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Interparfums — Interim / Quarterly Report 2015
Sep 11, 2015
1445_ir_2015-09-11_ea61295b-30e6-4af7-9ae5-2dcc5bd06081.pdf
Interim / Quarterly Report
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FIRST HALF REPORT 2 015
INTERPARFUMS FIRST HALF REPORT 2015 •
FIRST HALF REPORT 2015
-
Management report • 1
-
Interim condensed consolidated financial statements • 6
-
Notes to the interim condensed consolidated financial statements • 12
-
Statutory Auditors' report on the interim financial statements • 31
1
Management report
1. Review of operations • 3 2. Consolidated financial highlights • 3 3. Half year milestones • 4 4. Risk factors and related party disclosures • 4 5. Outlook • 4 6. Post-closing events • 4
1. REVIEW OF OPERATIONS
Consolidated first-half sales reached €147.1 million, up 2% at current exchange rates and down 7% at constant exchange rates from the same period in 2014. This trend reflects mainly the unfavorable base effect from last year's launch of the Karl Lagerfeld lines, offset by a positive currency effect from the US dollar's significant rise in the period.
1.1. Highlights by brand
| €m | H1 2014 | H1 2015 |
|---|---|---|
| Montblanc | 43.5 | 42.0 |
| Lanvin | 30.4 | 28.5 |
| Jimmy Choo | 21.3 | 33.1 |
| Karl Lagerfeld | 12.7 | 5.5 |
| Van Cleef & Arpels | 9.2 | 9.1 |
| Boucheron | 7.9 | 9.6 |
| S.T. Dupont | 6.2 | 6.5 |
| Paul Smith | 5.0 | 3.5 |
| Balmain | 3.1 | 2.8 |
| Repetto | 4.6 | 4.5 |
| Rochas | - | 1.5 |
| Other | - | 0.2 |
| Perfume sales | 143.9 | 146.8 |
| Rochas license revenues | - | 0.3 |
| Total revenue | 143.9 | 147.1 |
In a difficult global economic environment Montblanc fragrances had sales of €42 million. Bolstered by top-selling lines, Montblanc Legend and Montblanc Emblem, the brand confirmed its leadership position in the men's fragrance universe, despite declines by certain non-strategic historic lines;
Jimmy Choo fragrances had more than €33 million in sales, up more than 50% on the previous year, with continuing momentum by the Jimmy Choo Man line, particularly in the United States and the launch early in the year of the women's line Jimmy Choo Blossom;
Adversely affected by market slowdowns in Eastern Europe, Lanvin fragrances consolidated their positions, sustained by further growth of the Éclat d'Arpège line (5%);
With sales of nearly €10 million, Boucheron fragrances are back on track in terms of growth thanks to the excellent response to the Quatre line;
Van Cleef & Arpels fragrances have benefited from continuing gains by the Collection Extraordinaire line and the strength of the First line;
Karl Lagerfeld fragrances were adversely impacted by a particularly high base effect from the first fragrance duo's launch in last year's first half. Sales in the second half should remain buoyant;
After Eau de Toilette in 2013 and Eau de Parfum in 2014, Repetto fragrances' gradual expansion in France continued with the launch of Eau Florale.
(1) Source: NPD figures United States six months 2015.
1.2. Highlights by region
With two lines ranked among the top 15 men's fragrances (Jimmy Choo Man 7th and Montblanc Legend 9th at the end of June 2015(1)), North America registered growth in the period of nearly 13%.
In a market less dynamic than one year ago, particularly in China, Asia (17% of sales) still grew by 7%, benefiting from the development of the portfolio's main brands, and in particular Jimmy Choo fragrances.
Western Europe declined mechanically (10%) as a consequence of the base effect from the launch of the Karl Lagerfeld line in the 2014 first half.
Following a substantial drop in the first quarter, sales in Eastern Europe picked up in the second quarter (+15%), limiting the decline for the six-month period (-3%).
2. CONSOLIDATED FINANCIAL HIGHLIGHTS
| €m | H1 2014 | H1 2015 |
|---|---|---|
| Sales | 143.9 | 147.1 |
| Gross margin | 83.5 | 91.3 |
| % of sales | 58.0% | 62.1% |
| Operating profit (1) | 19.7 | 21.4 |
| % of sales | 13.7% | 14.6% |
| Net income(1) | 13.6 | 13.9 |
| % of sales | 9.5% | 9.5% |
(1) Restated to eliminate the impact of the application of IFRIC Interpretation 21.
In the 2015 first half, the US dollar's sharp rise fueled a significant increase in the gross margin (+4.1 points) and the operating margin (+0.9 points) in relation to last year's first half.
| €m | 6 / 30 / 14 | 6 / 30 / 15 | 15 / 14 |
|---|---|---|---|
| Shareholders' equity(1) | 357.2 | 371.7 | +4.1% |
| Cash + current | |||
| financial assets | 199.0 | 193.8 | -2.6% |
| Medium-term loan | - | 99.8 | - |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21.
At June 30, 2015, the Group's financial position remained excellent with shareholders' equity of €370 million and substantial cash still of more than €190 million.
In addition, at the end of May 2015, the company obtained a €100 million five-year loan to finance the acquisition of the Rochas brand.
3. HALF YEAR MILESTONES
January
Launch of the Éclat d'Arpège pour Homme line of Lanvin
The new masculine fragrance Éclat d'Arpège pour Homme is a stopover in the heart of the Mediterranean in the hills above Saint-Tropez.
April
Signature of a fragrance license agreement with Coach Inc.
In early April, Coach Inc., the leading New York design house of fashion and luxury accessories and lifestyle collections and Interparfums, announced the signature of an 11-year exclusive worldwide fragrance license agreement, for the brand. The launch of Coach fragrances is expected for the fall 2016.
Launch of the Quatre line of Boucheron
The Quatre fragrances represent a modern and daring olfactory interpretation of the Maison Boucheron's iconic ring. Quatre pour Femme is a brilliant and elegant floral fruity eau de parfum. Quatre pour Homme is an elegant woody fragrance for men with style.
Launch of the Eau Florale line of Repetto
After Eau de Toilette in 2013 and Eau de Parfum in 2014, Repetto fragrances' gradual expansion in France continued with the launch of Eau Florale.
Interparfums eligible for PEA-PME
Based on the eligibility criteria for French tax-advantaged PEA-PME savings accounts, as defined by the Implementing Decree No. 2014-283 of March 4, 2014, Interparfums confirmed the eligibility of its shares for inclusion in this new vehicle.
May
Acquisition of the Rochas brand
At the end of May 2015, Interparfums acquired the Rochas brand (perfumes and fashion) from Procter & Gamble. This transaction covered all brand names and registered trademarks for Rochas (Femme, Madame, Eau de Rochas…) for France and international markets, mainly for class 3 (fragrances) and 25 (fashion). This brand was acquired for US\$108 million and financed by a €100 million loan repayable over five years.
June
Bonus share issue
The company proceeded with its 16th bonus share issue on the basis of one new share for every ten shares held.
Launch of the Private Klub de fragrance duo of Karl Lagerfeld
Private Klub encapsulates the spirit of a joyous, vivacious, bacchanalian youth. Private Klub for Women is designed around elegant oriental florals. The eau de toilette Private Klub for Men features a woody, spicy fragrance.
4. RISK FACTORS AND RELATED PARTY DISCLOSURES
4.1. Risk Factors
Information on market risks and their management are presented in note 2.14 of the consolidated interim financial statements included in this report.
Other Risk Factors are of the same nature as those presented in note 3 "Risk Factors" of the "Consolidated Management Report" (section 1) included in the 2014 registration document filed on March 31, 15 with the French financial market authorities (Autorité des Marchés Financiers or AMF). There were no material changes in these Risk Factors in the 2015 first half.
4.2. Related party transactions
In the 2015 first half, relations between Interparfums and affiliated companies remained comparable with those of fiscal year 2014 presented in Note 6.5 "Information on related parties" of the 2014 consolidated financial statements (section 3) included in the registration document filed on March 31, 2015 with the AMF.
This was also the case for relations between members of the Management Committee and the Board of Directors.
5. OUTLOOK
Difficult economic, financial and foreign exchange trends that adversely impacted fragrances and cosmetics markets in selected countries, curtailed the company's performances in the first half. For the second half however, the outlook is more promising in light of steady sales from the top-selling lines and the launch of the Jimmy Choo Illicit line. On that basis, guidance has been renewed for annual sales of €310-€320 million for the 2015 full year. Growth should pick up in 2016 and 2017 with the integration of Rochas fragrances on a full-year basis and the launch of Coach fragrances planned for the fall of 2016.
In light of the company's policy of maintaining marketing and advertising efforts in the second half, the company confirms the target for a current operating margin of 11% -12% for the 2015 full-year.
6. POST-CLOSING EVENTS
None.
1 4
INTERPARFUMS FIRST HALF REPORT 2015 •
1 5
2
Interim condensed consolidated financial statements
1. Consolidated income statement • 7
2. Consolidated statement of comprehensive income • 8
3. Consolidated balance sheet • 9
1. CONSOLIDATED INCOME STATEMENT
| € thousands, | |||
|---|---|---|---|
| except per share data which is in units | Notes | H1 2014 | H1 2015 |
| Sales | 3.1 | 143,948 | 147,124 |
| Cost of sales | 3.2 | (60,443) | (55,812) |
| Gross margin | 83,505 | 91,312 | |
| % of sales | 58.0% | 62.1% | |
| Selling expenses(1) Administrative expenses |
3.3 3.4 |
(58,835) (4,995) |
(64,201) (5,689) |
| Operating profit | 19,675 | 21,422 | |
| % of sales | 13.7% | 14.6% | |
| Financial income Interest and similar expenses |
1,411 (399) |
1,368 (531) |
|
| Net interest expense | 1,012 | 837 | |
| Other financial income Other financial expense |
2,317 (2,364) |
6,637 (8,419) |
|
| Net financial income (expense) | 3.5 | 965 | (945) |
| Income before income tax | 20,640 | 20,477 | |
| % of sales | 14.3% | 13.9% | |
| Income tax(1) Effective tax rate |
3.6 | (7,174) 34.8% |
(6,573) 32.1% |
| Net income before non-controlling interests | 13,466 | 13,904 | |
| % of sales | 9.4% | 9.5% | |
| Attributable to non-controlling shareholders Attributable to equity holders of the parent |
(183) 13,649 |
(11) 13,915 |
|
| % of sales | 9.5% | 9.5% | |
| Basic earnings per share(1) Diluted earnings per share(1) |
3.7 3.7 |
0.56(2) 0.55(2) |
0.48 0.47 |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3. (2) Restated for the bonus issue of June 2015
2. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
| € thousands | H1 2014 | H1 2015 |
|---|---|---|
| Consolidated net profit for the period(1) | 13,466 | 13,904 |
| Available-for-sale assets | - | - |
| Deferred tax arising from items able to be recycled | - | - |
| Items able to be recycled in profit or loss | - | - |
| Actuarial gains and losses | - | - |
| Deferred taxes on items unable to be recycled | - | - |
| Items unable to be recycled in profit or loss | - | - |
| Total net income and gains and losses recognized directly in equity(1) | 13,466 | 13,904 |
| Attributable to non-controlling shareholders | (183) | (11) |
| Attributable to equity holders of the parent | 13,649 | 13,915 |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
3. CONSOLIDATED BALANCE SHEET
Assets
| € thousands | Notes | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|---|
| Non-current assets | |||
| Net trademarks and other intangible assets | 2.1 | 69,473 | 173,983 |
| Net property, plant, equipment | 2.2 | 5,218 | 5,339 |
| Long-term investments | 2,107 | 2,145 | |
| Other non-current financial assets | 2.3 | 6,152 | 5,984 |
| Deferred tax assets | 2.11 | 4,566 | 5,737 |
| Total non-current assets | 87,516 | 193,188 | |
| Current assets | |||
| Inventory and work in progress | 2.4 | 63,678 | 84,476 |
| Trade receivables and related accounts | 2.5 | 57,685 | 62,734 |
| Other receivables | 2.6 | 5,370 | 7,619 |
| Corporate income tax(1) | 1,966 | 783 | |
| Current financial assets | 2.7 | 156,620 | 135,759 |
| Cash and cash equivalents | 2.7 | 68,052 | 58,088 |
| Total current assets | 353,371 | 349,459 | |
| Total assets | 440,887 | 542,647 |
Equity and liabilities
| € thousands | Notes | 12 / 31 /14 | 6 / 30 / 15 |
|---|---|---|---|
| Shareholders' equity | |||
| Share capital | 87,460 | 96,341 | |
| Additional paid-in capital | 26 | 19 | |
| Reserves(1) | 257,222 | 261,443 | |
| Net income for the period(1) | 23,191 | 13,915 | |
| Group shareholders' equity | 367,899 | 371,718 | |
| Non-controlling interests | 111 | 345 | |
| Total shareholders' equity | 2.8 | 368,010 | 372,063 |
| Non current liabilities | |||
| Provisions for non-current commitments | 2.9 | 4,805 | 5,048 |
| Non-current borrowings | 2.10 | 143 | 90,192 |
| Deferred tax liabilities(1) | 2.11 | 815 | 2,978 |
| Total non-current liabilities | 5,763 | 98,218 | |
| Current liabilities | |||
| Trade payables and related accounts | 2.12 | 44,841 | 42,544 |
| Current borrowings | 2.10 | 110 | 9,582 |
| Bank facilities | 7 | 7 | |
| Provisions for contingencies | 2.9 | 248 | 248 |
| Current income tax liabilities | 1,687 | 122 | |
| Other financial liabilities(1) | 2.12 | 20,221 | 19,863 |
| Total current liabilities | 67,114 | 72,366 | |
| Total shareholders' equity and liabilities | 440,887 | 542,647 |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 as presented in note 1.3.
4. STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
€ thousands Total equity
| Number of shares |
Share capital |
Paid-in capital |
OCI Retained earnings & net income |
Group | Non- share controlling interests |
Total | ||
|---|---|---|---|---|---|---|---|---|
| As of December 31, 2013 (reported basis)(2) | 24,206,453 | 72,694 | 280 | (229) | 281,770 | 354,515 | 370 | 354,885 |
| Impact of IFRIC 21 application | - | - | - | - | 308 | 308 | - | 308 |
| As of December 31, 2013 (restated)(1) (2) | 24,206,453 | 72,694 | 280 | (229) | 282,078 | 354,823 | 370 | 355,193 |
| Bonus share issue | 4,858,331 | 14,575 | (822) | - | (13,753) | - | - | - |
| Shares issued on exercise of stock options 2014 net income(1) |
63,719 - |
191 - |
568 - |
- - |
- 23,191 |
759 23,191 |
- (83) |
759 23,108 |
| Change in actuarial gains and losses on provisions for retirement liabilities 2013 dividend paid in 2014 |
- - |
- - |
- - |
(345) - |
- (11,881) |
(345) (11,881) |
- (187) |
(345) (12,068) |
| Treasury shares Cost of stock-based compensation |
(44,129) - |
- - |
- - |
- - |
(892) 83 |
(892) 83 |
- - |
(892) 83 |
| Currency translation adjustments Other changes |
- - |
- | - - |
- - |
2,142 19 |
2,142 19 |
3 8 |
2,145 27 |
| As of December 31, 2014(1) (2) | 29,084,374 | 87,460 | 26 | (574) | 280,987 | 367,899 | 111 | 368,010 |
| Bonus share issue | 2,919,269 | 8,759 | (467) | - | (8,292) | - | - | - |
| Shares issued on exercise of stock options 2015 half-year net income 2014 dividend paid in 2015 |
41,085 - - |
122 - - |
460 - - |
- - - |
- 13,915 (12,814) |
582 13,915 (12,814) |
- (11) - |
582 13904 (12,814) |
| Treasury shares Changes in Group structure |
(7,014) | - | - | - | (247) | (247) | - | (247) |
| of consolidated operations Currency translation adjustments |
- - |
- - |
- - |
- - |
- 2,383 |
- 2,383 |
245 - |
245 2,383 |
| At June 30, 2015(1) (2) | 32,037,714 | 96,341 | 19 | (574) | 275,932 | 371,718 | 345 | 372,063 |
| € thousands | Total equity | |||||||
| Number of shares |
Share capital |
Paid-in capital |
OCI Retained earnings |
Group | Non- share controlling |
Total |
| of shares | capital | capital | earnings & net income |
share controlling interests |
||||
|---|---|---|---|---|---|---|---|---|
| As of December 31, 2013 (reported basis)(2) | 24,206,453 | 72,694 | 280 | (229) | 281,770 | 354,515 | 370 | 354,885 |
| Impact of IFRIC 21 application | - | - | - | - | 308 | 308 | - | 308 |
| As of December 31, 2013 (restated)(1) (2) | 24,206,453 | 72,694 | 280 | (229) | 282,078 | 354,823 | 370 | 355,193 |
| Bonus share issue | 4,858,331 | 14,575 | (822) | - | (13,753) | - | - | - |
| Shares issued on exercise of stock options | 60,239 | 181 | 542 | - | - | 723 | - | 723 |
| 2014 half-year income(1) | - | - | - | - | 13,649 | 13,649 | (183) | 13,466 |
| 2013 dividend paid in 2014 | - | - | - | - | (11,881) | (11,881) | (187) | (12,068) |
| Treasury shares | (24,809) | - | - | - | (462) | (462) | - | (462) |
| Cost of stock-based compensation | - | - | - | - | 55 | 55 | - | 55 |
| Remeasurement of investment securities | ||||||||
| at fair value | - | - | - | - | - | - | - | - |
| Currency translation adjustments | - | - | - | - | 449 | 449 | - | 449 |
| Other changes | - | - | - | - | 19 | 19 | 9 | 28 |
| As of June 30, 2014(1) (2) | 29,100.214 | 87,450 | - | (229) | 270,154 | 357,375 | 9 | 357,384 |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
(2) Excluding treasury shares.
5. CONSOLIDATED STATEMENT OF CASH FLOWS
| € thousands | 6 / 30 / 14 | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|---|
| Cash flows from operating activities | |||
| Net income(1) | 13,466 | 23,108 | 13,904 |
| Depreciation, amortization and other (1) | 5,116 | 8,349 | 10,065 |
| Net finance costs | (1,012) | (2,084) | (837) |
| Tax charge of the period | 7,174 | 11,105 | 6,573 |
| Operating cash flows | 24,744 | 40,478 | 29,705 |
| Interest expense payments | (459) | (1,081) | (977) |
| Tax payments | (751) | (6,035) | (8,158) |
| Cash flow after interest expense and tax | 23,534 | 33,362 | 20,570 |
| Change in inventory and work in progress | (6,219) | (2,030) | (24,907) |
| Change in trade receivables and related accounts | (10,761) | (11,731) | (5,519) |
| Change in other receivables | 3,795 | 2,509 | (941) |
| Change in trade payables and related accounts | (12,765) | (5,027) | (2,278) |
| Change in other current liabilities(1) | (8,484) | (1,017) | 2,576 |
| Change in working capital needs | (34,434) | (17,296) | (31,069) |
| Net cash flows provided by (used in) operating activities | (10,900) | 16,066 | (10,499) |
| Cash flows from investing activities | |||
| Net acquisitions of intangible assets | (551) | (819) | (106,844) |
| Net acquisitions of property, plants and equipment | (512) | (1,506) | (950) |
| Net acquisitions of marketable securities (>3 months) | (24,830) | (24,555) | 21,306 |
| Changes in non-current financial assets | (423) | 209 | 130 |
| Net cash flows provided by (used in) investing activities | (26,316) | (26,671) | (86,358) |
| Cash flow from financing activities | |||
| Issuance of borrowings and new financial debt | - | - | 99,224 |
| Dividends paid to shareholders | (11,881) | (11,881) | (12,814) |
| Capital increases | 723 | 760 | 582 |
| Treasury shares | (489) | (965) | (97) |
| Net cash flows provided by (used in) financing activities | (11,647) | (12,086) | 86,895 |
| Change in net cash | (48,863) | (22,690) | (9,962) |
| Cash and cash equivalents, beginning of year | 90,735 | 90,735 | 68,044 |
| Cash and cash equivalents, end of year | 41,872 | 68,045 | 58,081 |
| The reconciliation of net cash breaks down as follows: | |||
| € thousands | 6 / 30 / 14 | 12 / 31 / 14 | 6 / 30 / 15 |
| Cash and cash equivalents | 41,872 | 68,052 | 58,088 |
| Bank facilities | - | (7) | (7) |
| Net cash at the end of the period | 41,872 | 68,045 | 58,081 |
(1) Restated to eliminate the impact of applying interpretation IFRIC21 as presented in note 1.3.
Current financial assets 157,151 156,620 135,759 Net cash and current financial assets 199,023 224,665 193,847
3
Notes to the interim condensed consolidated financial statements
1. Accounting principles • 13 2. Notes to the balance sheet • 15 3. Notes to the income statement • 25 4. Segment reporting • 27 5. Off balance sheet commitments • 28 6. Information on related parties • 29 7. Other information • 29
1. ACCOUNTING PRINCIPLES
1.1. Basis of presentation and compliance statement
The interim condensed consolidated financial statements for the six-month period ending June 30, 2015 were adopted by the Board of Directors on September 8, 2015. They have been prepared in compliance with EC regulations 1606 / 2002 of July 19, 2002 on international accounting standards and notably IAS 34 on interim financial reporting as endorsed by the European Union. These standards have been consistently applied over the periods presented. The interim financial statements were prepared on the basis of these same rules and methods used to produce the annual financial statements.
This interim condensed financial report must be read in conjunction with the consolidated annual financial statements for the fiscal year ended December 31, 2014. In addition, the comparability of interim and annual financial statements may be affected by seasonal trends of Group business and notably the impact of launch phases of new fragrance lines.
Financial information presented herein is based on:
– IFRS standards and interpretations whose application was mandatory starting in 2005;
– Options retained and exemptions used by the Group for the preparation of IFRS consolidated financial statements.
1.2. Changes in accounting standards
The following standards, amendments and interpretations that entered into force on January 1, 2015 were applied by the company in preparing its interim consolidated financial statements for the six-month period ending June 30, 2015:
– IFRIC interpretation 21 "Levies imposed by governments".
The impact of applying this interpretation in note 1.3 of this report.
Furthermore no standards, amendments or interpretations currently under review by IASB and IFRIC were applied in advance in the financial statements for the period ending June 30, 2015.
1.3. Application of interpretation IFRIC 21 "levies imposed by governments"
The interpretation IFRIC 21 was published in the Official Journal of the European Union on June 14, 2014 with a mandatory application date of January 1, 2015.
IFRIC 21 provides guidance on when to recognize a liability for a levy imposed by a government, levies that are accounted for in accordance with IAS 37.
IFRIC 21 identifies the obligating event for the recognition of a tax liability as the activity that triggers the payment of the levy in accordance with the relevant legislation.
Only the French social security levy, Contribution Sociale de Solidarité des Sociétés (C3S) was identified as impacting the consolidated financial statements and as such to be recognized in the consolidated financial statements in the year when due rather than in the year when the provision is recognized in the statutory financial statements.
The impacts of these provisions are integrated in the financial statements at June 30, 2015 with a pro forma restatement at June 30, 2014 and December 31, 2014.
The impact of the change in method on equity at January 1, 2014 and December 31, 2014 as well as 2014 net income break down as follows:
| € thousands | Shareholders' equity | Net income |
|---|---|---|
| Other financial liabilities | ||
| (cancellation of the C3S debt accrued for in 2013) | 497 | - |
| Deferred tax | (189) | - |
| Impacts of amendment at January 1, 2014 | 308 | - |
| Selling expenses – taxes and related expenses | ||
| (cancellation of the C3S charge paid in 2014) | - | (497) |
| Deferred tax | - | 189 |
| Selling expenses – taxes and related expenses | ||
| (cancellation of the provision recognized in 2014 and paid in 2015) | - | 438 |
| Deferred tax | - | (167) |
| Impacts of the amendment at December 31, 2014 | 308 | (37) |
The impact of the change in method on equity at January 1, 2014 and June 30, 2014 as well as 2014 first-half net income break down as follows:
| € thousands | Shareholders' equity | Net income |
|---|---|---|
| Other financial liabilities | ||
| (cancellation of the C3S debt accrued for in 2013) | 497 | - |
| Deferred tax | (189) | - |
| Impacts of amendment at January 1, 2014 | 308 | - |
| Selling expenses – taxes and related expenses | ||
| (cancellation of the C3S charge paid in 2014) | - | (497) |
| Deferred tax | - | 189 |
| Selling expenses – taxes and related expenses | ||
| (cancellation of the provision recognized in the 2014 first half and paid in 2015) | - | 220 |
| Deferred tax | - | (84) |
| Impacts of the amendment at June 30, 2014 | 308 | (172) |
1.4. Basis of consolidation
In June 2015, Interparfums set up a new distribution subsidiary in Spain to market Rochas fragrances in a major market for this brand. This "Parfums Rochas Spain" entity is 51%-held by Interparfums and 49%-held by its local distributor. Because Interparfums exercises exclusive control over this company, it is in consequence fully consolidated.
All Group subsidiaries are fully consolidated.
| Interparfums SA | Ownership interest (%) Controlling interest (%) |
|
|---|---|---|
| Interparfums Suisse Sarl | Switzerland | 100% |
| Interparfums Singapore | Singapore | 100% |
| Interparfums Luxury Brands | United States | 100% |
| Inter España Parfums et Cosmetiques SL | Spain | 100% |
| Parfums Rochas S.L | Spain | 51% |
| Interparfums Srl | Italy | 100% |
| Interparfums Deutschland GmbH | Germany | 51% |
| Interparfums Ltd | United Kingdom | 51% |
Subsidiaries' financial statements are prepared on the basis of the same accounting period as the parent company. The fiscal year covers the 12 month period ending on December 31.
2. NOTES TO THE BALANCE SHEET
2.1.
Trademarks and other intangible assets
2.1.1.
Breakdown of trademarks and other intangible assets
| € thousands | 12 / 31 / 14 | + | - | 6 / 30 / 15 |
|---|---|---|---|---|
| Gross value | ||||
| Indefinite life intangible assets | ||||
| Lanvin trademark | 36,323 | - | - | 36,323 |
| Rochas fragrances brand | - | 86,696 | - | 86,696 |
| Rochas fashion brand | - | 19,077 | - | 19,077 |
| Finite life intangible assets | ||||
| S.T. Dupont upfront license fee Dupont | 1,219 | - | - | 1,219 |
| Van Cleef & Arpels upfront license fee | 18,250 | - | - | 18,250 |
| Montblanc upfront license fee | 1,000 | - | - | 1,000 |
| Boucheron upfront license fee | 15,000 | - | - | 15,000 |
| Balmain upfront license fee | 2,050 | - | - | 2,050 |
| Karl Lagerfeld upfront license fee | 12,877 | - | - | 12,877 |
| Other intangible assets | ||||
| Rights on molds for bottles and related items | 8,144 | 833 | - | 8,977 |
| Registration of trademarks | 500 | - | - | 500 |
| Software | 2,360 | 238 | - | 2,598 |
| Total gross amount | 97,723 | 106,844 | - | 204,567 |
| Amortization and impairment | ||||
| Finite life intangible assets | ||||
| S.T. Dupont upfront license fee Dupont | (1,219) | - | - | (1,219) |
| Van Cleef & Arpels upfront license fee | (12,168) | (754) | - | (12,922) |
| Montblanc upfront license fee | (448) | (50) | - | (498) |
| Boucheron upfront license fee | (4,000) | (496) | - | (4,496) |
| Balmain upfront license fee | (513) | (84) | - | (597) |
| Karl Lagerfeld upfront license fee | (1,396) | (320) | - | (1,716) |
| Other intangible assets | ||||
| Rights on molds for bottles and related items | (6,294) | (410) | - | (6,704) |
| Registration of trademarks | (484) | (6) | - | (490) |
| Software | (1,728) | (214) | - | (1,942) |
| Total amortization and impairment | (28,250) | (2,334) | - | (30,584) |
| Net total | 69,473 | 104,510 | - | 173,983 |
At June 30, 2015, indefinite life intangible assets were not tested for impairment and, in consequence, no impairment expenses were recorded.
2.1.2.
Acquisition of the Rochas brand
At the end of May 2015, Interparfums acquired the Rochas brand (perfumes and fashion) from Procter & Gamble.
This transaction covered all brand names and registered trademarks for Rochas (Femme, Madame, Eau de Rochas…) for France and international markets, mainly for class 3 (fragrances) and 25 (fashion).
This brand was acquired for a price of US\$108 million, excluding inventory (€101.3 million). The additional costs of €5 million generated by the acquisition were added into the value of the asset.
The allocation of the price to the Rochas fragrances brand and the Rochas fashion brand were measured by an outside appraiser and analyzed as follows:
| € thousands | Fragrances | Fashion | Total |
|---|---|---|---|
| Brand | 82,745 | 18,210 | 100,955 |
| Allocated costs (cost of intermediaries and attorneys) | 551 | 121 | 672 |
| Allocated costs (registration rights) | 3,400 | 746 | 4,146 |
| Total indefinite life intangible assets | 86,696 | 19,077 | 105,773 |
| Rights on molds for bottles | 155 | - | 155 |
| Fixtures, improvements, fittings | 197 | - | 197 |
| Total property, plant and equipment | 352 | - | 352 |
| Total acquisition of Rochas brand | 87,048 | 19,077 | 106,125 |
| Gross amount before allocation of costs | 83,097 | 18,210 | 101,307 |
As costs to be allocated to the acquisition of the brand are not yet exhaustive at June 30, 2015, the allocation presented above is, for a non-significant percentage, provisional.
2.2. Property, plant and equipment
| € thousands | 12 / 31 / 14 | + | - | 6 / 30 / 15 |
|---|---|---|---|---|
| Gross value | ||||
| Fixtures, improvements, fittings | 4,867 | 266 | - | 5,133 |
| Office and computer equipment and furniture | 1,695 | 57 | - | 1,752 |
| Molds for bottles and caps | 8,118 | 521 | - | 8,639 |
| Other (1) | 1,109 | 136 | (152) | 1,093 |
| Total gross amount | 15,789 | 980 | (152) | 16,617 |
| Accumulated depreciation and impairment (1) | (10,571) | (853) | 146 | (11,278) |
| Net total | 5,218 | 127 | (6) | 5,339 |
(1) Including a gross amount of €552,000 for vehicles held under finance leases and depreciation expenses of €257,000.
2.3. Non-current financial assets
The signature of the Karl Lagerfeld license agreement resulted in an advance on royalty payments to be charged against future royalties of €9,589,000. This advance was discounted over the license agreement term and reduced accordingly to €6,152,000 at December 31, 2014.
The adjustment from discounting the balance to present value at June 30, 215 brought this advance to €5,984,000 with the offset recognized by increasing the amortization of upfront license fees.
2.4. Inventories and work in progress
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Raw materials and components | 23,338 | 28,909 |
| Finished goods | 44,105 | 59,809 |
| Total gross amount | 67,443 | 88,718 |
| Allowances for raw materials | (1,109) | (2,003) |
| Allowances for finished goods | (2,656) | (2,239) |
| Total provisions | (3,765) | (4,242) |
| Net total | 63,678 | 84,476 |
The increase in inventories reflects primarily the replenishment of stock for existing lines, the integration of inventory of the Rochas brand, as well as inventory buildup in preparation for the launch of new lines in the second half, mainly for the Montblanc, Lanvin and Jimmy Choo brands.
2.5. Trade receivables and related accounts
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Total gross amount Impairment |
58,952 (1,267) |
64,074 (1,340) |
| Net total | 57,685 | 62,734 |
| The aged trial balance for trade receivables breaks down as follows: | ||
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
| Not due | 53,089 | 59,224 |
| 0-90 days | 4,323 | 3,654 |
| 91-180 days | 97 | 259 |
| 181-360 days | 464 | (44) |
| More than 360 days | 978 | 981 |
| Total gross amount | 58,952 | 64,074 |
2.6. Other receivables
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Prepaid expenses | 1,576 | 2,351 |
| Interparfums Holding current accounts | 2,168 | 2,292 |
| Value-added tax | 1,200 | 1,966 |
| Hedging instruments | - | 125 |
| Other | 426 | 885 |
| Net total | 5,370 | 7,619 |
2.7. Current financial assets, cash and cash equivalents
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Current financial assets | 156,620 | 135,759 |
| Cash and cash equivalents | 68,052 | 58,088 |
| Current financial assets, cash and cash equivalents | 224,672 | 193,847 |
2.7.1. Current financial assets
Current financial assets, represented by investments with maturities greater than three months, break down as follows:
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Certificates of deposit | 26,981 | 5,547 |
| Capital redemption contracts | 36,483 | 36,976 |
| Term deposit accounts | 92,932 | 93,012 |
| Other current financial assets | 224 | 224 |
| Current financial assets | 156,620 | 135,759 |
2.7.2. Cash and cash equivalents
Cash in banks and cash equivalents having maturities of less than three months break down as follows:
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Interest-bearing accounts | 35,527 | 13,341 |
| Term deposit accounts | 1,001 | 5,002 |
| Bank accounts | 11,806 | 15,381 |
| Current interest-bearing accounts | 19,718 | 24,364 |
| Cash and cash equivalents | 68,052 | 58,088 |
2.8. Shareholders' equity
2.8.1. Common stock
As of June 30, 2015, Interparfums' capital consisted of 32,113,822 shares fully paid-up with a par value of €3, 72.94%-held by Interparfums Holding.
For the period under review, capital increases result from the exercise of stock options for 41,085 shares and the capital increase in connection with the bonus share issue of June 22, 2015 for 2,919,269 shares on the basis of one new share for every ten shares held.
2.8.2. Stock option plans
The managers and employees of Interparfums and its subsidiaries benefit from stock option plans.
The characteristics of plans currently in force are as follows:
| Plans | Number of beneficiaries |
Number of shares granted / exercised at inception |
Grant date |
Vesting period |
Exercise price(1) |
|---|---|---|---|---|---|
| Plan 2009 | 135 | 87,000 | 12 / 17 / 09 | 4 years | €9.00 |
| Plan 2010 | 143 | 114,700 | 10 / 08 / 10 | 4 years | €13.00 |
(1) Subscription price adjusted for bonus issues.
The estimation of the fair value of each stock option based on the Black & Scholes model is calculated on the grant date on the basis of the following assumptions:
| Plans | Fair value of the options |
Risk free interest rates |
Dividend yield |
Volatility | Share price rate retained for the calculation |
|---|---|---|---|---|---|
| Plan 2009 | €4.27 | 3.56% | 2.67% | 30% | €17.60 |
| Plan 2010 | €6.55 | 2.81% | 1.81% | 30% | €22.95 |
In the period, changes in plans issued by Interparfums SA break down as follows:
| Plans | Options outstanding at 12 / 31 / 14 |
Conversions in the period |
Bonus share grants |
Cancellations in the period |
Options outstanding at 6 / 30 / 15 |
Exercise price(1) |
|---|---|---|---|---|---|---|
| Plan 2009 | 33,585 | (709) | 3,293 | - | 36,169 | €9.00 |
| Plan 2010 | 160,887 | (40,376) | 12,292 | (356) | 132,447 | €13.00 |
| 194,472 | (41,085) | 15,585 | (356) | 168,616 |
(1) Subscription price adjusted for bonus issues.
At June 30, 2015, the potential number of Interparfums SA shares that may be created was 168,616.
Benefits granted to employees in the form of stock options, in accordance with IFRS 2, were calculated using the Black & Scholes model. The impact of this calculation represents an expense that is recognized over the duration of the vesting period. At June 30, 2015, this expense had been fully amortized
For all these plans, the stock options have terms of six years.
2.8.3. Treasury stock
Within the framework of the share repurchase program authorized by the General Meeting of April 24, 2015, 76,108 Interparfums shares were held by the company as of June 30, 2015 or 0.24% of the share capital.
Changes in the period break down as follows:
and for the 2014 first half amounted to €89,000.
| € thousands | Average | Number | Book |
|---|---|---|---|
| price | of shares | Value | |
| At December 31, 2014 | 28.61 | 69,094 | 1,530 |
| Acquisitions | 204,989 | 5,865 | |
| Bonus issue of June 22, 2015 | 26.39 | 5,711 | - |
| Disposals | (203,686) | (5,375) | |
| Impairment of securities | - | (159) | |
| At June 30, 2015 | 76,108 | 1,861 |
Management of the share buyback program is assured by an investment services provider within the framework of a liquidity agreement in compliance with the conduct of business rules of the French association of financial market professionals (AMAFI). Purchases of shares under this program are subject to the following conditions:
– the maximum purchase price is €50 per share, excluding execution costs;
– the total number of shares acquired may not exceed 5% of the capital stock outstanding.
2.8.4. Non-controlling interests
Non-controlling interests concern percentages not held in European subsidiaries (Interparfums Deutschland GmbH: 49%; Interparfums Ltd: 49%; Parfums Rochas Spain S.L 49%) on June 30, 2015 that break down as follows:
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Reserves attributable to non-controlling interests | 194 | 356 |
| Earnings attributable to non-controlling interests | (83) | (11) |
| Non-controlling interests | 111 | 345 |
Non-controlling shareholders have an irrevocable obligation and the ability to offset losses by an additional investment.
2.8.5.
Information on equity
In compliance with the provisions of article L. 225-123 of the French Commercial Code, the shareholders' Meeting of September 29, 1995 decided to create shares carrying a double voting right. These shares must be fully paid up and recorded in the company's share register in registered form for at least three years.
Since 1998, the company has adopted a policy of distributing dividends that today represents more than 30% of consolidated earnings to reward shareholders while at the same time associating them with the Group's expansion. In early May 2015, a dividend of €0.44 per share was paid or a total of €12.8 million.
Given its financial structure, the Group is able to secure financing for important projects from banks in the form of medium-term loans. At the end of May 2015, a 5 year €100 million loan was obtained to finance the acquisition of the Rochas brand.
The level of consolidated shareholders' equity is regularly monitored to ensure the company continues to have sufficient financial flexibility to take advantage of all potential opportunities for external growth.
2.9. Provisions for contingencies and expenses
| € thousands | 12 / 31 / 14 | Allowances | Actuarial gains / losses |
Provisions used in the period |
Reversal of unused provisions |
6 / 30 / 15 |
|---|---|---|---|---|---|---|
| Provisions for retirement severance payments |
4,805 | 243 | - | - | - | 5,048 |
| Total provisions for expenses > 1 year |
4,805 | 243 | - | - | - | 5,048 |
| Provisions for contingencies < 1 year |
248 | - | - | - | - | 248 |
| Total provisions for contingencies and expenses |
5,053 | 243 | - | - | - | 5,296 |
2.10. Borrowings
A loan with was obtained on May 29, 2015 with a face value of €100 million repayable over five years to finance the acquisition of the Rochas brand executed on that same date.
Its repayment will be made in quarterly installments of €5 million each for the principal. This loan will be subject to interest equal to the 3-month Euribor plus the applicable margin. This rate is covered by a fixed rate swap for 90% of the debt, guaranteeing a maximum rate of 2% over the loan's total term.
This debt is recognized at fair value to which is allocated the €775,000 in transaction costs directly attributable to the acquisition.
Moreover, in accordance with IAS 39, loan arrangement costs are allocated to the nominal amount.
The line item "Borrowings" also corresponds to debt relating to fixed assets held under finance leases (vehicles).
2.10.1. Borrowings by the maturities
| € thousands | Total | < 1 year | 1 to 5 years | > 5 years |
|---|---|---|---|---|
| Variable-rate bank debt | 99,296 | 19,296 | 80,000 | - |
| Interest rate swap | 167 | 156 | 11 | - |
| Automobile leases | 311 | 130 | 181 | - |
| Total at June 30, 2015 | 99,774 | 19,582 | 80,192 | - |
2.10.2. Additional disclosures
The Rochas loan contracted in May 2015 was covered by an interest rate swap guaranteeing a maximum rate of 2%.
At June 30, 2015, on the basis of a notional amount of €90 million, a notional loss of €167,000 in connection with this swap was recognized in the income statement whereby the Group did not apply hedge accounting in accordance with IAS 39. The market value of the swap at June 30, 2015 represented a negative amount for the company of €167,000.
2.10.3. Covenants
The Rochas loan obtained by the parent company is subject to the following covenant ratios:
– interest coverage ratio: consolidated EBITDA / consolidated interest expense;
– leverage ratio: consolidated net debt / consolidated EBITDA.
In 2015, all these covenants were met. The current level of these ratios is considerably below the contractual limits. As a result, the Group has considerable financial flexibility in respect to these commitments.
2.11. Deferred tax
The standard effective interest rate applied country by country is used to calculate the tax charge for all periods presented.
Deferred taxes arise mainly from timing differences between financial accounting and tax accounting. Deferred taxes from consolidation adjustments and loss carryforwards are recovered as follows:
| € thousands | 12 / 31 / 14 | Changes through reserves |
Changes through income |
6 / 30 / 15 |
|---|---|---|---|---|
| Deferred tax assets | ||||
| Timing differences between financial and tax accounting | 2,308 | - | (261) | 2,047 |
| Past service costs- restated | 188 | - | - | 188 |
| Recognition of loss carryforwards | 342 | - | (75) | 267 |
| Inventory margin | 1,447 | - | 804 | 2,251 |
| Advertising and promotional costs | 556 | - | 552 | 1,108 |
| Straight-line rental payments | 62 | - | 9 | 71 |
| Swap instrument | - | - | 64 | 64 |
| Other | 5 | - | 4 | 9 |
| Total deferred tax assets before amortization | 4,908 | - | 1,097 | 6,005 |
| Amortization of deferred tax | (343) | - | 75 | (268) |
| Total net deferred tax assets | 4,565 | - | 1,172 | 5,737 |
| € thousands | 12 / 31 / 14(1) | Changes through reserves |
Changes through income |
6 / 30 / 15 |
|---|---|---|---|---|
| Deferred tax liabilities | ||||
| Acquisition costs | (645) | - | 4 | (641) |
| Levies imposed by governments | (168) | - | 85 | (83) |
| Gains (losses) on treasury shares | - | (150) | 150 | - |
| Impairment of treasury shares | - | - | (61) | (61) |
| Rochas borrowing costs | - | - | (295) | (295) |
| Capitalization of Rochas acquisition costs | - | - | (1,895) | (1,895) |
| Derivatives | (2) | - | (1) | (3) |
| Total deferred tax liabilities | (815) | (150) | (2,013) | (2,978) |
| Total net deferred tax | 3,750 | (150) | (841) | 2,759 |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
2.12. Trade payables and other current liabilities
2.12.1.
Trade payables and related accounts
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Trade payables for components | 15,864 | 17,976 |
| Other trade payables | 28,977 | 24,568 |
| Total | 44,841 | 42,544 |
2.12.2. Other liabilities
| € thousands | 12 / 31 / 14 | 6 / 30 / 15 |
|---|---|---|
| Accrued credit notes | 2,502 | 3,111 |
| Tax and employee-related payables(1) | 8,760 | 6,983 |
| Accrued royalties | 8,224 | 8,848 |
| Hedging instruments | 293 | 36 |
| Deferred revenue for Rochas fashion licenses | - | 377 |
| Other financial liabilities | 442 | 508 |
| Total other short-term liabilities | 20,221 | 19,863 |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
2.13. Financial instruments
2.13.1. Financial assets and liabilities by category
The following table presents financial instruments in the balance sheet according to the categories provided for under IAS 39.
| € thousands | Notes | Carrying value |
Fair value |
through | Fair value Available- | Loans & for-sale receivables |
Deri- vatives |
|---|---|---|---|---|---|---|---|
| At June 30, 2015 | profit or loss | assets or payables | |||||
| Long-term investments | 2,145 | 2,145 | - | - | 2,145 | - | |
| Other non-current financial assets | 2.3 | 5,984 | 5,984 | - | - | 5,984 | - |
| Trade receivables and related accounts | 2.5 | 62,734 | 62,734 | - | - | 62,734 | - |
| Other receivables | 2.6 | 7,619 | 7,619 | - | - | 7,494 | 125 |
| Current financial assets | 2.7 | 135,759 | 135,759 | - | - | 135,759 | - |
| Cash and cash equivalents | 2.7 | 58,088 | 58,088 | - | - | 58,088 | - |
| Total financial assets | 272,329 | 272,329 | - | - | 272,204 | 125 | |
| Borrowings and financial liabilities | 2.10 | 99,774 | 97,517 | - | - | 99,607 | 167 |
| Trade payables and related accounts | 2.12 | 42,544 | 42,544 | - | - | 42,544 | - |
| Bank facilities | 7 | 7 | - | - | 7 | - | |
| Other financial liabilities | 2.12 | 19,863 | 19,863 | - | - | 19,827 | 36 |
| Total financial liabilities | 162,188 | 159,931 | - | - | 161,985 | 203 |
INTERPARFUMS FIRST HALF REPORT 2015 •
| € thousands | Notes | Carrying value |
Fair value |
through | Fair value Available- | Loans & for-sale receivables |
Deri- vatives |
|---|---|---|---|---|---|---|---|
| At June 30, 2014 | profit or loss | assets or payables | |||||
| Long-term investments | 2,107 | 2,107 | - | - | 2,107 | - | |
| Other non-current financial assets | 2.3 | 6,152 | 6,152 | - | - | 6,152 | - |
| Trade receivables and related accounts | 2.5 | 57,685 | 57,685 | - | - | 57,685 | - |
| Other receivables | 2.6 | 5,370 | 5,370 | - | - | 5,370 | - |
| Current financial assets | 2.7 | 156,620 | 156,620 | - | - | 156,620 | |
| Cash and cash equivalents | 2.7 | 68,052 | 68,052 | - | - | 68,052 | - |
| Total financial assets | 295,986 | 295,986 | - | - | 295,986 | - | |
| Borrowings and financial liabilities | 2.10 | 253 | 253 | - | - | 253 | - |
| Trade payables and related accounts | 2.12 | 44,841 | 44,841 | - | - | 44,841 | - |
| Bank facilities | 7 | 7 | - | - | 7 | - | |
| Other financial liabilities(1) | 2.12 | 20,221 | 20,221 | - | - | 19,928 | 293 |
| Total financial liabilities | 65,322 | 65,322 | - | - | 65,029 | 293 |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
2.13.2.
Breakdown by method for measuring financial assets and liabilities
Financial instruments are broken down according to different levels of fair value defined by the amendment to IFRS 7.
| € thousands At June 30, 2015 |
Carrying value |
Fair value |
Quoted (level 1) |
Internal prices model based on directly observable market inputs (level 2) |
Prices not based on observable market data (level 3) |
|---|---|---|---|---|---|
| Long-term investments | 2,145 | 2,145 | - | 2,145 | - |
| Other non-current financial assets | 5,984 | 5,984 | - | 5,984 | - |
| Trade receivables and related accounts | 62,734 | 62,734 | - | 62,734 | - |
| Other receivables | 7,619 | 7,619 | - | 7,619 | - |
| Current financial assets | 135,759 | 135,759 | - | 135,759 | - |
| Cash and cash equivalents | 58,088 | 58,088 | - | 58,088 | - |
| Assets | 272,329 | 272,329 | - | 272,329 | - |
| Borrowings and financial liabilities | 99,774 | 97,517 | - | 99,774 | - |
| Trade payables and related accounts | 42,544 | 42,544 | - | 42,544 | - |
| Bank facilities | 7 | 7 | - | 7 | - |
| Other financial liabilities | 19,863 | 19,863 | - | 19,863 | - |
| Liabilities | 162,188 | 159,931 | - | 162,188 | - |
| € thousands At June 30, 2014 |
Carrying value |
Fair value |
Quoted (level 1) |
Internal prices model based on directly observable market inputs (level 2) |
Prices not based on observable market data (level 3) |
|---|---|---|---|---|---|
| Long-term investments | 2,107 | 2,107 | - | 2,107 | - |
| Other non-current financial assets | 6,152 | 6,152 | - | 6,152 | - |
| Trade receivables and related accounts | 57,685 | 57,685 | - | 57,685 | - |
| Other receivables | 5,370 | 5,370 | - | 5,370 | - |
| Current financial assets | 156,620 | 156,620 | - | 156,620 | - |
| Cash and cash equivalents | 68,052 | 68,052 | - | 68,052 | - |
| Assets | 295,986 | 295,986 | - | 295,986 | - |
| Borrowings and financial liabilities | 253 | 253 | - | 253 | - |
| Trade payables and related accounts | 44,841 | 44,841 | - | 44,841 | - |
| Bank facilities | 7 | 7 | - | 7 | - |
| Other financial liabilities(1) | 20,221 | 20,221 | - | 20,221 | - |
| Liabilities | 65,322 | 65,322 | - | 65,322 | - |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
2.14. Risk management
The primary risks related to the Group's business and organization result from interest rate and foreign exchange rate exposures that are hedged using derivative financial instruments. The potential impacts of other risks on the company's financials are not material.
2.14.2. Liquidity risk
The net position of financial assets and liabilities by maturity is as follows:
| € thousands | < 1 year | 1 to 5 years | > 5 years | Total |
|---|---|---|---|---|
| Other non-current financial assets | - | - | 5,984 | 5,984 |
| Current financial assets | 71,046 | 64,713 | - | 135,759 |
| Cash and cash equivalents | 58,088 | - | - | 58,088 |
| Total financial assets | 129,134 | 64,713 | 5,984 | 199,831 |
| Borrowings and financial liabilities | 19,582 | 80,192 | - | 99,774 |
| Total financial liabilities | 19,582 | 80,192 | - | 99,774 |
| Net position before hedging | 109,552 | (15,479) | 5,984 | 100,057 |
| Hedging of assets and liabilities | - | - | - | - |
| Net position after hedging | 109,552 | (15,479) | 5,984 | 100,057 |
2.14.3.
Foreign exchange risk
Net positions of the Group in the main foreign currencies are as follows:
| € thousands | USD | GBP | JPY | CAD |
|---|---|---|---|---|
| Assets Liabilities |
28,364 (2,808) |
3,223 (84) |
985 (2) |
194 - |
| Net position before hedging at the closing price | 25,556 | 3,139 | 983 | 194 |
| Hedging instruments | (10,763) | (2,671) | (496) | - |
| Net position after hedging | 14,793 | 468 | 487 | 194 |
In addition, because a significant portion of Group sales is in foreign currencies, it incurs a risk from exchange rate fluctuations, primarily from the US dollar (45.3% of sales) and to a lesser extent the Pound sterling (5.2% of sales) and the Japanese yen (2.4% of sales).
The Group's exchange-rate risk management policy seeks to cover exposures related to monetary flows resulting from sales in US dollars, pounds sterling and Japanese yens.
2.14.1. Interest rate risk
The Group's policy for reducing its interest rate exposure risk seeks to ensure a stable level of financial expense by making use of all financial instruments such as hedges in the form of fixed rate swaps.
3. NOTES TO THE INCOME STATEMENT
3.1.
Breakdown of consolidated sales by brand
| € thousands | H1 2014 | H1 2015 |
|---|---|---|
| Montblanc | 43,517 | 42,026 |
| Lanvin | 30,383 | 28,458 |
| Jimmy Choo | 21,288 | 33,151 |
| Karl Lagerfeld | 12,675 | 5,475 |
| Van Cleef & Arpels | 9,189 | 9,124 |
| Boucheron | 7,818 | 9,594 |
| S.T. Dupont | 6,153 | 6,487 |
| Paul Smith | 5,038 | 3,467 |
| Repetto | 4,653 | 4,468 |
| Balmain | 3,098 | 2,804 |
| Rochas | - | 1,533 |
| Other | 136 | 245 |
| Perfume sales | 143,948 | 146,832 |
| Rochas fashion license revenues | - | 292 |
| Total revenue | 143,948 | 147,124 |
3.2. Cost of sales
| € thousands | H1 2014 | H1 2015 |
|---|---|---|
| Raw materials, trade goods and packaging | (61,412) | (73,717) |
| Changes in inventory and allowances for impairment | 6,344 | 22,202 |
| POS advertising | (2,716) | (1,259) |
| Staff costs | (1,682) | (1,936) |
| Property rental expenses | (764) | (761) |
| Transportation costs | (142) | (242) |
| Other expenses related to the cost of sales | (71) | (99) |
| Total cost of sales | (60,443) | (55,812) |
3.3. Selling expenses
| € thousands | H1 2014 | H1 2015 |
|---|---|---|
| Advertising | (23,550) | (25,561) |
| Royalties | (9,944) | (12,091) |
| Subcontracting | (2,948) | (2,956) |
| Transportation costs | (1,349) | (1,488) |
| Sales commissions | (592) | (677) |
| Travel expenses | (1,384) | (1,548) |
| Staff costs | (8,472) | (9,654) |
| Service fees / subsidiaries | (4,133) | (4,166) |
| Allowances and reversals for depreciation / impairment | (2,323) | (2,287) |
| Tax and related expenses(1) | (1,571) | (1,517) |
| Other selling expenses | (2,569) | (2,256) |
| Total selling expenses | (58,835) | (64,201) |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
The increase in selling expenses results primarily from the rise in royalties for the Jimmy Choo brand, increased advertising expenditures for the Montblanc brand and payroll increases reflecting the significant recruitment over the last 12 months.
3.4. Administrative expenses
| € thousands | H1 2014 | H1 2015 |
|---|---|---|
| Purchases and external costs | (1,205) | (1,810) |
| Staff costs | (2,314) | (2,663) |
| Tax and related expenses | (42) | - |
| Allowances and reversals for depreciation / impairment | (263) | (122) |
| Travel and entertainment expenses | (430) | (378) |
| Property rentals | (267) | (335) |
| Other administrative expenses | (474) | (381) |
| Total administrative expenses | (4,995) | (5,689) |
3.5. Net financial income / (expense)
| € thousands | H1 2014 | H1 2015 |
|---|---|---|
| Financial income | 1,411 | 1,368 |
| Interest and similar expenses | (399) | (531) |
| Net finance costs | 1,012 | 837 |
| Currency losses | (1,239) | (7,422) |
| Currency gains | 1,190 | 5,636 |
| Net currency gains (losses) | (49) | (1,786) |
| Other financial income and expenses | 2 | 4 |
| Net financial income / (expense) | 965 | (945) |
3.6. Income taxes
| € thousands | H1 2014 | H1 2015 |
|---|---|---|
| Current income tax | (6,137) | (5,731) |
| Deferred tax arising from timing differences | (1,894) | (261) |
| Deferred tax arising from consolidation adjustments(1) | 857 | (581) |
| Total income taxes | (7,174) | (6,573) |
(1) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
3.7. Earnings per share
| € thousands, | ||
|---|---|---|
| except number of shares and earnings per share in euros | H1 2014(1) | H1 2015 |
| Consolidated net income(2) | 13,649 | 13,915 |
| Average number of shares | 24,521,946 | 29,231,155 |
| Basic earnings per share | 0.56 | 0.48 |
| Dilutive effect of stock options: | ||
| Potential additional number of fully diluted shares | 98,897 | 89,842 |
| Potential fully diluted average number of shares outstanding | 24,620,843 | 29,320,997 |
| Diluted earnings per share | 0.55 | 0.47 |
(1) Restated to eliminate the impact of the bonus issue of one new share for every ten shares held on June 22, 2015.
(2) Restated to eliminate the impact of applying IFRIC interpretation 21 presented in note 1.3.
4. SEGMENT REPORTING
4.1. Business lines
Up until December 31, 2014, the company operated in a single segment of "Perfumes" where the indicators for financial performances for each brand of this segment were comparable. In consequence, the Group's income statement and balance sheet reflected the operations of the "Perfumes" activity in its entirety.
Since the acquisition of the Rochas brand on May 29, 2015, the company now operates in two distinct segments: "Perfumes" henceforth including Rochas' fragrance business and "Fashion" corresponding to activity generated by Rochas' fashion business.
Because the activity of the Rochas brand began in June, income statement aggregates by business line are not yet material and for that reason not presented in this report.
Initial amounts recognized in the balance sheet based on the provisional allocation are as follows:
| € thousands | Perfumes | Fashion | Total |
|---|---|---|---|
| Intangible assets – Rochas brand | 86,696 | 19,077 | 105,773 |
| Medium-term long | 81,524 | 17,939 | 99,463 |
The amount of the loan has been allocated by business line in proportion to the breakdown of intangible assets.
Segment assets and liabilities consist of operating assets (liabilities) used primarily in France.
4.2. Geographic segments
Sales by geographic sector break down as follows:
| € thousands | H1 2014 | H1 2015 |
|---|---|---|
| North America | 28,482 | 32,096 |
| South America | 16,100 | 14,428 |
| Asia | 23,957 | 25,663 |
| Eastern Europe | 11,769 | 11,403 |
| Western Europe | 30,569 | 27,591 |
| France | 13,728 | 13,293 |
| Middle East | 16,871 | 20,040 |
| Africa | 2,472 | 2,318 |
| Perfume sales | 143,948 | 146,832 |
| South America | - | 59 |
| France | - | 233 |
| Rochas fashion license revenues | - | 292 |
| Total revenue | 143,948 | 147,124 |
5. OFF BALANCE SHEET COMMITMENTS
5.1. Off balance sheet commitments
The following presentation of off-balance sheet commitments is based on AMF recommendation No. 2010-14 of December 6, 2010.
5.1.1.
Summary of off-balance sheet commitments
| € thousands | 2014 | 2015 |
|---|---|---|
| Off-balance sheet commitments in connection with the company's operating activities Off-balance sheet commitments in connection with the company's financing activities |
134,858 600 |
136,530 - |
| Total commitments given | 135,458 | 136,530 |
5.1.2.
Off-balance sheet commitments in connection with the company's operating activities
| € thousands | Main characteristics | 2014 | 2015 |
|---|---|---|---|
| Guaranteed minima on trademark royalties | Guaranteed minima on royalties regardless of sales achieved for each of the trademarks in the period. |
109,055 | 109,512 |
| Rental expenses for the Paris headquarters and the subsidiaries (USA in Singapore) |
Rental payments due over the remainder? of the lease period (3, 6 or 9 years). |
12,665 | 16,519 |
| Guaranteed minima for warehousing and logistics |
Contractual minima for remuneration of warehouses regardless of sales volume for the period. |
7,381 | 6,710 |
| Firm component orders Inventories of components on stock with suppliers that the company undertakes to purchase as required for the start of production phase and for which in consequence the company is the owner. |
5,757 | 3,789 | |
| Total commitments given in connection with operating activities | 134,858 | 136,530 |
5.1.3.
Off-balance sheet commitments in connection with financing activities
Commitments with respect to forward currency sales at June 30, 2015 amounted to US\$14,043,000, £1,900,000 and ¥68,000.
Commitments with respect to forward currency purchases for US dollar hedges at June 30, 2015 amounted to €1,778,000.
5.1.4. Commitments given by maturity at June 30, 2015
| € thousands | Total | Up to 1 year | 1 to 5 years | 5 years or more |
|---|---|---|---|---|
| Guaranteed minima on trademark royalties | 109,512 | 6,503 | 51,540 | 51,469 |
| Headquarters rental payments | 16,519 | 955 | 8,298 | 7,266 |
| Guaranteed minima for warehousing and logistics | 6,710 | 671 | 5,368 | 671 |
| Firm component orders | 3,789 | 3,789 | - | - |
| Commitments given in connection with operating activities | 136,530 | 11,918 | 65,206 | 59,406 |
Maturities are defined on the basis of the contract terms (license agreements, leases, logistic agreements, etc.).
5.1.5. Commitments received
Commitments received in connection with forward currency sales at June 30, 2015 amounted to €12,659,000 for hedges for US dollars, €2,635,000 for Pound sterling and €496,000 for Japanese yen representing total commitments of €15,790,000.
Commitments with respect to forward currency sales at June 30, 2015 amounted to US\$2,000,000.
6. INFORMATION ON RELATED PARTIES
In the 2015 first half, there were no changes with respect to relations between Interparfums and affiliated undertakings (parent company and subsidiaries) and those disclosed in the notes to the consolidated financial statements in the 2014 annual report.
This is also the case for relations between members of the Management Committee and the Board of Directors.
7. OTHER INFORMATION
7.1. License agreements
| Nature of license |
License inception date |
Duration | Expiration date | |
|---|---|---|---|---|
| S.T. Dupont | Amount Renewal Renewal PSG amendment |
July 1997 January 2006 January 2011 January 2014 |
11 years 5 years and 6 months 6 years 2 years and 6 months |
- - December 2016 June 2016 |
| Paul Smith | Amount Renewal |
January 1999 July 2008 |
12 years 7 years |
- December 2017 |
| Van Cleef & Arpels | Amount | January 2007 | 12 years | December 2018 |
| Jimmy Choo | Amount | January 2010 | 12 years | December 2021 |
| Montblanc | Amount | July 2010 | 10 years and 6 months December 2020 | |
| Boucheron | Amount | January 2011 | 15 years | December 2025 |
| Balmain | Amount | January 2012 | 12 years | December 2023 |
| Repetto | Amount | January 2012 | 13 years | December 2024 |
| Karl Lagerfeld | Amount | November 2012 | 20 years | October 2032 |
| Coach | Amount | June 2016 | 10 years | June 2026 |
In April, Interparfums signed a license agreement for a 10 year term to start in June 2016 with Coach Inc., the leading New York design house of modern luxury and fashion accessories and lifestyle collections.
Under this agreement, Interparfums will create, produce and distribute new perfumes and fragrance-related products, including new men's and women's scents and ancillary products. Interparfums will distribute these fragrances globally to department and specialty stores and duty free shops, as well as in Coach retail stores beginning fall 2016.
7.2. Proprietary brands
Lanvin
In June 2004, Interparfums SA signed an exclusive worldwide license agreement with Lanvin effective July 1, 2004 to create, develop and distribute fragrance lines under the Lanvin brand name for 15 years.
At the end of July 2007, Interparfums acquired the Lanvin brand names and international trademarks for fragrance and make-up products from the Jeanne Lanvin company. The two companies concluded in parallel a technical and creative assistance agreement in view of developing new perfumes based on net sales and effective until June 30, 2019. The Jeanne Lanvin company holds a buy back option for the brands which will be exercisable on July 1, 2025.
Rochas
At the end of May 2015, Interparfums acquired the Rochas brand (perfumes and fashion) from Procter & Gamble.
This transaction covered all brand names and registered trademarks for Rochas (Femme, Madame, Eau de Rochas…) for France and international markets, mainly for class 3 (fragrances) and 25 (fashion).
This brand was acquired for a price of US\$108 million, excluding inventory and financed by a €100 million loan repayable over five years, subject to standard covenants.
Certificate of the company officer responsible for the interim financial report
I hereby declare that to the best of my knowledge the condensed financial statements presented for the first six months were prepared in accordance with applicable accounting standards and give a true and fair view of the financial position and results of Interparfums and its consolidated subsidiaries and that the interim management report included herein presents a true and fair view of the important events occurring during the first six months of the fiscal year, their impact on the interim financial statements, the main transactions with related parties and the principal risks and uncertainties for the remaining six months of the fiscal year.
Paris, September 08, 2015
Philippe Benacin
Chairman-Chief Executive Officer
Executive officer responsible for financial information
Philippe Santi
Executive Vice President & Chief Financial Officer
7.3.
Employee-related data
7.3.1. Employees by category
| Number of employees at | 6 / 30 / 14 | 6 / 30 /15 |
|---|---|---|
| Managers | 125 | 133 |
| Supervisory staff | 6 | 7 |
| Employees | 79 | 79 |
| Total | 210 | 219 |
7.3.2.
Employees by department
| Number of employees at | 6 / 30 / 14 | 6 / 30 /15 |
|---|---|---|
| Executive Management | 2 | 2 |
| Production & Operations | 36 | 34 |
| Marketing | 46 | 50 |
| Export | 45 | 41 |
| France | 39 | 42 |
| Finance & Corporate Affairs | 42 | 46 |
| Rochas fashion | - | 4 |
| Total | 210 | 219 |
7.4.
Post-closing events
None.
3 30
STATUTORY AUDITORS' REPORT ON THE INTERIM FINANCIAL STATEMENTS
(For the six-month period ended June 30, 2015)
This is a free translation into English of the Statutory Auditors' report issued in the French language and is consequently provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and is construed in accordance with, French law and professional auditing standards applicable in France. As the English version of the interim financial statements has not been audited by the Statutory Auditors, only the original French version of the Statutory Auditors' report is legally binding.
To the Shareholders,
Pursuant to our appointment as Statutory Auditors by your shareholders' Meeting and in accordance with article L. 451-1-2 III of the French Monetary and Financial Code ("Code Monétaire et Financier"), we hereby report to you on:
– the limited review of the accompanying condensed consolidated interim financial statements of Interparfums SA for the six-month period from January 1, 2015 to June 30, 2015;
– the verification of the information given in the interim management report.
These condensed consolidated interim financial statements were prepared under the responsibility of your Board of Directors. Our responsibility is to express a conclusion on these statements on the basis of our limited review of these financial statements.
I. Conclusion on the financial statements
We have conducted our limited review in accordance with the professional standards applicable in France.
A review of interim financial information consists of making inquiries, primarily with persons responsible for financial and accounting matters, and applying analytical and other review procedures. The scope of a review is substantially less than for an audit conducted in accordance with generally accepted audit standards in France. As such, it provides a moderate assurance that the financial statements as a whole are free of material misstatements that is lower than that which would result from an audit.
Based on our limited review, we have identified no material irregularities that would indicate that the condensed consolidated interim financial statements are inconsistent with IAS 34, the IFRS adopted in the European Union for interim financial reporting.
Without qualifying the above conclusion, we draw your attention as an emphasis of matter to note 1.3 – Application of IFRIC interpretation 21 "levies imposed by governments" to the interim condensed consolidated financial statements that presents the impacts relating to the change in accounting method with respect to this standard.
II. Specific verifications
We have also verified information given in the interim management report on the condensed consolidated interim financial statements that were subject to our review.
We have no matters to report as to the fair presentation and consistency of this information with the condensed consolidated interim financial statements.
Courbevoie and Paris, September 08, 2015
The Statutory Auditors
French original signed by:
SFECO & Fiducia Audit Mazars Roger Berdugo Simon Beillevaire
Translation disclaimer: This is a free translation into English of the original French language version of the interim financial report (rapport semestriel) provided solely for the convenience of English speaking. This report should consequently be read in conjunction with, and construed in accordance with French law and French generally accepted accounting principles. While all possible care has been taken to ensure that this translation is an accurate representation of the original French document, this English version has not been audited by the company's Statutory Auditors and in all matters of interpretation of information, views or opinions expressed therein, only the original language version of the document in French is legally binding. As such, the translation may not be relied upon to sustain any legal claim, nor be used as the basis of any legal opinion and the Interparfums expressly disclaims all liability for any inaccuracy herein.
BALMAIN BOUCHERON JIMMY CHOO KARL LAGERFELD LANVIN MONTBLANC PAUL SMITH REPETTO S.T. DUPONT VAN CLEEF & ARPELS
4 ROND-POINT DES CHAMPS-ÉLYSÉES 75008 PARIS TEL. +33 1 53 77 00 00 INTERPARFUMS.FR