLANT AND COMMERCIAL OTHER ON & RIGHT OF PLANT &
(€ '000) BUILDINGS MACHINERY EQUIPMENT ASSETS ADVANCES USE ASSETS EQUIPMENT
OPENING BALANCE (A) 1,066 274 461 728 2 48 2,579
Changes as at September 30, 2019
- Purchases 19 17 64 253 - 48 401
- Increases from IFRS 16 - - - - - 4,651 4,651
- Amortisation and impairment in period (-) ( 24) ( 44) ( 130) ( 172) - ( 1,096) ( 1,466)
- Other changes 1 8 25 12 - 123 169
Total changes (B) ( 4) ( 19) ( 44) 92 - 3,718 3,743
CLOSING BALANCE (A+B) 1,062 255 417 820 2 3,766 6,322

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

M – Net working capital

Net working capital increased by €5.12 million, from €15.61 million as at 31 December 2018 to €20.72 million as at 30 September 2019. This performance is due to the different trend of the collection and payment flows, and to the increase in trade receivables due to the higher revenues enjoyed in the third quarter, which was only partially offset by lower trade payables.

The positive change of €2.91 million in current assets was mainly due to the increase of trade receivables of €2.55 million and of other current assets of €0.44 million.

On the other hand, current liabilities decreased with the lower trade payables for €1.18 million and a reduction in income tax payables for €1.41 million.

N – Net financial position

The consolidated net financial position as at 30 September 2019, excluding financial payables for the right of use introduced by IFRS 16, amounted to a net cash of €8.99 million, compared a net financial position with net cash of €0.93 million as at 31 December 2018. The application of the IFRS 16 accounting standard entailed the recognition by Group companies of financial liabilities for rights of use as at 30 September 2019 equal to €3.74 million, which, added to the net financial position, resulted in a post-IFRS 16 net cash position of €5.25 million.

With regard to liquidity, which totalled €24.93 million, the change is due to the net effect deriving from the liquidity generated during the nine months and from liquidity obtained after new loans were opened, net of payments of loan instalments and the use of the loan to support the current management and disbursements relating to investments made to support the various business areas. See also Cash flow on page 19.

Medium-/long-term financial liabilities include principal on bank loans and finance leases falling due beyond 12 months.

Short-term financial liabilities mainly consist of current account overdrafts, the current portion of mortgage loans, and payables to other lenders falling due by 30 September 2020.

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

O – Changes in equity

The share capital as at 30 September 2019 was made up of 35,515,784 ordinary shares, wholly subscribed and paid up, with no nominal value.

The balance of the Issuer's legal reserve as at 30 September 2019 amounted to €1.78 million.

The share premium reserve, which relates entirely to the Parent Company, is shown at a total amount of €136.40 million.

The positive translation reserve of €16.15 million was generated by inclusion in the interim management statement of the statements of financial position and income statements of US subsidiaries Eurotech Inc. and E-Tech USA Inc., UK subsidiary Eurotech Ltd. and Japanese subsidiary Advanet Inc.

The item "other reserves" was negative for €58.28 million and consisted of the Parent Company's extraordinary reserve, formed by losses carried forward, allocations of retained earnings from prior years, and other miscellaneous reserves. The change in the year is attributable to the allocation of the 2018 results and to the booking of Eurotech's Performance Share Plan for the period described in a specific section of the 2018 Consolidated Financial Statements.

The cash flow hedge reserve, which includes cash flow hedge transactions pursuant to IAS 39, was negative for €73 thousand and decreased by €53 thousand gross of the tax effect, which was not recognised due to absence of the relative prerequisites.

The foreign exchange reserve in which – based on IAS 21 – foreign exchange differences relating to intragroup foreign-currency loans that constitute part of a net investment in a foreign shareholding are recognised, was positive by €5.87 thousand and increased by €1.94 million gross of the related tax effect, not yet recorded due to the absence of the prerequisites.

The Parent Company Eurotech S.p.A. held 783,020 treasury shares at the end of the reporting period (they were 887,020 as at 31 December 2018).

P – Significant events in the quarter

The major events of the quarter were announced in the press releases listed below (the complete text can be consulted at the Group website www.eurotech.com on page http:// www.eurotech.com/it/news):

  • 03/07/2019 Eurotech Announces Two New High Performance Ethernet Switches for HPEC Applications: DynaNET 10G-01 and DynaNET 100G-01
  • 18/07/2019 Eurotech Integrates Infineon's TPM to Guarantee End-to-End Security from the IoT Edge Gateways to the Cloud
  • 30/07/2019 Quadrant Knowledge Solutions acknowledges Eurotech market leader in the IIoT platform market for 2019
  • 07/08/2019 Three directors resign
  • 26/09/2019 Frost & Sullivan award Eurotech for its Embedded and IoT solutions for the railway market

30/09/2019 Eurotech carries Artificial Intelligence on board trains with its latest embedded and IoT technologies

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

Other than those discussed in previous paragraphs, no other particularly significant events occurred in the quarter.

Q – Events after the reporting period

For events following 30 September, the reader may refer to the press releases listed below (the complete text can be consulted at the Group website www.eurotech.com on page http:// www.eurotech.com/it/news ):

No other significant events took place after the three months ended.

R - Risks and uncertainties

Please refer to the paragraphs "Main risks and uncertainties to which the Group is exposed" and "Financial risk management: objectives and criteria" in the 2018 Consolidated Financial Statements, in which the risks to which the Eurotech Group is subject are explained.

S – Other information

We also specify that:

  • group intercompany transactions take place at market prices and are eliminated during the consolidation process;
  • group companies' related-party transactions form part of the normal course of business and are settled under arm's length conditions;
  • pursuant to CONSOB communication 15519/2005, there were no non-recurring economic components in the consolidated quarterly results as at 30 September 2019;
  • pursuant to CONSOB communication no. DEM/6064296 of 28 July 2006, there were no atypical and/or unusual transactions carried out in the 2019 period;
  • as at 30 September 2019 the company held 783,020 treasury shares for a total value of €1,839 thousand. The changes were as follows:
No. of shares Face value of a
share
% share
capital
Carrying value Average unit
value
(Thousand of Euro) (Thousand of Euro)
Status as at 1 January 2019 887,020 222 2.50% 2,083 2.35
Purchases - - 0.00% -
Sales - - 0.00% -
Assignment-Performance share Plan ( 104,000) ( 26) -0.29% ( 244) 2.35
Status as at 30 September 2019 783,020 196 2.20% 1,839 2.35
  • the detailed Corporate Governance report is provided with the annual financial statements;

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

  • pursuant to CONSOB communication DEM/11070007 of 5 August 2011, relating to disclosure in financial reports of the exposure of listed companies to sovereign debt, note that the Group does not hold sovereign debt securities;
  • as regards the requirements of Article 150, paragraph 1, of Italian Legislative Decree no. 58 of 24 February 1998, no members of the Board of Directors have executed transactions with Group companies in situations of potential conflict of interest;
  • pursuant to Article 3 of Consob Resolution no. 18079 of 20 January 2012, Eurotech has adopted the simplification procedure set out in Articles 70, paragraph 8, and 71, paragraph 1-bis, of the Regulation adopted by Consob with Resolution no. 11971 of 14 May 1999 as amended and supplemented. It therefore opts to derogate from the requirement to publish the information documents set out in Attachment 3B of this Consob Regulation for significant transactions such as mergers, spin-offs, capital increases via contributions in kind, acquisitions and sales.

Amaro, 13 November 2019

On behalf of the Board of Directors

Signed Roberto Siagri Chief Executive Officer

Declaration of the Financial Reporting Manager

Amaro, 13 November 2019

DECLARATION

_________________________________________________________________________________________________________________________________________________________________________________________________________________________

PURSUANT TO ARTICLE 154 BIS, PARAGRAPH 2 – PART IV, TITLE III, CHAPTER II, SECTION V-BIS, OF LEGISLATIVE DECREE 58 OF 24 FEBRUARY 1998: "CONSOLIDATED FINANCE ACT, PURSUANT TO ARTICLES 8 AND 21 OF LAW 52 OF 6 FEBRUARY 1996"

I, Sandro Barazza,

Financial Reporting Manager of Eurotech S.p.A., with reference to the Consolidated Interim Management Statement as at 30 September 2019 approved by the company's Board of Directors on 13 November 2019,

STATE

in compliance with the matters set forth under art. 154 bis, paragraph 2, part IV, title III, chapter II, section V-bis of Legislative Decree 58 of 24 February 1998, to the best of my knowledge, the Consolidated Interim Management Statement as at 30 September 2019 corresponds to the accounting entries.

The Financial Reporting Manager Signed Sandro Barazza

Talk to a Data Expert

Have a question? We'll get back to you promptly.