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Fila — Interim / Quarterly Report 2018
May 29, 2018
4343_ir_2018-05-29_998b53fe-5d25-4929-972c-9a9aa5b81dd2.pdf
Interim / Quarterly Report
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F.I.LA. GROUP INTERIM REPORT AT MARCH 31, 2018
F.I.L.A. – Fabbrica Italiana Lapis ed Affini S.p.A. Via XXV Aprile 5 Pero (MI)
| I - Directors' Report 4 |
|
|---|---|
| Board of Directors4 | |
| Overview of the F.I.L.A. Group5 | |
| Significant events in the first quarter6 | |
| Key Financial Highlights7 | |
| F.I.L.A Group Key Financial Highlights9 | |
| Adjusted operating results9 | |
| Business seasonality12 | |
| Statement of Financial Position 13 |
|
| Financial overview15 | |
| Disclosure by operating segment 18 |
|
| Business Segments – Statement of Financial Position19 |
|
| Business Segments – Income Statement20 |
|
| Business Segments – Other Information21 |
|
| Subsequent events to the first quarter 22 |
|
| Treasury shares23 | |
| II - Consolidated Financial Statements of the F.I.L.A. Group at March 31, 201824 | |
| Consolidated Financial Statements24 | |
| Statement of Financial Position 24 |
|
| Statement of Comprehensive Income 25 |
|
| Statement of Changes in Equity26 | |
| Condensed Consolidated Statement of Cash Flow 27 |
|
| Attachments29 | |
| List of companies included in the consolidation and other investments29 | |
| Change of accounting standards 30 |
|
| Transactions relating to Atypical and/or Unusual Operations33 | |
| Declaration of the Executive Officer for Financial Reporting34 |
DIRECTORS' REPORT
AT MARCH 31, 2018
I - Directors' Report
Board of Directors
Board of Directors
| Chairman | Gianni Mion |
|---|---|
| Honorary Chairman | Alberto Candela |
| Chief Executive Officer | Massimo Candela |
| Executive Director | Luca Pelosin |
| Director (**) | Filippo Zabban |
| Director (**) | Annalisa Barbera |
| Director (*) | Sergio Ravagli |
| Director ()(**) | Gerolamo Caccia Dominioni |
| Director (*) | Francesca Prandstraller |
| Director (*) | Paola Bonini |
(*) Independent director in accordance with Article 148 of the CFA and Article 3 of the Self-Governance Code. (**) Non-Executive Director. (***) Lead Independent Director.
Control and Risks Committee
Gerolamo Caccia Dominioni Paola Bonini Filippo Zabban Sergio Ravagli
Board of Statutory Auditors
Statutory Auditor Elena Spagnol Standing Auditor Pietro Villa Alternate Auditor Stefano Amoroso Alternate Auditor Sonia Ferrero
Chairman Gianfranco Consorti
Overview of the F.I.L.A. Group
The F.I.L.A. Group operates in the creativity tools market, producing colouring, design, modelling, writing and painting objects, such as pencils, crayons, modelling clay, chalk, oil colours, acrylics, watercolours, paints and paper for the fine arts, school and leisure.
The F.I.L.A. Group at March 31, 2018 operates through 19 production facilities and 36 subsidiaries across the globe and employs over 8,400, becoming a pinnacle for creative solutions in many countries with brands such as GIOTTO, DAS, LYRA, CANSON, MAIMERI, DALER & ROWNEY LUKAS and TICONDEROGA.
Founded in Florence in 1920, F.I.L.A. has achieved strong growth over the last twenty years, supported by a series of strategic acquisitions: the Italian Company Adica Pongo in 1994, the US Group Dixon Ticonderoga in 2005, the German Group LYRA in 2008, the Mexican Company Lapiceria Mexicana in 2010 and the Maimeri business unit in 2014. In addition to these operations, on the conclusion of an initiative which began with the acquisition of a minority stake in 2011, control was acquired in 2015 of the Indian company DOMS Industries Pvt Ltd.
In 2016, the F.I.L.A. Group has focused upon development on strategic art & craft sector acquisitions, seeking to become the leading market player. On February 3, 2016, F.I.L.A. S.p.A. acquired control of the Daler-Rowney Lukas Group, an illustrious brand producing and distributing since 1783 materials and accessories on the arts & crafts market, with a direct presence in the United Kingdom, the Dominican Republic, Germany and the USA.
In September 2016, the F.I.L.A. Group acquired St. Cuthberts, a highly-renowned English paper mill, founded in 1907, located in the south-west of England and involved in the production of high quality artist's papers.
In October 2016, F.I.L.A. S.p.A. acquired the Canson Group, founded in 1557 by the Montgolfier family, with headquarters in Annonay in France, production facilities in France and conversion and distribution centres in Italy, France, the USA, China, Australia and Brazil. Canson products are available in over 120 countries and the brand is the most respected globally involved in the production and distribution of high added value paper for the fine arts, design, leisure and schools, but also for artists' editions and technical and digital drawing materials.
Significant events in the first quarter
On January 18, 2018, F.I.L.A. S.p.A., on the basis of strong operating and financial developments both at company and Group level, negotiated with the lending banks a number of amendments to the medium/long-term loan, contracted on May 12, 2016 for a total maximum amount of Euro 236,900 thousand and agreed with Intesa Sanpaolo S.p.A., Mediobanca – Banca di Credito Finanziario S.p.A., Banca Nazionale del Lavoro S.p.A. and UniCredit S.p.A..
The amendments and supplements to the Loan Contract currently under negotiation with the lending banks related to the approval of improved conditions and terms for the company and the other Group companies, both in terms of reducing the financial charges on the loan and with regards to lessening the commitments in terms of the associated financial documentation and covenants. In addition, these amendments included the undertaking by the company F.I.L.A. S.p.A. of an additional debt of a total maximum amount of Euro 30 million from Banca Popolare di Milano, maturing on February 2, 2022, increasing the total amount set out under the loan contract to Euro 266.9 million.
On March 7, 2018, 51% of the share capital of FILA Art and Craft Ltd (Israel) was acquired, a company involved in the sale of F.I.L.A. Group writing, art and design products in Israel;
Key Financial Highlights
The F.I.L.A. Group Key Financial Highlights for Q1 2018 are reported below.
| Euro thousands | March 2018 |
% core business revenue |
March 2017 |
% core business revenue |
Change 2018 - 2017 |
of which: IFRS 15 effect (3) |
of which: IFRS 9 effect (3) |
|
|---|---|---|---|---|---|---|---|---|
| Core Business Revenue | 104,796 | 100.0% | 117,613 | 100.0% | (12,817) -10.9% |
(916) | - | |
| EBITDA (1) | 15,511 | 14.8% | 16,072 | 13.7% | (561) -3.5% |
(134) | - | |
| EBIT | 10,678 | 10.2% | 11,456 | 9.7% | (778) -6.8% |
(134) | (200) | |
| Net financial expenses | (3,582) | -3.4% | (1,685) | -1.4% | (1,897) -112.6% | 134 | - | |
| Total income taxes | (2,543) | -2.4% | (3,564) | -3.0% | 1,021 28.6% |
- | 88 | |
| F.I.L.A. Group Net Profit/(loss) | 4,249 | 4.1% | 5,731 | 4.9% | (1,482) -25.9% |
- | (112) | |
| Earnings per share (€ cents) | ||||||||
| basic | 0.10 | 0.14 | ||||||
| diluted | 0.10 | 0.14 | ||||||
| NORMALISED - Euro thousands | March 2018 |
% core business revenue |
March 2017 |
% core business revenue |
Change 2018 - 2017 |
of which: IFRS 15 effect (3) |
of which: IFRS 9 effect (3) |
|
| Core Business Revenue | 104,796 | 100.0% | 117,613 | 100.0% | (12,817) -10.9% |
(916) | - | |
| EBITDA (1) | 16,200 | 15.5% | 17,106 | 14.5% | (906) -5.3% |
(134) | - | |
| EBIT | 11,367 | 10.8% | 12,490 | 10.6% | (1,123) -9.0% |
(134) | (200) | |
| Net financial expenses | (3,582) | -3.4% | (2,675) | -2.3% | (907) -33.9% |
134 | - | |
| Total income taxes | (2,645) | -2.5% | (3,656) | -3.1% | 1,011 27.6% |
- | 88 | |
| F.I.L.A. Group Net Profit | 4,836 | 4.6% | 5,683 | 4.8% | (847) -14.9% |
- | (112) | |
| Earnings per share (€ cents) | ||||||||
| basic | 0.12 | 0.14 | ||||||
| diluted | 0.12 | 0.14 | ||||||
| Euro thousands | March 31, 2018 | March 31, 2017 | Change 2018 - 2017 |
|||||
| Cash Flow from operating activities | (24,361) | (24,518) | 157 | |||||
| Investments | 3,541 | 3,696 | (155) | |||||
| % core business revenue | 3.4% | 3.1% | ||||||
| Euro thousands | March 31, 2018 | December 31, 2017 | Change 2018 - 2017 |
of which: IFRS 9 effect (3) |
||||
| Net capital employed | 511,188 | 479,191 | 31,997 | (1,307) | ||||
| Net Financial debt (2) | (269,878) | (239,614) | (30,264) | - | ||||
| Equity | (241,310) | (239,577) | (1,733) | 1,307 |
(1) The Gross Operating Profit (EBITDA) corresponds to the operating result before amortisation and depreciation and write-down;
(2) Indicator of the net financial structure, calculated as the aggregate of the current and non-current financial debt, net of cash and cash equivalents
and current financial assets and loans provided to third parties classified as non-current asset. The net financial position as per CONSOB Communication DEM/6064293 of July 28, 2006 excludes non-current financial assets. The non-current financial assets of the F.I.L.A. Group at March 31, 2018 amount to Euro 3,721 thousand, of which Euro 6 thousand included in the calculation of the net financial position; therefore the F.I.L.A. Group financial indicator does not equate, for this amount, with the net financial position as defined in the above-mentioned Consob communication.
(3) Please refer to the Annex - "Change of accounting standards - Impact of IFRS 15 and IFRS 9 on the consolidated financial statements"
2018 Adjustments:
- The adjustments to the Q1 2018 EBITDA relates to non-recurring operating costs of approx. Euro 0.7 million, principally for Group reorganisation plans and the Stock Grant Plan for specific Group employees.
- The adjustments of the Q1 2018 Group Result concerns the above-stated adjustments, net of the tax effect.
2017 Adjustments:
- The adjustment of the Q1 2017 EBITDA relates to non-recurring operating costs of approx. Euro 1 million, principally for Group reorganisation plans.
- The adjustment of the financial items relates to the financial income of the company Lyra KG (Germany) and deriving from the sale of the 30% stake held in FILA Nordic AB (Sweden) amounting to approx. Euro 1 million.
- The adjustment of the Q1 2017 Group Result concerns the above-stated adjustments, net of the tax effect.
F.I.L.A Group Key Financial Highlights
The F.I.L.A. Group Key Financial Highlights for Q1 2018 are reported below.
Adjusted operating results
The Q1 2018 F.I.L.A. Group results report a reduced EBITDA of 5.3% compared to Q1 2017.
| NORMALIZED - Euro thousands | March 2018 |
% core business revenue |
March 2017 |
% core business revenue |
Change 2018 - 2017 |
|
|---|---|---|---|---|---|---|
| Core Business Revenue | 104,796 | 100% | 117,613 | 100% | (12,817) | -10.9% |
| Other Revenue and Income | 2,035 | 5,855 | (3,820) | -65.2% | ||
| Total Revenue | 106,831 | 123,468 | (16,637) | -13.5% | ||
| Total operating costs | (90,631) | -86.5% | (106,362) | -90.4% | 15,731 | 14.8% |
| EBITDA | 16,200 | 15.5% | 17,106 | 14.5% | (906) | -5.3% |
| Amortisation, depreciation and write-down | (4,833) | -4.6% | (4,616) | -3.9% | (217) | -4.7% |
| EBIT | 11,367 | 10.8% | 12,490 | 10.6% | (1,123) | -9.0% |
| Net financial expenses | (3,582) | -3.4% | (2,675) | -2.3% | (907) | -33.9% |
| Pre-tax profit | 7,785 | 7.4% | 9,815 | 8.3% | (2,030) | -20.7% |
| Total income taxes | (2,645) | -2.5% | (3,656) | -3.1% | 1,011 | 27.6% |
| NET PROFIT FOR THE YEAR - CONTINUING OPERATIONS | 5,140 | 4.9% | 6,159 | 5.2% | (1,019) | -16.5% |
| Net Profit | 5,140 | 4.9% | 6,159 | 5.2% | (1,019) | -16.5% |
| Non-controlling interest profit | 304 | 0.3% | 476 | 0.4% | (172) | -36.1% |
| F.I.L.A. Group Net Profit | 4,836 | 4.6% | 5,683 | 4.8% | (847) | -14.9% |
The main changes compared to Q1 2017 are outlined below.
"Core Business Revenue" of Euro 104,796 thousand decreased on the previous year Euro 12,817 thousand (-10.9% on the same period of the previous year). The reduction related to negative currency impacts of approx. Euro 7,504 thousand (principally the weakening of the US Dollar, the Indian Rupee and the Mexican Peso against the Euro) and the application of IFRS 15 which resulted in a Euro 916 thousand reduction in "Core Business Revenue", net of these impacts revenues decreased Euro 4,397 thousand. The contraction was principally apparent in Europe (Euro 4,618 thousand, - 8.2%) and in North America (Euro 1,485 thousand, -5.2%), partly offset by improved revenues in South America (Euro 1,048 thousand, +7.2%) and Asia (Euro 971 thousand, +5.8%).
In order to better illustrate F.I.L.A. Group developments, reference should be made to the table below highlighting revenue compared with the previous period by "Strategic Segments":
Other Revenues and Income of Euro 2,035 thousand decreased Euro 3,820 thousand on the previous year, of which Euro 3,411 thousand due to realised and unrealised exchange movements on commercial transactions.
"Operating Costs" in Q1 2018 of Euro 90,631 thousand reduced Euro 15,731 thousand on 2017, mainly due, in addition to the weakening of the US Dollar, the Indian Rupee, the Mexican Peso and the Chinese Renminbi against the Euro, also lower procurement costs net of changes in inventory, of Euro 11,059 thousand on the basis of lower sales volumes and improved production efficiency and on operating costs, and lower realised and unrealised currency differences on commercial transactions for Euro 3,927 thousand.
"EBITDA" was Euro 16,200 thousand, contracting Euro 906 thousand on 2017 (-5.3%), although with the margin improving to 15.5% (up 1% on the previous year). The application of IFRS 15 negatively impacted "EBITDA" for Euro 134 thousand.
Amortisation, depreciation and write-downs of Euro 4,833 thousand were substantially in line with the comparative period. The application of IFRS 9 resulted in increased doubtful debt write-downs of Euro 200 thousand.
"Net Financial Charges" increased on Q1 2017 by Euro 907 thousand, mainly due to negative currency effects which were partially offset by an overall reduction in financial charges. The application of IFRS 15 positively impacted "Net Financial Charges" for Euro 134 thousand.
Adjusted Group "Income taxes" of Euro 2,645 thousand decreased on Q1 2017 by Euro 1,011 thousand; the reduced tax charge is mainly due to lower taxes matured by Canson SAS (France) and Dixon Tinconderoga (U.S.A.) against lower tax rates.
Interim Report at March 31, 2018
Excluding the non-controlling interest result, the F.I.L.A. Group adjusted net profit in Q1 2018 was Euro 4,836 thousand, compared to Euro 5,683 thousand in the previous year.
Business seasonality
The Group's operations are affected by business seasonality, as reflected in the consolidated results.
The breakdown of the income statement by quarter highlights the concentration of sales in the second and third quarters for the "schools' campaign". Specifically, in June significant sales are made through the "school suppliers" traditional channel and in August through the "retailers" channel.
The key quarterly highlights for 2018 and 2017 are reported below.
| 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Euro thousands | First 3 mth. 2017 |
First 6 mth. 2017 |
First 9 mth. 2017 |
FY 2017 | First 3 mth. 2018 |
|||
| Core Business Revenue | 117,613 | 260,543 | 391,548 | 510,354 | 104,796 | |||
| Full year portion | 23.05% | 51.05% | 76.72% | 100.00% | ||||
| EBITDA | 16,072 | 38,988 | 62,018 | 73,124 | 15,511 | |||
| % core business revenue | 13.67% | 14.96% | 15.84% | 14.33% | 14.80% | |||
| Full year portion | 21.98% | 53.32% | 84.81% | 100.00% | ||||
| Normalised EBITDA | 17,106 | 43,846 | 67,959 | 80,605 | 16,200 | |||
| % core business revenue | 14.54% | 16.83% | 17.36% | 15.79% | 15.46% | |||
| Full year portion | 21.22% | 54.40% | 84.31% | 100.00% | ||||
| Net Financial Debt | (255,852) | (285,584) | (276,466) | (239,614) | (269,878) |
Statement of Financial Position
The statement of financial position of the F.I.L.A. Group at March 31, 2018 is reported below.
| March 2018 205,945 |
December 2017 |
Change 2018 - 2017 |
|---|---|---|
| 208,091 | (2,146) | |
| 88,187 | 88,355 | (168) |
| 4,530 | 4,725 | (195) |
| 298,662 | 301,171 | (2,509) |
| 15,176 | 15,564 | (388) |
| 200,396 | 178,699 | 21,697 |
| 144,738 | 132,768 | 11,970 |
| (96,904) | (96,263) | (641) |
| 700 | 241 | 459 |
| 248,930 | 215,445 | 33,485 |
| (51,580) | (52,989) | 1,409 |
| 511,188 | 479,191 | 31,997 |
| (241,310) | (239,577) | (1,733) |
| (269,878) | (239,614) | (30,264) |
| (511,188) | (479,191) | (31,997) |
The "Net Capital Employed" of the F.I.L.A. Group at March 31, 2018 of Euro 511,188 thousand is principally comprised of "Net Fixed Assets" of Euro 298,662 thousand (decreasing on December 31, 2017 Euro 2,509 thousand) and the "Net Working Capital" totalling Euro 248,930 (increasing on December 31, 2017 Euro 33,485 thousand).
The decrease in "Intangible Assets" on December 31, 2017 of Euro 2,146 thousand substantially relates to negative translation differences of Euro 753 thousand and the amortisation of intangible assets (Euro 1,743 thousand), particularly with regards to "Trademarks" and "Development Technology" by the Group companies Daler-Rowney Lukas, St. Cuthberts Mill (United Kingdom), the Canson Group and DOMS Industries Pvt Ltd (India), valued during their respective acquisitions. The reduction was partly offset by investments of Euro 350 thousand, principally by the parent F.I.L.A. S.p.A.
"Property, plant and equipment" decreased Euro 168 thousand on December 31, 2017. Overall net investments of Euro 3,219 thousand mainly concerned DOMS Industries Pvt Ltd (India), Canson SAS (France) and Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) to extend and develop local production sites. The overall movement also stems from negative currency differences for Euro 654 thousand and depreciation of Euro 2,731 thousand.
"Financial assets" decreased Euro 195 thousand compared to December 31, 2017, principally due to the Fair Value adjustment of the Carrying amount of hedging derivatives of F.I.L.A. S.p.A. for Euro 169 thousand.
The increase in "Net Working Capital" on December 31, 2017 of Euro 33,485 thousand relates to the following:
- "Inventories" the increase was Euro 21,697 thousand and mainly concerned the business seasonality in the run up to the school's campaign and continued development of the "Arts & Craft" business. The increase in stock levels is principally concentrated at Dixon Ticonderoga Company (U.S.A.), Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico), Canson SAS (France), Canson Inc. (U.S.A.) and at Daler Rowney Ltd (United Kingdom);
- "Trade and Other Receivables" increased Euro 11,970 thousand principally due to F.I.L.A. Group seasonality and concerns in particular F.I.L.A. S.p.A., South American subsidiaries Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico), F.I.L.A. Chile Ltda (Chile) and Omyacolor S.A. (France). The application of IFRS 9 in addition resulted in lower "Trade and Other Receivables" for Euro 2,300 thousand;
- "Trade and Other Payables" increased Euro 641 thousand, principally concerning payables for the procurement of raw materials and investments by DOMS Industries Pvt Ltd (India).
The decrease in "Provisions" on December 31, 2017 of Euro 1,409 thousand principally concerns reduced "Deferred tax liabilities" (Euro 934 thousand), "Employee benefits" (Euro 203 thousand), mainly due to actuarial gains recorded in the first quarter by the company Daler Rowney Ltd (United Kingdom) and of "Risks and Charges Provisions" (Euro 272 thousand).
The "Equity" of the F.I.L.A. Group, amounting to Euro 241,310 thousand, increased on December 31, 2017 Euro 1,733 thousand. Net of the period profit of Euro 4,553 thousand (of which Euro 304 thousand concerning non-controlling interest), the residual movement principally concerns negative currency effects of Euro 1,798 thousand, the "fair value adjustment" of derivative hedging instruments held by F.I.L.A. S.p.A. and Canson SAS (negative for Euro 194 thousand), the increase in the "Share Based Premium" reserve of Euro 131 thousand, the increase in the IAS 19 reserve for Euro 236 thousand and the negative effects from application of IFRS 9 for Euro 1,195 thousand.
The F.I.L.A. Group "Net Financial Position" at March 31, 2018 was a net debt of Euro 269,878 thousand, increasing Euro 30,264 thousand on December 31, 2017 in line with business seasonality. For greater details, reference should be made to the "Financial Overview" paragraph.
Financial overview
The overview of the Q1 2018 Group operating and financial performance is completed by the Group Net Financial Position and Statement of Cash Flow reported below.
The Net Financial Position at March 31, 2018 reports a debt of Euro 269,878 thousand.
| March | December | Change | |
|---|---|---|---|
| Euro thousands | 2018 | 2017 | 2018 - 2017 |
| Cash A |
149 | 67 | 82 |
| Other cash equivalents B |
51,214 | 38,491 | 12,723 |
| Securities held-for-trading C |
- | - | - |
| D Liquidity ( A + B + C) |
51,363 | 38,558 | 12,805 |
| E Current financial receivables |
473 | 419 | 54 |
| Current bank loans and borrowings F |
(87,843) | (72,724) | (15,120) |
| Current portion of non-current debt G |
(23,508) | (18,710) | (4,798) |
| Other current loans and borrowings H |
(7,667) | (8,239) | 572 |
| I Current financial debt ( F + G + H ) |
(119,018) | (99,673) | (19,345) |
| J Net current financial debt (I + E+ D) |
(67,182) | (60,696) | (6,486) |
| Non-current bank loans and borrowings K |
(202,198) | (178,420) | (23,778) |
| Bonds issued L |
- | - | - |
| Other non-current loans and borrowings M |
(504) | (504) | - |
| N Non-current financial debt ( K + L + M ) |
(202,702) | (178,924) | (23,778) |
| O Net financial debt (J+N) |
(269,884) | (239,620) | (30,264) |
| P Loans issued to third parties |
6 | 6 | - |
| Q Net financial debt (O + P) - F.I.L.A. Group |
(269,878) | (239,614) | (30,264) |
| Note: |
1) The net financial debt calculated at point "O" complies with Consob Communication DEM/6064293 of July 28, 2006, which excludes non-current financial assets. The net financial debt of the F.I.L.A. Group differs from the above communication by Euro 6 thousand in relation to the non-current loans granted to third parties by Omyacolor S.A
2) At March 31, 2018 there were no transactions with related parties which impacted the net financial debt.
Compared to December 31, 2017 (debt of Euro 239,614 thousand), the net debt increased Euro 30,264 thousand, as outlined below in the Statement of Cash Flow.
| March 2018 | March 2017 | |
|---|---|---|
| Euro thousands | ||
| EBIT | 10,678 | 11,456 |
| Adjustments for non-cash items | 6,652 | 5,724 |
| Integrations for income taxes | (2,232) | (1,872) |
| Cash Flow from Operating Activities Before Changes in NWC | 15,098 | 15,308 |
| Change in NWC | (38,501) | (40,007) |
| Change in Inventories | (23,879) | (14,442) |
| Change in Trade and Other Receivables | (14,672) | (23,077) |
| Change in Trade and Other Payables | 905 | (1,193) |
| Change in Other Current Assets/Liabilities | (855) | (1,293) |
| Net cash Flow from Operating Activities | (23,403) | (24,699) |
| Investments in tangible and intangible assets | (3,541) | (3,696) |
| Interest Income | 24 | 0 |
| Equity Investments | - | 990 |
| Cash Flow used in Investing Activities | (3,517) | (2,706) |
| Change in Equity | 0 | (127) |
| Interest Expenses | (2,410) | (2,343) |
| Cash Flow used in Financing Activities | (2,410) | (2,470) |
| Other changes | (45) | (164) |
| Total Net Cash Flow | (29,375) | (30,039) |
| Effect from exchange rate changes | (889) | (2,376) |
| Change in Net Financial Debt | (30,264) | (32,415) |
The net cash flow absorbed in 2018 from "Operating Activities" of Euro 23,403 thousand (absorption of operating cash in Q1 2017 of Euro 24,699 thousand) concerns:
- generation of Euro 15,098 thousand (Euro 15,308 thousand in Q1 2017) from "EBIT", based on the difference of the "Value" and the "Costs of Cash Generation" and the remaining ordinary income components, excluding financial management;
- absorption of Euro 38,501 thousand (Euro 40,007 thousand in Q1 2017) from "Working Capital Management", particularly concerning the increase in "Inventories" and "Trade and Other Receivables", principally due to business seasonality and the reduction in revenues.
"Investing Activities" absorbed liquidity of Euro 3,517 thousand (Euro 2,706 thousand in Q1 2017), of which:
- liquidity of Euro 3,541 thousand (Euro 3,696 thousand in Q1 2017) for tangible and intangible asset investment, mainly by DOMS Industries Pvt Ltd (India), Canson SAS (France) and Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) to extend and develop local production sites;
- in the first quarter of 2018, no cash flow movements related to the undertaking or disposal of equity investments. In the first quarter of 2017 however investment activities generated cash
of Euro 990 thousand, due to the disposal of the minority stake (30%) held in FILA Nordic AB (Sweden) by the German subsidiary Lyra KG.
Cash flow from "Financing Activities" absorbed liquidity of Euro 2,410 thousand (Euro 2,470 thousand in Q1 2017), mainly due to interest paid on loans and credit lines granted to Group companies, mainly F.I.L.A. S.p.A., Grupo F.I.L.A. – Dixon, S.A. de C.V. (Mexico) and Dixon Ticonderoga Company (U.S.A.).
Excluding the currency effect from the translation of the net financial positions in currencies other than the Euro, absorbing cash of Euro 889 thousand, the increase in the net debt was therefore Euro 30,264 thousand (Euro 32,415 thousand at March 31, 2017).
"Net Liquidity" movements are reported below.
| Euro thousands | March 2018 | December 2017 |
|---|---|---|
| Opening Cash and Cash Equivalents | 20,425 | 53,973 |
| Cash and cash equivalents Bank overdrafts |
38,558 (18,133) |
59,519 (5,546) |
| Closing Cash and Cash Equivalents | 35,374 | 20,425 |
| Cash and cash equivalents Bank overdrafts |
51,363 (15,989) |
38,558 (18,133) |
Disclosure by operating segment
In terms of segment reporting, the F.I.L.A. Group has adopted IFRS 8, obligatory from January 1, 2009.
IFRS 8 requires an entity to base segment reporting on internal reporting, which is constantly reviewed by the highest level of management in order to allocate resources to the various segments and to analyse performance.
Geographic region is the primary basis of analysis and of decision-making by F.I.L.A. Group Management, therefore fully in line with the internal reporting prepared for these purposes.
The products of the F.I.L.A. Group are similar in terms of quality and production, target market, margins, sales network and clients, even with reference to the different brands which the Group markets. No diversification is therefore deemed to be present within the Segment, in consideration of the substantial uniformity of the risks and benefits relating to the products produced by the F.I.L.A. Group.
The segment disclosure accounting standards are in line with those utilised for the consolidated financial statements.
Segment disclosure was therefore based on the location of operations ("Entity Locations"), broken down as follows: "Europe", "North America", "Central and South America" and "Rest of the World". The "Rest of the World" includes the subsidiaries in South Africa and Australia.
The "Business Segment Reporting" of the F.I.L.A. Group aggregates companies by region on the basis of the "operating location".
For disclosure upon the association between the regions and F.I.L.A. group companies, reference should be made to the attachments to the report in the "List of companies included in the consolidation scope and other investments" paragraph.
The segment reporting required in accordance with IFRS 8 is presented below.
Business Segments – Statement of Financial Position
The key statement of financial position figures for the F.I.L.A. Group by region, at March 31, 2018 and December 31, 2017, are reported below:
| March 2018 | Europe | North | Central & South | Asia | Rest | Consolidation | F.I.L.A. Group |
|---|---|---|---|---|---|---|---|
| Euro thousands | America | America | of the World | ||||
| Intangible Assets | 124,636 | 16,776 | 3,543 | 60,957 | 109 | (76) | 205,945 |
| Property, plant & equipment | 53,092 | 2,424 | 6,781 | 25,656 | 234 | 88,187 | |
| Total Intangible and Tangible Assets | 177,728 | 19,199 | 10,324 | 86,613 | 344 | (76) | 294,132 |
| of which Intercompany | (76) | 0 | |||||
| Inventories | 83,316 | 56,211 | 35,609 | 26,478 | 3,089 | (4,307) | 200,396 |
| Trade and Other Receivables | 91,867 | 39,746 | 61,890 | 14,197 | 1,152 | (64,114) | 144,738 |
| Trade and Other Payables | (90,694) | (28,686) | (19,262) | (17,169) | (2,577) | 61,484 | (96,904) |
| Other Current Assets and Liabilities | (226) | 996 | 80 | (150) | 700 | ||
| Net Working Capital | 84,263 | 68,267 | 78,317 | 23,356 | 1,664 | (6,937) | 248,930 |
| of which Intercompany | (5,193) | (968) | (468) | (151) | (157) | ||
| Net Financial Debt | (198,830) | (21,466) | (41,262) | (4,048) | (4,878) | 606 | (269,878) |
| of which Intercompany | 606 | ||||||
| December 2017 | Europe | North | Central - South | Asia | Rest | Consolidation | F.I.L.A. Group |
|---|---|---|---|---|---|---|---|
| Euro thousands | America | America | of the World | ||||
| Intangible Assets | 124,612 | 16,941 | 3,746 | 62,760 | 108 | (76) | 208,091 |
| Property, plant & equipment | 53,216 | 2,571 | 6,338 | 25,973 | 257 | 88,355 | |
| Total Intangible and Tangible Assets | 177,828 | 19,512 | 10,084 | 88,733 | 365 | (76) | 296,446 |
| of which Intercompany | (76) | 0 | |||||
| Inventories | 76,251 | 48,103 | 31,761 | 26,074 | 3,166 | (6,656) | 178,699 |
| Trade and Other Receivables | 78,285 | 44,305 | 55,515 | 11,595 | 1,189 | (58,121) | 132,768 |
| Trade and Other Payables | (89,969) | (24,226) | (21,166) | (16,324) | (2,858) | 58,280 | (96,263) |
| Other Current Assets and Liabilities | (277) | 1,077 | (411) | (148) | 241 | ||
| Net Working Capital | 64,290 | 69,259 | 65,699 | 21,197 | 1,497 | (6,497) | 215,445 |
| of which Intercompany | (2,461) | (2,720) | (631) | (449) | (234) | ||
| Net Financial Debt | (181,937) | (22,207) | (28,537) | (2,571) | (4,479) | 117 | (239,614) |
| of which Intercompany | 117 |
Business Segments – Income Statement
The income statement for the F.I.L.A. Group by region for Q1 2018 and Q1 2017 is reported below:
| March 2018 | Europe | North | Central - South | Asia | Rest of the | Consolidation | F.I.L.A. .Group |
|---|---|---|---|---|---|---|---|
| Euro thousands | America | America | World | ||||
| Core Business Revenue | 66,072 | 26,345 | 20,908 | 26,905 | 1,001 | (36,435) | 104,796 |
| of which Intercompany | (15,876) | (2,818) | (6,962) | (10,759) | (20) | ||
| EBITDA | 6,960 | 2,197 | 1,250 | 3,062 | (232) | 2,274 | 15,511 |
| Net financial charges | (1,691) | (547) | (1,235) | (73) | (36) | (3,582) | |
| of which Intercompany | (162) | 39 | 80 | - | 43 | ||
| Net Profit/(loss) | 1,691 | 1,148 | (491) | 1,241 | (299) | 1,263 | 4,553 |
| Non-controlling interest profit | (47) | - | - | 358 | (7) | 304 | |
| F.I.L.A. Group Net Profit | 1,738 | 1,148 | (491) | 883 | (292) | 1,263 | 4,249 |
| March 2017 Euro thousands |
Europe | North America |
Central - South America |
Asia | Rest of the World |
Consolidation | F.I.L.A. .Group |
|---|---|---|---|---|---|---|---|
| Core Business Revenue of which Intercompany |
76,959 (20,805) |
32,953 (4,370) |
24,290 (9,676) |
26,711 (9,835) |
1,413 (26) |
(44,713) | 117,613 |
| EBITDA | 7,948 | 3,773 | 1,947 | 2,802 | (282) | (116) | 16,072 |
| Net financial charges | (29) | 761 | (540) | (88) | 46 | (1,835) | (1,685) |
| of which Intercompany | (858) | (1,058) | 54 | - | 27 | ||
| Net Profit/(loss) | 3,885 | 2,724 | 775 | 991 | (268) | (1,900) | 6,207 |
| Non-controlling interest profit/(loss) | 122 | - | - | 362 | (8) | 476 | |
| F.I.L.A. Group Net Profit/(loss) | 3,763 | 2,724 | 775 | 629 | (260) | (1,900) | 5,731 |
* Allocation by "Entity Location"
Business Segments – Other Information
The "other information", concerning tangible and intangible fixed asset investments of Group companies by region for March 31, 2018 and March 31, 2017 is reported below:
| March 2018 | Europe | North | Central - South | Asia | Rest of the | F.I.L.A. |
|---|---|---|---|---|---|---|
| Euro thousands | America | America | World | Group | ||
| Intangible Assets | 345 | 2 | 3 | 350 | ||
| Property, Plant and Equipment | 1,098 | 20 | 599 | 1,459 | 14 | 3,191 |
| Net Investments | 1,443 | 20 | 600 | 1,461 | 17 | 3,541 |
| * Allocation by "Entity Location" | ||||||
| March 2017 | North | Central - South | Rest of the | F.I.L.A. | ||
| Euro thousands | Europe | America America |
Asia | World | Group | |
| Intangible Assets | 33 | 17 | 5 | 57 |
Property, Plant and Equipment 2,227 12 609 777 13 3,639 Net Investments 2,261 12 626 777 18 3,696
21
Subsequent events to the first quarter
On May 7, an agreement was signed for the acquisition by the subsidiary Dixon Ticonderoga Company (U.S.A.) of 100% of Pacon Holding Company ("Pacon") at an enterprise value of US\$ 325 million, in addition to US\$ 15 million of tax benefits and therefore for total cash consideration of US\$ 340 million (subject to the usual adjustments on closing concerning debt, cash and net working capital). For this purpose, on May 1, 2018 the vehicle company FILA Acquisition Company was incorporated, with registered office in Delaware (U.S.A.), held entirely by Dixon Ticonderoga Company (U.S.A.).
The transaction is subject to a number of conditions, including approval by the Antitrust authority in accordance with the Hart-Scott-Rodino Antitrust Improvements Act in the United States and other conditions typical of this type of transaction. The Pacon acquisition is further testament to the Group's overseas market development commitment and further expands F.I.L.A on the world's largest market. With Pacon - in addition - the Group will be in a position to complete its colour and paper segment offer with a broad and recognised portfolio of recreational - educational - creative products and tools targeting a highly diversified audience. Pacon, founded in 1951, is a leading schools and arts & craft operator on the US market, headquartered in Appleton in the state of Wisconsin. The range of products includes over 8,500 items produced at 8 facilities located in the United States (3 in Appleton and 3 in Neenah, in the state of Wisconsin), in Great Britain (1 facility in the West Midlands) and in Canada (1 facility in Barrie, in the state of Ontario). The transaction is funded through a medium/long-term bank loan agreed with Mediobanca - Banca di Credito Finanziario S.p.A. and UniCredit S.p.A. (both as Joint Global Coordinator and Bookrunner) for a total amount of Euro 520 million, including refinancing of current debt. The Board of Directors, in order to optimise the capital structure, also submitted for the approval of the Shareholders' Meeting of F.I.L.A. a share capital increase for a maximum Euro 100 million (including any share premium), by way of a rights offering with pre-emption rights and earmarked for the early repayment of Group debt. The share capital increase shall be subject to completion of the Pacon acquisition. Mediobanca - Banca di Credito Finanziario S.p.A. and UniCredit Corporate & Investment Banking will act as Joint Global Coordinator and Joint Bookrunner for the planned share capital increase and have signed a pre-underwriting agreement by which they have committed, in accordance with typical market conditions, to underwrite the subscription of any newly issued shares remaining unopted for a maximum amount equal to the value of the share capital increase.
Interim Report at March 31, 2018
Treasury shares
The parent F.I.L.A. S.p.A. did not hold treasury shares at March 31, 2018.
II - Consolidated Financial Statements of the F.I.L.A. Group at March 31, 2018
Consolidated Financial Statements
Statement of Financial Position
| Euro thousands | March 31, 2018 | December 31, 2017 |
|---|---|---|
| Assets | 719,963 | 675,970 |
| Non-Current Assets | 313,936 | 316,837 |
| Intangible Assets | 205,945 | 208,091 |
| Property, Plant and Equipment | 88,187 | 88,355 |
| Non-Current Financial Assets | 3,721 | 3,918 |
| Investments Measured at Equity | 784 | 782 |
| Investments Measured at Cost | 31 | 31 |
| Deferred Tax Assets | 15,268 | 15,660 |
| Current Assets | 406,027 | 359,133 |
| Current Financial Assets | 473 | 419 |
| Current Tax Receivables | 9,057 | 8,689 |
| Inventory | 200,396 | 178,699 |
| Trade and Other Receivables | 144,738 | 132,768 |
| Cash and Cash Equivalents | 51,363 | 38,558 |
| LIABILITIES AND EQUITY | 719,963 | 675,970 |
| Equity | 241,310 | 239,577 |
| Share Capital | 37,261 | 37,261 |
| Reserves | 23,321 | 23,872 |
| Retained Earnings | 152,621 | 138,049 |
| Net Profit for the year | 4,249 | 15,767 |
| Group Equity | 217,452 | 214,949 |
| Non-controlling interest equity | 23,858 | 24,628 |
| Non-Current Liabilities | 250,570 | 229,092 |
| Non-Current Financial Liabilities | 202,643 | 178,889 |
| Financial Instruments | 59 | 35 |
| Employee Benefits | 8,533 | 8,736 |
| Provisions for Risks and Charges | 936 | 2,095 |
| Deferred Tax Liabilities | 38,307 | 39,241 |
| Other Payables | 92 | 96 |
| Current Liabilities | 228,083 | 207,301 |
| Current Financial Liabilities | 119,018 | 99,673 |
| Provisions for Risks and Charges | 3,804 | 2,917 |
| Current Tax Payables | 8,357 | 8,448 |
| Trade and Other Payables | 96,904 | 96,263 |
Statement of Comprehensive Income
| March 31, 2018 | March 31, 2017 | |
|---|---|---|
| Euro thousands Revenue from Sales and Services |
104,796 | 117,613 |
| Other Revenue and Income | 2,035 | 5,855 |
| Total Revenue | 106,831 | 123,468 |
| Raw Materials, Ancillary, Consumables and Goods | (59,771) | (62,970) |
| Services and Rent, Leases and Similar Costs | (26,897) | (27,314) |
| Other Operating Costs | (2,162) | (6,256) |
| Change in Raw Materials, Semi-Finished, Work-in-progress & Finished Prod. | 22,846 | 14,986 |
| Personnel expense | (25,336) | (25,842) |
| Amortisation & Depreciation | (4,474) | (4,475) |
| Write-downs | (359) | (141) |
| Total Operating Costs | (96,153) | (112,012) |
| EBIT | 10,678 | 11,456 |
| Financial Income | 677 | 1,694 |
| Financial Expense | (4,297) | (3,379) |
| Income/Expense from Investments at Equity | 38 | - |
| NET FINANCIAL CHARGES | (3,582) | (1,685) |
| Pre-Tax Profit/(loss) | 7,096 | 9,771 |
| Income Taxes | (1,773) | (2,985) |
| Deferred Tax Income and Expenses | (770) | (579) |
| Total Income Taxes | (2,543) | (3,564) |
| NET PROFIT/(LOSS) - CONTINUING OPERATIONS | 4,553 | 6,207 |
| NET PROFIT - DISCONTINUED OPERATIONS | - | - |
| Net Profit/(Loss) for the Year | 4,553 | 6,207 |
| Attributable to: | ||
| Profit attributable to non-controlling interests | 304 | 476 |
| Profit/(loss) attributable to shareholders of the parent | 4,249 | 5,731 |
| Other Comprehensive Income Items which may be reclassified subsequently in the profit | (1,992) | 3,199 |
| or loss account Translation Difference recorded in Equity |
||
| Adjustment Fair value of Hedges | (1,798) | 2,618 |
| (194) | 581 | |
| Other Comprehensive Income Items which may not be reclassified subsequently in the profit or loss account |
236 | 372 |
| Actuarial Gains/(Losses) for Employee Benefits recorded directly in Equity | 286 | 483 |
| Income Taxes on income and charges recorded directly to Equity | (50) | (111) |
| Other Comprehensive Income Items (net of tax effect) | (1,756) | 3,571 |
| Total Comprehensive Income | 2,797 | 9,778 |
| Attributable to: | ||
| Profit attributable to non-controlling interests | (770) | 1,217 |
| Profit/(loss) attributable to shareholders of the parent | 3,567 | 8,561 |
| Earnings per share: basic |
0.10 | 0.14 |
| diluted | 0.10 | 0.14 |
Statement of Changes in Equity
| Euro thousands | Share capital Legal Reserve | Share Premium Reserve |
IAS 19 Reserve Other Reserves Translation | Difference | Retained Earnings |
Group Profit/(loss) |
Group Equity | Non-Control. Int. Capital and Reserves |
Non-Control. Int. Profit/Loss |
Non-Control. Int. Equity |
Total Equity | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2017 | 37,261 | 7,434 | 65,349 | (1,671) | (20,404) | (26,836) | 138,049 | 15,767 | 214,949 | 23,028 | 1,600 | 24,628 | 239,577 |
| Net Profit | 4,249 | 4,249 | 304 | 304 | 4,553 | ||||||||
| Other Changes in the year | 236 | (63) | (724) | (1,195) | (1,746) | (1,074) | (1,074) | (2,820) | |||||
| Gains/(losses) recorded directly to equity | - | - | - | 236 | (63) | (724) | (1,195) | 4,249 | 2,503 | (1,074) | 304 | (770) | 1,733 |
| Allocation of the 2017 result | 15,767 | (15,767) | - | 1,600 | (1,600) | - | - | ||||||
| March 31, 2018 | 37,261 | 7,434 | 65,349 | (1,435) | (20,467) | (27,560) | 152,621 | 4,249 | 217,452 | 23,554 | 304 | 23,858 | 241,310 |
Condensed Consolidated Statement of Cash Flow
| Euro thousands | March 31, 2018 | March 31, 2017 |
|---|---|---|
| EBIT | 10,678 | 11,456 |
| Adjustments for non-cash and other items: | 6,506 | 6,294 |
| Amortisation & Depreciation | 4,474 | 4,475 |
| Write-down and Recovery in Value | 1 | 5 |
| Doubtful Debt and Inventory Provision | 1,389 | 135 |
| Cost for Staff Living Indemnities | 662 | 642 |
| Provisions for Risks and Charges | 154 | 489 |
| Exch. effect on Assets and Liabilities in Foreign Curr. of Commercial Transactions | 54 | 570 |
| Gain/Losses of non-current assets Disposals | (28) | (23) |
| Integrations for: | (3,243) | (2,261) |
| Income Taxes Paid | (2,232) | (1,872) |
| Unrealised Exchange Rate Differences on Assets and Liabilities in Foreign Currencies | (601) | 587 |
| Realised Exchange Rate Differences on Assets and Liabilities in Foreign Currencies | (411) | (977) |
| Cash Flow from Operating Activities Before Changes in NWC | 14,140 | 15,488 |
| Changes in Net Working Capital: | (38,501) | (40,007) |
| Change in Inventory | (23,879) | (14,442) |
| Change in Trade and Other Receivables | (14,672) | (23,077) |
| Change in Trade and Other Payables | 905 | (1,193) |
| Change in Other Assets/Liabilities | (411) | (93) |
| Change in Post-Employment and Employee Benefits | (444) | (1,200) |
| Cash Flow from Operating Activities | (24,361) | (24,518) |
| Total Investment/Divestment in Intangible Assets | (350) | (57) |
| Total Investment/Divestment in Property, Plant and Equipment | (3,191) | (3,639) |
| Total Investment/Divestment of Investments measured at Cost Method | - | 990 |
| Total Investment/Divestment in Other Financial Assets | (33) | 171 |
| Interest Received | 24 | - |
| Cash Flow used in Investing Activities | (3,550) | (2,535) |
| Total Change in Equity | - | (127) |
| Interest paid | (2,410) | (2,343) |
| Total Increase/Decrease Loans and Other Financial Liabilities | 44,562 | (1,054) |
| Cash Flow used in Financing Activities | 42,152 | (3,524) |
| Translation difference | (1,798) | 2,618 |
| Other non-cash equity changes | 2,506 | (3,468) |
| NET CASH FLOW IN THE YEAR | 14,947 | (31,426) |
| Cash and Cash Equivalents net of Bank Overdrafts at beginning of the year | 20,425 | 53,973 |
| Cash and Cash Equivalents net of Bank Overdrafts at end of the year | 35,374 | 22,546 |
1) Cash and cash equivalents at March 31, 2018 totalled Euro 51,363 thousand; current account overdrafts amounted to Euro 15,989 thousand net of relative interest.
2) Cash and cash equivalents at March 31, 2017 totalled Euro 41,000 thousand; current account overdrafts amounted to Euro 18,454 thousand net of relative interest.
3) The cash flows are presented using the indirect method. In order to provide a more complete and accurate presentation of the individual cash flows, the effects from non-cash operations were eliminated (including the conversion of statement of financial position items in currencies other than the Euro), where significant. These effects were aggregated and included in the account "Other non-cash changes".
| Euro thousands | March 2018 | December 2017 |
|---|---|---|
| Opening Cash and Cash Equivalents | 20,425 | 53,973 |
| Cash and cash equivalents Bank overdrafts |
38,558 (18,133) |
59,519 (5,546) |
| Closing Cash and Cash Equivalents | 35,374 | 20,425 |
| Cash and cash equivalents Bank overdrafts |
51,363 (15,989) |
38,558 (18,133) |
Attachments
List of companies included in the consolidation and other investments
| Year of | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Company | State of residence of | Segment | acquisition of | % held directly | % held | % held by | Investing Company | Consolidation | Non-controlling |
| the company | IFRS 81 | the company | (F.I.L.A. S.p.A.) | indirectly | F.I.L.A. Group | Method | interests | ||
| FILA S.p.A. | |||||||||
| Omyacolor S.A. | France | EU | 2000 | 94.94% | 5.06% | 100.00% | Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG | Line-by-line | 0.00% |
| Lyra Bleistift-Fabrik Verwaltungs GmbH | |||||||||
| F.I.L.A. Hispania S.L. | Spain | EU | 1997 | 96.77% | 0.00% | 96.77% FILA S.p.A. | Line-by-line | 3.23% | |
| FILALYRA GB Ltd. | UK | EU | 2005 | 0.00% | 100.00% | 100.00% Daler Rowney Ltd | Line-by-line | 0.00% | |
| Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG | Germany | EU | 2008 | 99.53% | 0.47% | 100.00% FILA S.p.A. | Line-by-line | 0.00% | |
| Lyra Bleistift-Fabrik Verwaltungs GmbH | |||||||||
| Lyra Bleistift-Fabrik Verwaltungs GmbH | Germany | EU | 2008 | 0.00% | 100.00% | 100.00% Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG | Line-by-line | 0.00% | |
| F.I.L.A. Nordic AB2 | Sweden | EU | 2008 | 0.00% | 50.00% | 50.00% Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG | Line-by-line | 50.00% | |
| FILA Stationary and Office Equipment Industry Ltd. Co. | Turkey | EU | 2011 | 100.00% | 0.00% | 100.00% FILA S.p.A. | Line-by-line | 0.00% | |
| Fila Stationary O.O.O. | Russia | EU | 2013 | 90.00% | 0.00% | 90.00% FILA S.p.A. | Line-by-line | 10.00% | |
| Industria Maimeri S.p.A. | Italy | EU | 2014 | 51.00% | 0.00% | 51.00% FILA S.p.A. | Line-by-line | 49.00% | |
| Fila Hellas SA2 | Greece | EU | 2013 | 50.00% | 0.00% | 50.00% FILA S.p.A. | Line-by-line | 50.00% | |
| Fila Polska Sp. Z.o.o | Poland | EU | 2015 | 51.00% | 0.00% | 51.00% FILA S.p.A. | Line-by-line | 49.00% | |
| Dixon Ticonderoga Company | U.S.A. | NA | 2005 | 100.00% | 0.00% | 100.00% FILA S.p.A. | Line-by-line | 0.00% | |
| Dixon Ticonderoga Inc. | Canada | NA | 2005 | 0.00% | 100.00% | 100.00% Dixon Ticonderoga Company | Line-by-line | 0.00% | |
| Grupo F.I.L.A.-Dixon, S.A. de C.V. | Mexico | CSA | 2005 | 0.00% | 100.00% | 100.00% Dixon Ticonderoga Inc. Dixon Ticonderoga Company |
Line-by-line | 0.00% | |
| F.I.L.A. Chile Ltda | Chile | CSA | 2000 | 0.79% | 99.21% | 100.00% Dixon Ticonderoga Company | Line-by-line | 0.00% | |
| FILA S.p.A. | |||||||||
| FILA Argentina S.A. | Argentina | CSA | 2000 | 0.00% | 100.00% | 100.00% F.I.L.A. Chile Ltda | Line-by-line | 0.00% | |
| Dixon Ticonderoga Company | |||||||||
| Beijing F.I.L.A.-Dixon Stationery Company Ltd. | China | AS | 2005 | 0.00% | 100.00% | 100.00% Dixon Ticonderoga Company | Line-by-line | 0.00% | |
| Xinjiang F.I.L.A.-Dixon Plantation Company Ltd. | China | AS | 2008 | 0.00% | 100.00% | 100.00% Beijing F.I.L.A.-Dixon Stationery Company Ltd. | Line-by-line | 0.00% | |
| PT. Lyra Akrelux | Indonesia | AS | 2008 | 0.00% | 52.00% | 52.00% Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG | Line-by-line | 48.00% | |
| FILA Dixon Stationery (Kunshan) Co., Ltd. | China | AS | 2013 | 0.00% | 100.00% | 100.00% Beijing F.I.L.A.-Dixon Stationery Company Ltd. | Line-by-line | 0.00% | |
| FILA SA PTY LTD | South Africa | RM | 2014 | 90.00% | 0.00% | 90.00% FILA S.p.A. | Line-by-line | 10.00% | |
| Canson Art & Craft Yixing Co., Ltd. | China | AS | 2015 | 0.00% | 100.00% | 100.00% Beijing F.I.L.A.-Dixon Stationery Company Ltd. | Line-by-line | 0.00% | |
| DOMS Industries Pvt Ltd | India | AS | 2015 | 51.00% | 0.00% | 51.00% FILA S.p.A. | Line-by-line | 49.00% | |
| Renoir Topco Ltd | UK | EU | 2016 | 100.00% | 0.00% | 100.00% FILA S.p.A. | Line-by-line | 0.00% | |
| Renoir Midco Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Renoir Topco Ltd | Line-by-line | 0.00% | |
| Renoir Bidco Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Renoir Midco Ltd | Line-by-line | 0.00% | |
| Daler Rowney Group Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Renoir Bidco Ltd | Line-by-line | 0.00% | |
| Renoir Bidco Ltd | |||||||||
| FILA Benelux SA | Belgium | EU | 2016 | 0.00% | 100.00% | 100.00% | Daler Rowney Ltd | Line-by-line | 0.00% |
| Daler Board Company Ltd | |||||||||
| Daler Rowney Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Renoir Bidco Ltd | Line-by-line | 0.00% | |
| Longbeach Arts Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney Group Ltd | Line-by-line | 0.00% | |
| Daler Board Company Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney Group Ltd | Line-by-line | 0.00% | |
| Daler Holdings Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Longbeach Arts Ltd | Line-by-line | 0.00% | |
| Daler Designs Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Board Company Ltd | Line-by-line | 0.00% | |
| Daler Rowney GmbH | Germany | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney Ltd | Line-by-line | 0.00% | |
| Lukas-Nerchau GmbH | Germany | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney GmbH | Line-by-line | 0.00% | |
| Nerchauer Malfarben GmbH | Germany | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney GmbH | Line-by-line | 0.00% | |
| Lastmill Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney Ltd | Line-by-line | 0.00% | |
| Rowney & Company Pencils Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney Ltd | Line-by-line | 0.00% | |
| Rowney (Artists Brushes) Ltd | UK | EU | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney Ltd | Line-by-line | 0.00% | |
| Daler Rowney USA Ltd | U.S.A. | NA | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney Group Ltd | Line-by-line | 0.00% | |
| Brideshore srl | Dominical Rep. | CSA | 2016 | 0.00% | 100.00% | 100.00% Daler Rowney Ltd | Line-by-line | 0.00% | |
| St. Cuthberts Holding Limited | UK | EU | 2016 | 100.00% | 0.00% | 100.00% FILA S.p.A. | Line-by-line | 0.00% | |
| St. Cuthberts Mill Limited | UK | EU | 2016 | 0.00% | 100.00% | 100.00% St. Cuthberts Holding Limited | Line-by-line | 0.00% | |
| Fila Iberia S. L. | Spain | EU | 2016 | 0.00% | 99.99% | 99.99% F.I.L.A. Hispania S.L. | Line-by-line | 0.01% | |
| Eurholdam USA Inc. | U.S.A. | NA | 2016 | 100.00% | 0.00% | 100.00% FILA S.p.A. | Line-by-line | 0.00% | |
| Canson Inc. | U.S.A. | NA | 2016 | 0.00% | 100.00% | 100.00% Eurholdam USA Inc. | Line-by-line | 0.00% | |
| Canson SAS | France | EU | 2016 | 100.00% | 0.00% | 100.00% FILA S.p.A. | Line-by-line | 0.00% | |
| Canson Brasil I.P.E. LTDA | Brasil | CSA | 2016 | 0.19% | 99.81% | 100.00% Canson SAS FILA S.p.A. |
Line-by-line | 0.00% | |
| Lodi 12 SAS | France | EU | 2016 | 100.00% | 0.00% | 100.00% FILA S.p.A. | Line-by-line | 0.00% | |
| Canson Australia PTY LTD | Australia | RM | 2016 | 0.00% | 100.00% | 100.00% Lodi 12 SAS | Line-by-line | 0.00% | |
| Canson Qingdao Ltd. | China | AS | 2016 | 0.00% | 100.00% | 100.00% Lodi 12 SAS | Line-by-line | 0.00% | |
| Canson Italy S.r.l. | Italy | EU | 2016 | 0.00% | 100.00% | 100.00% Lodi 12 SAS | Line-by-line | 0.00% | |
| FILA Art Products AG | Switzerland | EU | 2017 | 52.00% | 0.00% | 52.00% FILA S.p.A. | Line-by-line | 48.00% | |
| FILA Art and Craft Ltd | Israel | AS | 2018 | 51.00% | 0.00% | 51.00% FILA S.p.A. | Line-by-line | 49.00% | |
| Pioneer Stationery Pvt Ltd. | India | AS | 2015 | 0.00% | 51.00% | 51.00% DOMS Industries Pvt Ltd | Equity Method | 49.00% | |
| Uniwrite Pens and Plastics Pvt Ltd | Inida | AS | 2016 | 0.00% | 60.00% | 60.00% DOMS Industries Pvt Ltd | Equity Method | 40.00% |
1 - EU - Europe; NA - North America; CSA - Central-South America; AS - Asia; RW - Rest of World
2 - Although not holding more than 50% of the share capital considered a subsidiary under IFRS 10
Change of accounting standards
Impact of IFRS 15 and IFRS 9 on the consolidated financial statements
The effects from application of IFRS 15 and IFRS 9 on the consolidated financial statements at March
31, 2018 are presented below.
Statement of Comprehensive Income
| March 31, 2018 as reported |
IFRS Adjustment |
March 31, 2018 (no IFRS Adjustment) |
|
|---|---|---|---|
| Euro thousands | |||
| Assets | 719,963 | 1,307 | 721,270 |
| Non-Current Assets | 313,936 | (993) | 312,943 |
| Intangible Assets | 205,945 | 205,945 | |
| Property, Plant and Equipment | 88,187 | 88,187 | |
| Non-Current Financial Assets | 3,721 | 3,721 | |
| Investments Measured at Equity | 784 | 784 | |
| Investments Measured at Cost | 31 | 31 | |
| Deferred Tax Assets | 15,268 | (993) | 14,275 |
| Current Assets | 406,027 | 2,300 | 408,327 |
| Current Financial Assets | 473 | 473 | |
| Current Tax Receivables | 9,057 | 9,057 | |
| Inventory | 200,396 | 200,396 | |
| Trade and Other Receivables | 144,738 | 2,300 | 147,038 |
| Cash and Cash Equivalents | 51,363 | 51,363 | |
| LIABILITIES AND EQUITY | 719,963 | 1,307 | 721,270 |
| Equity | 241,310 | 1,307 | 242,617 |
| Share Capital | 37,261 | 37,261 | |
| Reserves | 23,321 | 23,321 | |
| Retained Earnings | 152,621 | 1,195 | 153,816 |
| Net Profit for the year | 4,249 | 112 | 4,361 |
| Group Equity | 217,452 | 218,759 | |
| Non-controlling interest equity | 23,858 | 23,858 | |
| Non-Current Liabilities | 250,570 | - | 250,570 |
| Non-Current Financial Liabilities | 202,643 | 202,643 | |
| Financial Instruments | 59 | 59 | |
| Employee Benefits | 8,533 | 8,533 | |
| Provisions for Risks and Charges | 936 | 936 | |
| Deferred Tax Liabilities | 38,307 | 38,307 | |
| Other Payables | 92 | 92 | |
| Current Liabilities | 228,083 | - | 228,083 |
| Current Financial Liabilities | 119,018 | 119,018 | |
| Provisions for Risks and Charges | 3,804 | 3,804 | |
| Current Tax Payables | 8,357 | 8,357 | |
| Trade and Other Payables | 96,904 | 96,904 |
Statement of Comprehensive Income
| March 31, 2018 | IFRS | March 31, 2018 | |
|---|---|---|---|
| Euro thousands | as reported | Adjustment | (no IFRS Adjustment) |
| Revenue from Sales and Services | 104,796 | 916 | 105,712 |
| Other Revenue and Income | 2,035 | - | 2,035 |
| Total Revenue | 106,831 - |
916 | 107,747 - |
| Raw Materials, Ancillary, Consumables and Goods | (59,771) | - | (59,771) |
| Services and Rent, Leases and Similar Costs | (26,897) | (782) | (27,679) |
| Other Operating Costs | (2,162) | - | (2,162) |
| Change in Raw Materials, Semi-Finished, Work-in-progress & Finished Prod. | 22,846 | - | 22,846 |
| Personnel expense | (25,336) | - | (25,336) |
| Amortisation & Depreciation | (4,474) | - | (4,474) |
| Write-downs | (359) | 200 | (159) |
| Total Operating Costs | (96,153) | (582) | (96,735) |
| EBIT | 10,678 - |
334 | 11,012 - |
| Financial Income | 677 | - | 677 |
| Financial Expense | (4,297) | (134) | (4,431) |
| Income/Expense from Investments at Equity | 38 | - | 38 |
| NET FINANCIAL CHARGES | (3,582) | (134) | (3,716) |
| Pre-Tax Profit/(loss) | 7,096 - |
200 | 7,296 - |
| Income Taxes | (1,773) | - | (1,773) |
| Deferred Tax Income and Expenses | (770) | (88) | (858) |
| Total Income Taxes | (2,543) | (88) | (2,631) |
| NET PROFIT/(LOSS) - CONTINUING OPERATIONS | 4,553 | 112 | 4,665 |
| NET PROFIT - DISCONTINUED OPERATIONS | - | - | - |
| Net Profit/(Loss) for the Year | 4,553 | 112 | 4,665 |
| Attributable to: | |||
| Profit attributable to non-controlling interests | 304 | 304 | |
| Profit/(loss) attributable to shareholders of the parent | 4,249 | 4,361 | |
| Other Comprehensive Income Items which may be reclassified subsequently in the profit or loss account |
(1,992) | - | (1,992) |
| Translation Difference recorded in Equity | (1,798) | - | (1,798) |
| Adjustment Fair value of Hedges | (194) | - | (194) |
| Other Comprehensive Income Items which may not be reclassified subsequently in the profit or loss account |
236 | - | 236 |
| Actuarial Gains/(Losses) for Employee Benefits recorded directly in Equity | 286 | - | 286 |
| Income Taxes on income and charges recorded directly to Equity | (50) | - | (50) |
| Other Comprehensive Income Items (net of tax effect) | (1,756) | - | (1,756) |
| Total Comprehensive Income | 2,797 | 112 | 2,909 |
| Attributable to: | |||
| Profit attributable to non-controlling interests | (770) | (770) | |
| Profit/(loss) attributable to shareholders of the parent | 3,567 | 3,679 |
In the first quarter of 2018, the application of IFRS 15 had the effect of reducing revenues on the basis of reclassifications for Euro 916 thousand, with an impact on the operating profit of Euro 134 thousand. There were no adjustments to the net result in the year.
The application of IFRS 9 had a negative impact on shareholders' equity at January 1, 2018 of Euro 1,195 thousand, concerning the 2017 impact net of the tax effect, while the impact on the Q1 2018 net
profit was Euro 112 thousand. Simultaneously, a reduction in "Trade and Other Receivables" of Euro 2,300 thousand was recorded, with an increase in deferred tax assets of Euro 993 thousand.
Transactions relating to Atypical and/or Unusual Operations
In accordance with Consob Communication of July 28, 2006, during 2018, F.I.L.A. S.p.A. did not undertake any atypical and/or unusual operations as defined by this communication, whereby atypical and/or unusual operations refers to operations which for size/importance, nature of the counterparties, nature of the transaction, method in determining the transfer price or time period (close to the yearend) may give rise to doubts in relation to: the correctness/completeness of the information in the financial statements, conflicts of interest, the safeguarding of the company's assets and the protection of minority shareholders.
The Board of Directors THE CHAIRMAN Mr. Gianni Mion