Quarterly Report • Aug 1, 2018
Quarterly Report
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| 1 | Comments on the condensed consolidated interim accounts prepared | ||
|---|---|---|---|
| according to IFRS standards | 4 | ||
| 1.1 | Selected financial figures | 4 | |
| 1.2 | Exchange rates | 5 | |
| 1.3 | Result of operations | 6 | |
| 1.4 | Liquidity, working capital and capital resources | 7 | |
| 1.5 | Risk factors | 7 | |
| 1.6 | Events after the balance sheet date | 7 | |
| 1.7 | Statement of the Board of Directors | 7 | |
| 2 | Unaudited condensed consolidated interim financial statements |
8 | |
| 2.1 | Unaudited condensed consolidated interim statement of financial position | 8 | |
| 2.2 | Unaudited condensed consolidated interim statement of profit and loss | 10 | |
| 2.3 | Unaudited condensed consolidated interim statement of comprehensive income | 11 | |
| 2.4 | Unaudited condensed consolidated interim statement of changes in equity | 12 | |
| 2.5 | Unaudited condensed consolidated interim statement of cash flow | 14 | |
| 2.6 | Notes to the unaudited condensed consolidated interim financial statements | 16 | |
| 2.6.1 Company information |
16 | ||
| 2.6.2 Statement of compliance |
16 | ||
| 2.6.3 Summary of significant accounting policies |
16 | ||
| 2.6.4 Changes in group's organization |
18 | ||
| 2.6.5 Notes |
18 | ||
| 3 | Shareholder information |
32 | |
| 3.1 | Shareholder structure | 32 | |
| 3.2 | Shareholder contact info | 32 | |
| 3.3 | Financial calendar 2018 | 32 | |
| 3.4 | Dividend | 32 | |
| 4 | Statutory Auditor's review opinion on the unaudited condensed consolidated interim financial statements of Melexis NV for the six month period ending June 30th, 2018 |
34 | |
| 5 | Glossary | 35 | |
The tables below set out the components of Melexis' operating income and operating expenses, as well as the key elements of the unaudited condensed consolidated interim statement of financial position.
| in Euro | |
|---|---|
| Half year ended 30/06/2018 | Half year ended 30/06/2017 | |
|---|---|---|
| Product sales | 280,158,173 | 251,077,220 |
| Revenues from research and development | 916,919 | 826,694 |
| Total sales | 281,075,092 | 251,903,913 |
| Cost of sales | (152,142,823) | (135,866,843) |
| Gross margin | 128,932,269 | 116,037,071 |
| Research and development expenses | (37,689,710) | (34,408,120) |
| General and administrative expenses | (14,326,922) | (11,535,242) |
| Selling expenses | (7,183,418) | (5,478,760) |
| Operating result (EBIT) | 69,732,219 | 64,614,948 |
| Financial results (net) | 294,479 | 1,810,995 |
| Result before Taxes | 70,026,698 | 66,425,943 |
| Income Taxes | (13,124,561) | (10,177,410) |
| Net result of the period | 56,902,136 | 56,248,533 |
| Net profit of the Group | 56,902,136 | 56,248,533 |
| Attributable to owners of the parent | 56,902,136 | 56,248,533 |
Unaudited condensed consolidated interim statement of financial position
in Euro
| Half year ended 30/06/2018 | Year ended 31/12/2017 | |
|---|---|---|
| Current Assets | 233,775,514 | 254,338,177 |
| Non current assets | 171,148,940 | 149,022,413 |
| Current liabilities | 70,398,352 | 100,015,166 |
| Non current liabilities | 15,000,000 | 9,042,728 |
| Equity | 319,526,102 | 294,302,696 |
Since the introduction of the Euro on January 1st, 1999, and in accordance with Belgian law, Melexis NV keeps its books and prepares its consolidated financial statements in Euro. The functional currency of its subsidiaries is as follows:
| Melexis Inc | USD |
|---|---|
| Melexis GmbH | EUR |
| Melexis Bulgaria Ltd. | BGN |
| Melexis Ukraine | UAH |
| Melexis Technologies SA | CHF |
| Melexis NV French branch | EUR |
| Sentron AG | CHF |
| Melefin NV | EUR |
| Melexis Technologies NV | EUR |
| Melexis NV Philippine branch | PHP |
| Melexis Japan | JPY |
| Melexis Electronic Technology Co. Ltd | CNY |
| Melexis Switzerland SA | CHF |
| Melexis (Malaysia) Sdn. Bhd. | MYR |
| Melexis Technologies NV (Malaysian)branch | MYR |
| Melexis Dresden GmbH | EUR |
| Melexis France SAS | EUR |
Assets and liabilities of Melexis Inc., Melexis Technologies SA, Sentron AG, Melexis Switzerland SA, Melexis Ukraine, Melexis Bulgaria Ltd., Melexis NV Philippine Branch, Melexis Electronic Technology (Shanghai) Co. Ltd, Melexis Technologies NV Malaysian branch, Melexis (Malaysia) Sdn. Bhd. and Melexis Japan are translated at exchange rates at the end of the reporting period. Revenues and expenses are translated at the average exchange rate during the period. Equity components have been translated at historical exchange rates. Gains or losses resulting from this translation are reflected in the component 'cumulative translation adjustment' (CTA) in the statement of financial position.
The following discussion and analysis of the financial condition and results of operations should be read in conjunction with the Company's financial statements of prior years.
The total sales amounted to EUR 281,075,092, an increase of 12% compared to the first half year of 2017. Specific research and development activities are performed under contract for customers. For the first half year of 2018, the company invoiced EUR 916,919 research and development costs to its customers, compared to EUR 826,694 in the first half year of 2017.
Costs of sales consist of materials (raw material and semi finished parts), subcontracting, labor, depreciation and other direct production expenses. They increased from EUR 135,866,843 in the first half year of 2017 up to EUR 152,142,823 in the first half year of 2018. Expressed as a percentage of sales, the cost of sales was 54% in the first half year of 2018, the same as in the first half year of 2017.
The gross margin, expressed as a percentage of sales, was 46% in the first half year of 2018, the same compared to the first half year of 2017.
Research and development expenses amounted to EUR 37,689,710 in the first half year of 2018, representing 13% of sales. Research and development activities were more focused on researching and developing Hall Effect Sensors, MEMS Sensors and Signal Conditioning Interface Sensors, LIN and motor Control IC's, Infrared and Optical Sensors and wireless IC's.
General, administrative and selling expenses consist mainly of salaries and salary related expenses, office equipment and related expenses, commissions, travel and advertising expenses. The general, administrative and selling expenses increased by 26% compared to the first half year of 2017, mainly as a result of increased spending in general supporting activities.
The net financial result decreased from EUR 1,810,995 gain in the first half year of 2017 to EUR 294,479 gain in the first half year of 2018. The (net) interest result increased from a loss of EUR 194,424 in the first half year of 2017 to a loss of EUR 161,266 in the first half year of 2018. The net exchange results (both realized and unrealized) in the first half year of 2018 amounted to a gain of EUR 617,724, compared to a gain of EUR 2,112,725 during the first half year of 2017.
There was a small increase in net income from EUR 56,248,533 in 2017 to EUR 56,902,136 in 2018, lower than sales growth, mainly due to lower financial income and a higher tax rate.
Cash and cash deposits amounted to EUR 28,762,778 as of June 30, 2018, in comparison to EUR 75,477,538 as of December 31, 2017.
In the first half year of 2018, operating cash flow before working capital changes amounted to EUR 76,706,303 compared to EUR 69,272,466 in 2017. Working capital changes in the first half year of 2018 resulted in a net operating cash flow of EUR 25,401,956 compared to EUR 49,869,015 in 2017. The high decrease in working capital is mainly due to the increase in tax prepayments and the increase in inventory.
The cash flow from investing activities was negative for an amount of EUR 40,249,760.
The cash flow from financing activities was negative for an amount of EUR 31,897,907 mainly due to the payment of the final dividend during the first half year of 2018.
Melexis is, as with any company, continuously confronted with – but not exclusively – a number of market and competition risks or more specific risks related to the company (eg. currency fluctuations, customer concentration, dependence on key personnel, product liability, IP or litigation). More information on risk factors can be found in the annual report 2017.
Melexis believes that the most noteworthy risks facing the company for the coming half year would be the volatility in supply and demand, and fluctuations in the USD exchange rate.
There are no events after the balance sheet date that have a material impact on the unaudited condensed consolidated interim financial statements.
The Board of Directors of Melexis certifies, on behalf and for the account of the company, that, to their knowledge,
(a) the unaudited condensed consolidated interim financial statements which have been prepared in accordance with International Financial Reporting Standards give a true and fair view of the assets, liabilities, financial position and profit or loss of the company and the entities included in the consolidation as a whole and
(b) the comments on the consolidated accounts include a fair review of the development and performance of the business and the position of the company and the entities included in the consolidation as a whole, together with a description of the principal risks and uncertainties they face.
in Euro
| Half year ended 30/06/2018 |
Year ended 31/12/2017 |
|||
|---|---|---|---|---|
| ASSETS | ||||
| Current assets | Cash and Cash equivalents | Note 2.6.5 A | 28,762,778 | 75,477,538 |
| Current investments, derivatives | 154,122 | 414,640 | ||
| Accounts receivable - trade | 75,901,027 | 68,753,161 | ||
| Accounts receivable - related companies | Note 2.6.5 I | 136,277 | 357,339 | |
| Assets for current tax | 873,088 | 1,589,146 | ||
| Inventories | 115,271,374 | 97,625,417 | ||
| Other current assets | Note 2.6.5 B | 12,676,847 | 10,120,936 | |
| Total current assets | 233,775,514 | 254,338,177 | ||
| Non current assets | Deferred tax assets | Note 2.6.5 D | 25,259,690 | 26,681,870 |
| Other non-current assets | 4,600 | 5,200 | ||
| Property, plant and equipment | Note 2.6.5 C | 140,514,507 | 116,779,765 | |
| Intangible assets | 5,370,143 | 5,555,578 | ||
| Total non current assets | 171,148,940 | 149,022,413 | ||
| TOTAL ASSETS | 404,924,454 | 403,360,590 |
| Half year ended 30/06/2018 |
Year ended 31/12/2017 |
|||
|---|---|---|---|---|
| LIABILITIES | ||||
| Current liabilities | Derivative financial instruments | Note 2.6.5 E | - | 159,708 |
| Current portion of long-term debt | Note 2.6.5 F | 48,077 | 6,042,728 | |
| Accounts payable - trade | 25,802,649 | 22,262,141 | ||
| Accounts payable - related companies | Note 2.6.5 I | 17,390,865 | 17,449,174 | |
| Accrued expenses, payroll and related taxes |
10,366,941 | 10,715,940 | ||
| Accrued taxes | 10,522,968 | 36,434,023 | ||
| Other current liabilities | Note 2.6.5 G | 4,511,157 | 4,055,281 | |
| Deferred income | 1,755,696 | 2,896,171 | ||
| Total current liabilities | 70,398,352 | 100,015,166 | ||
| Non current liabilities | Long-term debt less current portion | Note 2.6.5 F | 15,000,000 | 9,042,728 |
| Total non current liabilities | 15,000,000 | 9,042,728 | ||
| Shareholders' capital | 564,814 | 564,814 | ||
| Reserve treasury shares | (3,817,835) | (3,817,835) | ||
| Revaluation reserve hedge | Note 2.6.5.E | - | (48,598) | |
| Legal reserve | 56,520 | 56,520 | ||
| Retained earnings | 328,238,851 | 303,381,229 | ||
| Cumulative translation adjustment | (5,526,718) | (5,843,905) | ||
| Equity attributable to company owners | 319,515,631 | 294,292,225 | ||
| Non controlling interest | 10,471 | 10,471 | ||
| Total equity | 319,526,102 | 294,302,696 | ||
| TOTAL LIABILITIES AND EQUITY | 404,924,454 | 403,360,590 |
The accompanying notes to this interim statement of financial position form an integral part of these condensed consolidated interim financial statements.
| Half year ended 30/06/2018 | Half year ended 30/06/2017 | |
|---|---|---|
| Product sales | 280,158,173 | 251,077,220 |
| Revenues from research and development | 916,919 | 826,694 |
| Total sales | 281,075,092 | 251,903,913 |
| Cost of sales | (152,142,823) | (135,866,843) |
| Gross margin | 128,932,269 | 116,037,071 |
| Research and development expenses | (37,689,710) | (34,408,120) |
| General and administrative expenses | (14,326,922) | (11,535,242) |
| Selling expenses | (7,183,418) | (5,478,760) |
| Result from operations (EBIT) | 69,732,219 | 64,614,948 |
| Financial income | 3,304,637 | 4,284,215 |
| Financial charges | (3,010,158) | (2,473,220) |
| Result before Taxes | 70,026,698 | 66,425,943 |
| Income Taxes | (13,124,561) | (10,177,410) |
| Net result of the period | 56,902,136 | 56,248,533 |
| Earnings per share non-diluted | 1.41 | 1.39 |
| Earnings per share diluted | 1.41 | 1.39 |
The accompanying notes to this unaudited condensed consolidated interim income statement form an integral part of these consolidated interim financial statements
in Euro
| Half year ended 30/06/2018 |
Half year ended 30/06/2017 |
|
|---|---|---|
| Net result | 56,902,136 | 56,248,533 |
| Other comprehensive income | ||
| Recyclable components | ||
| Fair value adjustments cash flow hedges | 48,598 | 88,927 |
| Cumulative translation adjustment | 317,187 | 512,115 |
| Total other comprehensive income/ (loss) for the period, net of related tax effects |
365,785 | 601,043 |
| Total comprehensive income/ ( loss ) for the period | 57,267,921 | 56,849,576 |
| Total comprehensive income attributable to attributable to owners of the parent |
57,267,921 | 56,849,576 |
| Number of shares |
Share capital |
Legal reserve |
Retained earnings |
|
|---|---|---|---|---|
| December 31st, 2016 | 40,400,000 | 564,814 | 56,520 | 272,534,270 |
| Net result | - | - | - | 56,248,533 |
| CTA movement | - | - | - | - |
| Hedge reserves | - | - | - | - |
| Other comprehensive income | - | - | - | - |
| Dividend | - | - | - | (28,037,701) |
| Transactions with owners of the parent | - | - | - | (28,037,701) |
| June 30th, 2017 | 40,400,000 | 564,814 | 56,520 | 300,745,101 |
| Net result | - | - | - | 54,706,145 |
| CTA movement | - | - | - | - |
| Hedge reserves | - | - | - | - |
| Other comprehensive income | - | - | - | - |
| Dividend | - | - | - | (52,070,017) |
| Transactions with owners of the parent | - | - | - | (52,070,017) |
| December 31st, 2017 | 40,400,000 | 564,814 | 56,520 | 303,381,229 |
| Net result | - | - | - | 56,902,136 |
| CTA movement | - | - | - | - |
| Hedge reserves | - | - | - | - |
| Other comprehensive income | - | - | - | - |
| Dividend | - | - | - | (32,044,515) |
| Transactions with owners of the parent | - | - | - | (32,044,515) |
| June 30th, 2018 | 40,400,000 | 564,814 | 56,520 | 328,238,851 |
Melexis NV holds 1.785 own shares and Melexis Technologies NV holds 344.356 shares of Melexis NV, in total representing 0.86% of shares outstanding. During 2017 and 2018 no additional purchase of own shares was done, therefore the amount of own shares held by Melexis NV and Melexis Technologies NV remains the same.
| Total equity |
Non controlling interest |
CTA | Hedge reserve | Reserve treasury shares |
|---|---|---|---|---|
| 262,464,664 | 10,471 | (6,657,562) | (226,013) | (3,817,835) |
| 56,248,533 | - | - | - | - |
| 512,115 | - | 512,115 | - | - |
| 88,927 | - | - | 88,927 | - |
| 601,043 | - | 512,115 | 88,927 | - |
| (28,037,701) | - | - | - | - |
| (28,037,701) | - | - | - | - |
| 291,276,538 | 10,471 | (6,145,447) | (137,086) | (3,817,835) |
| 54,706,145 | - | - | - | - |
| 301,542 | - | 301,542 | - | - |
| 88,488 | - | - | 88,488 | - |
| 390,029 | - | 301,542 | 88,488 | - |
| (52,070,017) | - | - | - | - |
| (52,070,017) | - | - | - | - |
| 294,302,696 | 10,471 | (5,843,905) | (48,598) | (3,817,835) |
| 56,902,136 | - | - | - | - |
| 317,187 | - | 317,187 | - | - |
| 48,598 | - | - | 48,598 | - |
| 365,785 | - | 317,187 | 48,598 | - |
| (32,044,515) | - | - | - | - |
| (32,044,515) | - | - | - | - |
| 319,526,102 | 10,471 | (5,526,718) | - | (3,817,835) |
in Euro (indirect method)
| Half Year Ended 30/06/2018 |
Half Year Ended 30/06/2017 |
||
|---|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | |||
| Net result | 56,902,136 | 56,248,533 | |
| Adjustments for operating activities: | |||
| Deferred taxes | Note 2.6.5 D | 1,422,180 | (925,906) |
| Unrealized exchange results | (837,912) | (2,133,539) | |
| Government grants | 116,838 | 427,445 | |
| Depreciations | 18,231,689 | 15,921,923 | |
| Financial results | 871,372 | (265,990) | |
| Operating cash flow before working capital changes |
76,706,303 | 69,272,466 | |
| Accounts receivable, net | (7,127,370) | 4,553,448 | |
| Other current assets | (1,903,027) | (3,645,892) | |
| Other non-current assets | 600 | (800) | |
| Due to related companies | Note 2.6.5 I | (58,309) | (1,864,161) |
| Due from related companies | Note 2.6.5 I | 221,062 | (5,759,175) |
| Accounts payable | 3,466,068 | (624,252) | |
| Accrued expenses | 8,840,507 | 7,269,622 | |
| Other current liabilities | 448,659 | 575,075 | |
| Deferred income and derivative financial instruments | (1,300,183) | (1,374,743) | |
| Inventories | (18,910,676) | (7,632,066) | |
| Interest paid | 118,884 | (156,385) | |
| Income tax paid | (35,100,562) | (10,744,122) | |
| Net cash from operating activities | 25,401,956 | 49,869,015 | |
| CASH FLOWS FROM INVESTING ACTIVITIES | |||
| Purchase of property, plant and equipment | Note 2.6.5 C | (39,826,185) | (19,527,846) |
| Purchase of intangible assets | (689,570) | (496,904) | |
| Interests received | 5,477 | 20,441 | |
| Investments, proceeds from current investments | 260,518 | (2,558,160) | |
| Net cash used in investing activities | (40,249,760) | (22,562,469) |
| Repayment from long-term debts | Note 2.6.5 F | (37,379) | (41,702) |
|---|---|---|---|
| Proceeds of long-term debts | - | - | |
| Impact of exchange results on financing items | 183,987 | 3,045,340 | |
| Dividend payment | (32,044,515) | (28,037,701) | |
| Net cash used in financing activities | (31,897,907) | (25,034,063) | |
| Effect of exchange rate changes on cash | 30,951 | (20,585) | |
| (Decrease) increase in cash | (46,714,760) | 2,251,898 | |
| Cash at beginning of the period | 75,477,538 | 75,789,465 | |
| Cash at the end of the period | Note 2.6.5 A | 28,762,778 | 78,041,363 |
The accompanying notes to this interim statement of cash flows form an integral part of the condensed consolidated interim financial statements.
| Jan 1st, 2018 | Cash flows | Non-cash changes | Jun 30th, 2018 | |
|---|---|---|---|---|
| Foreign exchange movements |
||||
| Current portion of long-term debts | 6,042,728 | (6,000,000) | 5,349 | 48,077 |
| Long term debts | 9,042,728 | 5,957,272 | - | 15,000,000 |
| Total debt | 15,085,456 | (42,728) | 5,349 | 15,048,077 |
Melexis NV is a mixed signal semiconductor manufacturer. Melexis designs, develops, tests and markets advanced integrated semiconductor devices for the automotive industry. Our core experience supplying ICs for automotive electronics sustains the expansion into Application Specific Standard Products for industrial and consumer product applications. Melexis enthusiastically pursues its role as a component supplier whose innovations are the essential element in nearly every one of our customers' extraordinary systems. Melexis' products include sensor, communication, actuator ICs and Application Specific Integrated Circuits (ASICs).
The Melexis Group of companies employed, on average 1,280 people at the end of June in 2017 and 1,385 at the end of June in 2018.
The registered office address of the company is located at Rozendaalstraat 12, 8900 Ieper, Belgium. The company is listed on Euronext.
The consolidated statements were authorized for issue by the Board of Directors subsequent to their meeting held on August 20th, 2018 in Tessenderlo.
The unaudited condensed consolidated interim financial statements have been prepared in accordance with International Financial Reporting Standard (IFRS) IAS 34 Interim Financial Reporting as issued by the International Accounting Standards Board ('IASB') and as adopted by the European Union. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the consolidated financial statements of the company for the year ended December 31st, 2017. Melexis has not applied early any new IFRS requirements that are not yet effective in 2018.
The accounting policies applied, computation and presentation are consistent with those applied in the annual consolidated financial statements ended December 31st, 2017, except as described below.
During the current financial year, the company has adopted all the new and revised Standards and Interpretations issued by the International Accounting Standards Board (IASB) and the International Financial Reporting Interpretations Committee (IFRIC) of the IASB, that are relevant to its operations and effective as per June 30th, 2018. The Group has not applied new IFRS requirements that are not yet effective as per June 30th, 2018.
The following amendments and annual improvements to standards are mandatory for the first time for the financial year beginning 1 January 2018 and have been endorsed by the European Union:
The following new standards and amendments to standards have been issued, but are not mandatory for the first time for the financial year beginning 1 January 2018 and have been endorsed by the European Union:
• IFRS 16, 'Leases' (effective 1 January 2019). This standard replaces the current guidance in IAS 17 and is a far reaching change in accounting by lessees in particular. Under IAS 17, lessees were required to make a distinction between a finance lease (on balance sheet) and an operating lease (off balance sheet). IFRS 16 requires lessees to recognise a lease liability reflecting future lease payments and a 'right-of-use asset' for virtually all lease contracts. For lessors, the accounting stays almost the same. However, as the IASB has updated the guidance on the definition of a lease (as well as the guidance on the combination and separation of contracts), lessors will also be affected by the new standard. Under IFRS 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
The following new standards, amendments and interpretation to standards have been issued, but are not mandatory for the first time for the financial year beginning 1 January 2018 and have not been endorsed by the European Union:
• IFRIC 23, 'Uncertainty over income tax treatments' (effective 1 January 2019). This interpretation clarifies the accounting for uncertainties in income taxes. The interpretation is to be applied to the determination of taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates, when there is uncertainty over income tax treatments under IAS 12.
At any time, management aims at providing a fair representation of the financial statements to its stakeholders according IFRS legislation. In case of changes in IFRS legislation that materially impact, but are not yet adopted by Melexis, management ensures timely disclosure of the impact on Melexis' financial statements. There is no impact expected, except as described below.
Melexis is implementing IFRS 15 on the basis of the modified retrospective method, accounting for the aggregate amount of any transition effects by way of an adjustment to retained earnings as of January 1, 2018, and presenting the comparative period in line with previous accounting policies.
All of the established business models and revenue streams of the Group were examined in the course of the IFRS 15 implementation project. The previous assessment that the new standard is not expected to materially affect the timing of revenue recognition for the transactions concerned or their components was confirmed.
Melexis has one revenue stream and revenue is recognised at a point in time when the control transfers to the customer.
The Group develops, manufactures and sells semiconductors. Sales are recognized when control over the product has transferred, being when the products are shipped to or delivered at the customer.
The Group is involved in several consignment arrangements. Revenue is not recognized upon delivery of a product if the product is held on consignment, but when the control is transferred to the customer.
The Group doesn't have contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Group does not adjust any of the transaction prices for the time value of money
For development services revenue is recognised upon delivery of the finished products because development phase is not a separately identifiable performance obligation in the contracts with customers. Rather, the customer is purchasing the final goods (tailor made semiconductors) that those development activities create, combined with subsequent manufacturing. The revenue for this combined performance obligation is recognised at a point in time when control over the finished goods transfers to the customer. Fulfillment costs incurred during the development phase usually do not meet asset recognition criteria because of significant risks and uncertainties involved in the development process. They are recognised in the profit or loss as incurred. There are no contract assets and liabilities.
Variable consideration - some of the contracts contain commercial discounts and rebates. These incentives are included in the transaction price. A reduction of revenue is recognized as a liability when it is expected that the customer will achieve the expected volume to receive a discount, so it is highly probably that no significant reversal of revenue would take place in the future.
For the disaggregated revenue we refer to note 2.6.5 H Operating segments
Melexis concluded that the implementation of IFRS 9 does not have a material impact. Melexis has only one financial derivative; a foreign currency hedge contract (SWAP). The accounting policy for this hedge has not changed under the new model.
Trade receivables are subject to IFRS 9's credit loss model. The Group analysed its receivables against the requirements of the expected credit loss model and concluded that no significant difference is expected between the previous model applied and the expected credit model that is applied under IFRS 9.
Melexis is also not materially impacted by the new classification and measurement requirements of IFRS 9.
Management is reviewing the impact of IFRS 16. Melexis has recognized three different types of leases; building, company cars and office equipment. These are currently treated as operational leases. The expected impact will be limited. The Group plans to use the modified retrospective method.
In the first half year of 2018 Melexis France SAS was incorporated. Melexis France SAS is a 100% subsidiary of Melexis NV.
in Euro
| Half year ended 30/06/2018 | Year ended 31/12/2017 | |
|---|---|---|
| Cash at bank and in hand | 28,762,778 | 75,477,538 |
| Total | 28,762,778 | 75,477,538 |
In Euro
| Half year ended 30/06/2018 | Year ended 31/12/2017 | |
|---|---|---|
| Other receivables | 9,088,688 | 8,647,427 |
| Prepaid expenses | 3,588,159 | 1,473,509 |
| Total | 12,676,847 | 10,120,936 |
The other receivables mainly relate to VAT.
in Euro
| Land & buildings |
Machinery & equipment |
Furniture & vehicles |
Fixed assets under construction |
Total | |
|---|---|---|---|---|---|
| Cost: | |||||
| Balance year ended December 31st, 2017 | 43,829,479 | 249,548,950 | 15,078,579 | 4,800,261 313,257,270 | |
| Additions of the year | 4,216,084 | 28,981,258 | 1,711,232 | 4,574,782 | 39,483,356 |
| Retirements ( - ) | - | (234,993) | (377,914) | - | (612,907) |
| Transfers | - | 1,085,632 | - | (1,085,632) | - |
| CTA | 84,721 | 595,769 | 37,604 | 3,802 | 721,897 |
| Total half year ended June 30th, 2018 | 48,130,284 279,976,616 16,449,501 | 8,293,213 352,849,615 | |||
| Accumulated depreciation: | |||||
| Balance year ended December 31st, 2017 | 15,495,714 171,146,112 | 9,835,679 | - 196,477,505 | ||
| Additions of the period | 1,005,418 | 13,967,676 | 1,131,551 | - | 16,104,645 |
| Retirements ( - ) | (229,586) | (280,279) | - | (509,865) | |
| Transfers | - | - | - | - | - |
| CTA | 30,031 | 205,870 | 26,923 | - | 262,824 |
| Total half year ended June 30th, 2018 | 16,531,163 185,090,071 10,713,874 | - 212,335,108 | |||
| Carrying amount half year ended June 30th, 2018 | 31,599,121 | 94,886,546 | 5,735,628 | 8,293,213 140,514,507 | |
| Carrying amount year ended December 31st, 2017 | 28,333,765 | 78,402,838 | 5,242,900 | 4,800,261 116,779,765 |
Additions of the year mainly relate to test equipment. Retirements: no material amount of compensation from third parties which have been included in the unaudited consolidated interim statement of comprehensive income.
Components of deferred tax assets are as follows:
| 01/01/2018 | Charged to income statement |
Charged to equity |
30/06/2018 | |
|---|---|---|---|---|
| Amortization and depreciation of intangible assets, property, plant and equipment |
24,450,000 | (1,402,000) | - | 23,048,000 |
| Fair value adjustments financial instruments | (95,823) | 50,234 | - | (45,589) |
| Tax losses carried forward | 2,020,000 | (50,000) | - | 1,970,000 |
| Fair value adjustments hedge accounting | 20,414 | - | (20,414) | - |
| Other | 287,279 | - | - | 287,279 |
| Total | 26,681,870 | (1,401,766) | (20,414) | 25,259,690 |
The following table presents the evolution of the aggregate notional amounts of the Group's outstanding derivative financial instruments:
| Half year ended 30/06/2018 | Year ended 31/12/2017 | ||
|---|---|---|---|
| Outstanding FX hedge contracts, not exceeding 1 year |
USD | 22,000,000 | 71,000,000 |
| Outstanding FX hedge contracts, not exceeding 1 year |
CHF | 15,000,000 | 24,000,000 |
| Outstanding interest hedge contracts, not exceeding 1 year |
EUR | - | 15,000,000 |
| Outstanding inflation hedge contracts, not exceeding 1 year |
EUR | - | 10,000,000 |
FX hedge contracts are entered into in order to hedge (part of) the outstanding balance sheet exposure in foreign currency (USD/CHF).
Interest hedge contracts are entered into in order to hedge (part of) the Group's borrowings at floating interest rate. Inflation hedge contracts are entered into in order to hedge (part of) the salary inflation risk of the Group.
The fair value of derivatives is based upon mark to market valuations. The following table presents an overview of the fair value of outstanding derivatives, classified as an asset under current investment, derivatives:
| Assets | Half year ended 30/06/2018 | Year ended 31/12/2017 |
|---|---|---|
| Outstanding FX hedge contracts - level 2 | 154,122 | 414,460 |
| Total, classified under current investment | 154,122 | 414,460 |
These financial instruments are classified as financial assets at fair value through profit or loss.
The following table presents an overview of the fair value of outstanding derivatives, classified as a liability under derivative financial instruments.
| Liabilities | Half year ended 30/06/2018 | Year ended 31/12/2017 |
|---|---|---|
| Outstanding FX hedge contracts - level 2 | - | (86,024) |
| Outstanding interest hedge contracts (hedge acc.) - level 2 |
- | (69,012) |
| Outstanding inflation hedge contracts - level 2 | - | (4,672) |
| Total, classified under derivative financial instruments | - | (159,708) |
The following table presents an overview of the fair value of outstanding derivatives, for which hedge accounting is applied. Changes in the fair value of the hedging instrument are recognized in a hedging reserve, classified as 'revaluation reserve hedge'.
| Fair value of instruments through equity | Half year ended 30/06/2018 | Year ended 31/12/2017 |
|---|---|---|
| Outstanding interest hedge contracts | - | (69,012) |
| Subtotal | - | (69,012) |
| Deferred tax asset | - | 20,414 |
| Total, classified under revaluation reserve hedge | - | (48,598) |
| Half year ended 30/06/2018 | Year ended 31/12/2017 | |
|---|---|---|
| Secured loans | ||
| Bank loan (in CHF) at floating interest rate, average rate for 1H18 was 2.50% (1); maturing in 2019 |
48,077 | 85,455 |
| Total secured loans | 48,077 | 85,455 |
| Unsecured loans | ||
| Unsecured loans (in EUR) at floating interest rate, repaid in 2018 |
- | 4,000,000 |
| Unsecured loans (in EUR) at floating interest rate, average rate for 1H18 was 0.53%, maturing in 2022 |
7,500,000 | - |
| Unsecured loans (in EUR) at floating interest rate, average rate for 1H18 was 0.85%, maturing in 2022 |
7,500,000 | 11,000,000 |
| Total unsecured loans | 15,000,000 | 15,000,000 |
| Total debt | 15,048,077 | 15,085,455 |
| Current maturities | 48,077 | 6,042,728 |
| Long-term portion of debts | 15,000,000 | 9,042,728 |
(1) The loan is secured by a mortgage on the building of Bevaix, Switzerland.
As per June 30th, 2018 there are engagements for the following financial covenants:
As per June 30th, 2018 Melexis is respecting all its financial covenants.
| Half year ended 30/06/2018 | Year ended 31/12/2017 | |
|---|---|---|
| Accrued real estate withholding tax | 86,000 | 35,000 |
| Accrued financial services | 241,356 | 169,486 |
| Accrued design services | 240,827 | 400,910 |
| Accrued management services | 371,399 | 219,000 |
| Accrued HR services | 217,617 | 80,000 |
| Accrued transport services | 103,250 | 444 |
| Accrued insurances | 151,858 | 67,000 |
| Accrued IT services | 134,573 | 177,533 |
| Accrued grant | 2,236,901 | 2,191,901 |
| Accrued licenses and royalties | 483,000 | 452,224 |
| Other | 244,376 | 261,782 |
| Total | 4,511,157 | 4,055,281 |
The other current liabilities relate to services rendered by both third party suppliers and affiliated companies for which we did not yet receive an invoice. EUR 4,326,302 refers to third party supplier services and EUR 184,855 refers to rendered services from affiliated companies.
Melexis products and production processes that are regularly evaluated by the chief operating decision maker have only one operating segment. Operating decisions are taken for each individual product during a committee lead by the CEO, based on performance assessments.
The following table summarizes sales by customer for the 10 most important customers, as % of total sales. It consists of the sales to the end customer and not to the subcontractors.
| Half year ended 30/06/2018 | Half year ended 30/06/2017 | Year ended 31/12/2017 | |
|---|---|---|---|
| Customer A | 16 | 18 | 18 |
| Customer B | 6 | 8 | 7 |
| Customer C | 6 | 6 | 6 |
| Customer D | 6 | 6 | 6 |
| Customer E | 3 | 4 | 3 |
| Customer F | 3 | 3 | 3 |
| Customer G | 3 | 3 | 3 |
| Customer H | 2 | 3 | 2 |
| Customer I | 2 | 2 | 2 |
| Customer J | 2 | 2 | 2 |
| Total | 48 | 54 | 52 |
The Melexis Group's activities are conducted predominantly in EMEA (Europe, Middle-East and Africa), APAC (Asia Pacific) and NALA (North and Latin America).
The origin of all revenue is in Belgium, as the invoicing entity is located in Belgium.
| Europe, Middle East and Africa |
North and Latin America |
Asia Pacific | Total | |
|---|---|---|---|---|
| Half year ended 30/06/2018 | ||||
| Non current assets | 158,441,465 | 1,543,314 | 11,164,161 | 171,148,940 |
| Half year ended 30/06/2017 | ||||
| Non current assets | 125,957,535 | 326,299 | 9,214,887 | 135,498,720 |
| Year ended 31/12/2017 | ||||
| Non current assets | 139,212,572 | 285,771 | 9,524,070 | 149,022,413 |
Due to the fact that the production sites are mainly located in Europe, the assets are also centralized in Europe (see table above).
The following table summarizes sales by destination, which is determined by the customer's billing address:
in Euro
| Half year ended 30/06/2018 | Half year ended 30/06/2017 | |
|---|---|---|
| Europe, Middle East and Africa | 112,790,616 | 100,902,741 |
| Germany | 54,329,290 | 46,415,118 |
| France | 6,559,130 | 5,895,118 |
| United Kingdom | 6,600,381 | 6,162,273 |
| Poland | 7,633,462 | 6,076,452 |
| Switzerland | 5,980,841 | 6,730,685 |
| Ireland | 2,111,317 | 2,125,537 |
| Czech Republic | 1,924,683 | 2,465,921 |
| Austria | 7,028,980 | 5,614,317 |
| Netherlands | 751,751 | 1,052,228 |
| Romania | 9,133,741 | 7,303,325 |
| Bulgaria | 2,468,905 | 1,976,683 |
| Spain | 620,671 | 562,520 |
| South Africa | 411,019 | 1,767,835 |
| Hungary | 1,973,750 | 2,549,130 |
| Italy | 2,562,242 | 2,350,396 |
| Other | 2,700,453 | 1,855,204 |
| North and Latin America | 32,079,466 | 30,772,209 |
| United States | 21,168,939 | 20,107,112 |
| Canada | 2,954,699 | 3,092,221 |
| Mexico | 7,881,216 | 7,524,884 |
| Brazil | 74,613 | 47,992 |
| Asia Pacific | 136,205,011 | 120,228,963 |
| Japan | 22,237,398 | 18,811,419 |
| China | 32,500,525 | 29,313,932 |
| Hong Kong | 18,116,644 | 14,395,695 |
| Thailand | 29,263,559 | 31,051,076 |
| Korea | 12,931,654 | 11,424,608 |
| Philippines | 3,718,220 | 3,179,821 |
| Taiwan | 7,242,713 | 4,986,314 |
| India | 1,333,591 | 1,004,219 |
| Singapore | 8,144,716 | 5,457,585 |
| Other | 715,991 | 604,296 |
| TOTAL | 281,075,092 | 251,903,913 |
Melexis NV is the parent company of the Melexis Group that includes following entities which have been consolidated:
| Melexis Inc | US entity |
|---|---|
| Melexis GmbH | German entity |
| Melexis Bulgaria Ltd. | Bulgarian entity |
| Melexis Ukraine | Ukraine entity |
| Melexis Technologies SA | Swiss entity |
| Melexis NV French branch | French branch |
| Sentron AG | Swiss entity |
| Melefin NV | Belgian entity |
| Melexis Technologies NV | Belgian entity |
| Melexis NV Philippine branch | Philippine branch |
| Melexis Japan | Japanese Entity |
| Melexis Electronic Technology Co. Ltd | Chinese entity |
| Melexis Switzerland SA | Swiss entity |
| Melexis Technologies NV Malaysian branch | Malaysian branch |
| Melexis (Malaysia) Sdn. Bhd. | Malaysian entity |
| Melexis Dresden GmbH | German entity |
| Melexis France SAS | French entity |
The shareholders of Melexis NV and related parties are as follows:
The following balances were outstanding:
| Half year ended 30/06/2018 | Year ended 31/12/2017 | |
|---|---|---|
| Elex | 2,033 | 2,033 |
| Xtrion | 9,680 | 4,840 |
| Fremach | 2,840 | 40,215 |
| X-FAB Group | 98,089 | 222,497 |
| Xpeqt Group | 23,635 | 13,233 |
| Anvo-Systems Dresden | - | 74,521 |
| Total | 136,277 | 357,339 |
| Half year ended 30/06/2018 | Year ended 31/12/2017 | |
|---|---|---|
| Elex | 7,054 | 375 |
| Xtrion | 97,301 | 127,149 |
| X-FAB Group | 15,864,262 | 15,163,804 |
| Xpeqt Group | 1,378,247 | 2,113,340 |
| Anvo-Systems Dresden | - | 473 |
| X-Celeprint | 44,000 | 44,000 |
| Other | - | 32 |
| Total | 17,390,865 | 17,449,174 |
In the course of the year, following transactions have taken place:
| Sales to | Half year ended 30/06/2018 | Half year ended 30/06/2017 |
|---|---|---|
| Fremach | 17,485 | 42,358 |
| Xpeqt Group | 1,040 | 1,854 |
| Purchases from | Half year ended 30/06/2018 | Half year ended 30/06/2017 |
|---|---|---|
| X-FAB Group ( mainly wafers ) | 101,959,423 | 84,501,037 |
| Xpeqt Group ( mainly equipment and goods ) | 7,519,070 | 2,461,374 |
| X-Celeprint | - | 200,000 |
| Elex | 226,374 | - |
| Xtrion ( mainly IT infrastructure ) | 178,807 | 107,018 |
| Anvo-Systems Dresden | - | 32,355 |
| Sales to | Half year ended 30/06/2018 | Half year ended 30/06/2017 |
|---|---|---|
| Elex | 10,080 | 10,130 |
| Xpeqt Group ( infrastructure office building ) | 64,985 | 69,181 |
| Xtrion ( infrastructure office building ) | 24,000 | 24,000 |
| X-FAB Group | 324,572 | 352,245 |
| Anvo-Systems Dresden ( mainly test services ) | 40,663 | 47,392 |
| Purchases from | Half year ended 30/06/2018 | Half year ended 30/06/2017 |
|---|---|---|
| Xtrion NV ( mainly IT and related support ) | 861,687 | 958,119 |
| Elex ( mainly IT and related support ) | 597,312 | 354,801 |
| X-Celeprint | 33,727 | - |
| Xpeqt Group | 1,851,530 | 938,669 |
| X-FAB Group | 1,079,184 | 961,468 |
| Anvo-Systems Dresden ( mainly R&D services ) | 44,226 | 223,972 |
| Other | - | 14,786 |
The Board of Directors and the Audit Committee have reviewed and analyzed the major transactions and concluded these transactions are within the normal course of business and that there are sufficient elements to conclude that the remuneration is based on arm's length principles.
On May 15th, 2018, the Board of Director proposed to purchase a plot of land owned by Xpeqtis. In accordance with article 523 of the Company Code, one of the directors, Roland Duchâtelet, has notified and informed the other directors of the existence of a conflict of interest.
The Board of Directors, excluding Roland Duchâtelet, reviewed the information regarding the purchase of the plot, including an independent valuation report and discussed the possible purchase. The Board of Directors, excluding Roland Duchâtelet, decided to approve the purchase of the above mentioned plot.
The Group had purchase commitments for a total of EUR 23,311,709 at June 30th, 2018.
Since 2009 Melexis has been involved in a patent case filed by ams AG concerning a patent on magnetic angle sensing.
The Court in Düsseldorf (1st instance) had ruled in favor of ams AG, against which Melexis lodged an appeal with the Higher Regional Court of Düsseldorf. In 2017, the Higher Regional Court of Düsseldorf has ruled in Melexis' favor by dismissing the complaint of ams AG.
Melexis operates internationally, which could give an exposure to market risks from changes in interest and foreign exchange rates. Melexis uses derivative financial instruments to manage the foreign exchange risks.
Risk management policies have been defined on Group level, and are carried out by the local companies of the Group.
The Group has no significant concentration of credit risk with any single counterparty or Group of counterparties having similar characteristics. The Group has a policy to ensure that sales are only made to new and existing customers with an appropriate credit history.
The Group doesn't use derivatives to manage interest rate risks of the outstanding bank debt.
The schedule of long-term-debt repayments is disclosed in Note 2.6.5.F.
The table with outstanding derivatives is disclosed in Note 2.6.5.E.
Liquidity risk arises from the possibility that customers may not be able to settle obligations to the company within the normal terms of trade. To manage the risk the company periodically assesses the financial viability of customers.
The currency risk of the Group mainly occurs due to the fact that the Group operates and has sales in USD. The Group uses derivative contracts to manage foreign exchange risks. The table with outstanding derivatives is taken up in Note 2.6.5.E.
The fair value of foreign exchange contracts is determined using forward exchange market rates at the balance sheet date. For all of these instruments, the fair values are confirmed to the Group by the financial institutions through which the Group has entered into these contracts.
The Group's principal financial instruments not carried at fair value are cash and cash equivalents, trade receivables, other current assets, other non current assets, trade and other payables, bank overdrafts and long term borrowings.
The carrying amount of cash and cash equivalents and of bank overdrafts approximates their fair value due to the short-term maturity of these financial instruments.
The fair value of the long-term loans is based on the current rates available for debt with the same maturity profile and approximates their carrying amounts.
Management believes that the exposure to interest rate risk of financial assets and liabilities as of June 30th, 2018 was minimal since their deviation from their respective fair values was not significant.
The unaudited consolidated interim financial statements were approved and authorized for issue by the Board of Directors on August 20th, 2018 and were signed on its behalf by Françoise Chombar.
Françoise Chombar Managing Director, Chief Executive Officer (CEO)
| • | Listing | Euronext |
|---|---|---|
| • | Reuters ticker | MLXS.BR |
| • | Bloomberg ticker | MELE BB |
Situation on June 30th, 2018.
| Company | Number of Shares | Participation Rate |
|---|---|---|
| Xtrion | 21,644,399 | 53.58% |
| Treasury Shares | 346,141 | 0.86% |
| Public | 18,409,460 | 45.57% |
| Total | 40,400,000 | 100.00% |
Phone: +32 13 67 07 79 Fax: +32 13 67 21 34 Rozendaalstraat 12, B-8900 Ieper, Belgium www.melexis.com/investor.asp
Announcement of Q3 results October 24th, 2018 Announcement of Full Year Results February 6th, 2019
The Board of Directors decided to pay out an interim dividend of 1.30 EUR gross per share, payable as from October 25th, 2018.
Gross (interim-) dividend per share for accounting year
4
STATUTORY AUDITOR'S REVIEW OPINION ON THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS OF MELEXIS NV FOR THE SIX MONTH PERIOD ENDING 30 JUNE 2018
To the Board of Directors MELEXIS NV
We have reviewed the accompanying consolidated condensed statement of financial position of Melexis nv and its subsidiaries as of June 30, 2018 and the related consolidated condensed statement of profit and loss and other comprehensive income, changes in equity and cash flows for the six-month period then ended, as well as the explanatory notes. The board of directors is responsible for the preparation and presentation of this consolidated condensed financial information in accordance with IAS 34, as adopted by the European Union. Our responsibility is to express a conclusion on this consolidated condensed financial information based on our review.
We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity." A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and, consequently, does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that the accompanying consolidated condensed financial information is not prepared, in all material respects, in accordance with IAS 34, as adopted by the European Union.
Hasselt, 27 August 2018
Sofie Van Grieken Koen Vanstraelen Réviseur d'Entreprises / Bedrijfsrevisor Réviseur d'Entreprises / Bedrijfsrevisor
PwC Bedrijfsrevisoren cvba, burgerlijke vennootschap met handelsvorm - PwC Reviseurs d'Entreprises scrl, société civile à forme commerciale - Financial Assurance Services
Maatschappelijke zetel/Siège social: Woluwe Garden, Woluwedal 18, B-1932 Sint-Stevens-Woluwe T: +32 (0)2 710 4211, F: +32 (0)2 710 4299, www.pwc.com BTW/TVA BE 0429.501.944 / RPR Brussel - RPM Bruxelles / ING BE43 3101 3811 9501 - BIC BBRUBEBB / BELFIUS BE92 0689 0408 8123 - BIC GKCC BEBB
Profit attributable to equity holders of Melexis divided by the weighted average number of ordinary shares.
Profit attributable to equity holders of Melexis divided by the fully diluted weighted average number of ordinary shares.
Product sales + Revenues from Research and Development
Turnover/sales – cost of sales – research and development expenses – general and administrative expenses – selling expenses – other operating expenses
EBIT + depreciation, amortization and impairment.
Shareholders' capital + retained earnings (inclusive current year's result) +/- reserves (reserve treasury shares, revaluation reserve hedge, revaluation reserve fair value, legal reserve) +/- Cumulative translation adjustment.
Current portion of long-term debt + long-term debt less current portion + bank loans and overdrafts – current investments - cash and cash equivalents
(Total current assets – cash and cash equivalents – current investments) – (current liabilities – bank loans and overdrafts – current portion of long-term debt – derivative financial instruments)
Net Result +/- adjustments for operating activities +/- changes in working capital
Capital expenditure Investments in property, plant and equipment
Net income/shareholders' equity
Liquidity Current assets/current liabilities
Shareholders' equity/total assets
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