Annual Report • Apr 4, 2019
Annual Report
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| BOARD OF DIRECTORS' REPORT 1 |
|---|
| Section One 2 |
| Chairman's letter 2 |
| Financial highlights 3 |
| Corporate bodies 5 |
| Group chart as at December 31, 2018 6 |
| Group structure 7 |
| The Moncler brand 9 |
| Values 12 |
| Philosophy 13 |
| Strategy 15 |
| Business model 17 |
| Human capital 26 |
| Sustainability 31 |
| Moncler and the financial markets 33 |
| Section Two 36 |
| Introduction 37 |
| Performance of the Moncler Group 38 |
| Performance of the Parent Company Moncler S.p.A. 45 |
| Main risks 47 |
| Corporate governance 52 |
| Related-party transactions 54 |
| Atypical and/or unusual transactions 54 |
| Treasure shares 54 |
| Significant events occurred during the Financial Year 2018 55 |
| Significant events occurred after the reporting date 56 |
| Business outlook 57 |
| Other information 57 |
| SEPARATE FINANCIAL STATEMENTS 128 | |
|---|---|
| SEPARATE FINANCIAL STATEMENTS 129 | |
| EXPLANATORY NOTES TO THE SEPARATE FINANCIAL STATEMENTS 134 | |
| 1. General information 134 | |
| 2. Significant accounting principles 137 | |
| 3. Comments on the income statement 151 | |
| 4. Comments on the statement of financial position 154 | |
| 5. Commitments and guarantees given 164 | |
| 6. Contingent liability 164 | |
| 7. Information about financial risks 165 | |
| 8. Other information 166 | |
| 9. Significant events after the reporting date 173 | |
| 10. Motion to approve the financial statements and the allocation of the result for the year ended December 31, 2018 174 | |
ATTESTATION OF THE CONSOLIDATED FINANCIAL STATEMENTS PURSUANT TO ART. 154 BIS OF LEGISLATIVE DECREE 58/98
INDEPENDENT AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS ATTESTATION OF THE SEPARATE FINANCIAL STATEMENTS PURSUANT TO ART. 154 BIS OF LEGISLATIVE DECREE 58/98
INDEPENDENT AUDITORS' REPORT ON THE SEPARATE FINANCIAL STATEMENTS REPORT OF THE BOARD OF STATUTORY AUDITOR
MONCLER – BOARD OF DIRECTORS͛ REPORT AT 31 DECEMBER 2018 1
2018 has been a year marked by fundamental changes for Moncler. We took important decisions, some of them definitely courageous, others even ground-breaking. In February, we successfully launched Moncler Genius - One House Different Voices, a creative and communicative project involving all departments in a truly omni-channel perspective. We continued to consolidate our stoƌes͛ network by adding high-level locations, such as the New York - Soho flagship store, and to work on the Brand through the innovative Moncler Beyond advertising campaign. In addition, we further strengthened our digital positioning, developing our online business and our presence on the major social media platforms. All this was done with great energy, passion, cohesion and, above all, with the desire to achieve the challenging objectives we set ourselves.
All the people working with me know that I always look ahead and that I do not dwell too much on celebrating success. However, I believe that today we should stop a moment to consider what has been done. It has been 15 years since I acquired Moncler, a small brand I believed a lot in. In 2018 Moncler exceeded 1.4 billion euros in revenues with a 22% growth, EBITDA crossed the 500 million-euro mark with a 35% margin on revenues, net income grew by 33% exceeding 332 million euros, while net cash rose to 450 million euros.
I would like to personally thank all of Moncler's stakeholders for having made this possible: our talented people, our Board of Directors and our shareholders who have always trusted us and followed Moncler on this unique journey, contributed in making a vision, our vision, becoming a reality.
But Moncler still has a long way to go. We know that the macroeconomic and geopolitical situation is still shrouded in uncertainty, and that it is not easy to continue to achieve outstanding results. Nonetheless, I believe that difficult times are precisely the ones during which you become stronger. We are working on many projects. Moncler Genius still has massive untapped potential. Our network of directly operated stores (DOS), which at the end of December counted 193 units, has important opportunities to be exploited, always in line with our strategy of a controlled expansion. The digital channel remains a primary focus and on the basis of it, we have launched projects of significant value. But above all, we want to continue investing in Moncler, a unique Brand that is able to speak to different consumers around the world, in an always open and iŶĐlusiǀe ŵaŶŶeƌ. UltiŵatelLJ, this is MoŶĐleƌ͛s gƌeat stƌeŶgth which I believe will allow us to continue exploring our world and those surrounding us, to conquer even greater and more challenging heights, looking not only at the importance of always setting new goals, but also on how these goals are attained.
REMO RUFFINI CHAIRMAN AND CHIEF EXECUTIVE OFFICER

Revenues (million euros)

EBIT (million euros)
Net Income (million euros)

1 This applies to all document: rounded figures to the last digit represented
2 EBITDA Adjusted: operating income before depreciation and non-cash costs related to stock based compensation.




3 Net of assets disposal.
| Remo Ruffini | Chairman and Chief Executive Officer |
|---|---|
| Virginie Sarah Sandrine Morgon | Vice Chairman |
| Nomination and Remuneration Committee | |
| Nerio Alessandri | Independent Director |
| Sergio Buongiovanni | Executive Director |
| Marco De Benedetti | Lead Independent Director |
| Control, Risk and Sustainability Committee | |
| Nomination and Remuneration Committee | |
| Related Parties Committee | |
| Gabriele Galateri di Genola | Independent Director |
| Control, Risk and Sustainability Committee | |
| Diva Moriani | Independent Director |
| Nomination and Remuneration Committee | |
| Related Parties Committee | |
| Stephanie Phair | Independent Director |
| Guido Pianaroli | Independent Director |
| Control, Risk and Sustainability Committee | |
| Related Parties Committee | |
| Luciano Santel | Executive Director |
| Juan Carlos Torres Carretero | Director |
| Board of Statutory Auditors | |
| Riccardo Losi | Chairman |
| Antonella Suffriti | Standing Statutory Auditor |
| Mario Valenti | Standing Statutory Auditor |
| Federica Albizzati | Substitute Statutory Auditor |
| Lorenzo Mauro Banfi | Substitute Statutory Auditor |
| External Auditors |
KPMG S.p.A.
MONCLER – BOARD OF DIRECTORS͛ REPORT AT 31 DECEMBER 2018 5
| Moncler S.p.A. | |||||
|---|---|---|---|---|---|
| 100% | |||||
| 45% 3B Restaurant S.r.l. |
Industries S.p.A. | 95% | Moncler Brasil Comércio de moda e acessòrios Ltda. |
||
| 5% | |||||
| Moncler Shanghai Commercial Co Ltd |
100% | 100% | Moncler USA Inc | 100% | Moncler USA Retail LLC |
| Moncler Asia Pacific Ltd |
100% | 99% | 1% Moncler Mexico, S. de |
||
| Moncler Japan Corporation |
60% | R.L. de C.V. | |||
| Moncler UK Ltd | 100% | 99% | Moncler Mexico Services, S. de R.L. de C.V. |
1% | |
| Moncler Denmark ApS | 100% | 100% | Moncler Deutschland GmbH |
51% | Moncler Sylt GmbH |
| Moncler Hungary KFT | 100% | 99% | 1% Industries Yield S.r.l. |
||
| Moncler Istanbul Giyim ve Tekstil Ticaret Ltd. Sti. |
51% | 100% | Moncler Belgium S.p.r.l. |
||
| Moncler Taiwan Limited |
100% | 100% | Moncler Holland B.V. | ||
| Moncler Prague s.r.o. | 100% | 100% | Moncler France S.a.r.l. | ||
| Moncler Shinsegae Inc. |
51% | 100% | Moncler España SL | ||
| Moncler Singapore Pte. Limited |
100% | 100% | Moncler Canada Ltd | ||
| Moncler Middle East FZ-LLC. |
100% | 99.99% | Moncler Ukraine LLC | ||
| 49% Moncler UAE LLC. |
100% | 0.01% Moncler Suisse SA |
|||
| 100% | 99.99% | 0.01% | |||
| Moncler Sweden AB | Moncler Rus LLC | ||||
| Moncler Ireland Limited |
100% | 99% | 1% Moncler Kazakhstan LLP |
||
| Moncler Norway AS | 100% | 70% | White Tech S.p.zo.o | ||
| 100% | Moncler Australia PTY LTD |
The Consolidated Financial Statements of the Moncler Group as at December 31, 2018 include Moncler S.p.A. (Parent Company), Industries S.p.A., a sub-holding company directly controlled by Moncler S.p.A., and 35 consolidated subsidiaries in which the Parent Company holds indirectly a majority of the voting rights, or over which it exercises control or from which it is able to derive benefits by virtue of its power to govern both on a financial and an operating aspects.
| Moncler S.p.A. | Parent company which holds the Moncler brand |
|---|---|
| Industries S.p.A. | Sub-holding company, directly involved in the management of foreign companies and distribution channels (retail, wholesale) in Italy and licensee of the Moncler brand |
| Industries Yield S.r.l. | Company that manufactures apparel products |
| White Tech Sp.zo.o. | Company that manages quality control of down |
| Moncler Deutschland GmbH | Company that manages DOS and promotes goods in Germany and Austria |
| Moncler Belgium S.p.r.l. | Company that manages DOS in Belgium |
| Moncler Denmark ApS | Company that manages DOS in Denmark |
| Moncler España SL | Company that manages DOS in Spain |
| Moncler France S.à.r.l. | Company that manages DOS and distributes and promotes goods in France |
| Moncler Istanbul Giyim ve Tekstil Ticaret Ltd. Sti. |
Company that manages DOS in Turkey |
| Moncler Holland B.V. | Company that manages DOS in the Netherlands |
| Moncler Hungary KFT | Company that manages DOS in Hungary |
| Moncler Kazakhstan LLP | Company that manages DOS in Kazakhstan |
| Moncler Norway AS | Company that manages DOS in Norway |
| Moncler Prague s.r.o. | Company that manages DOS in the Czech Republic |
| Moncler Rus LLC | Company that manages DOS in Russia |
| Moncler Suisse SA | Company that manages DOS in Switzerland |
| Moncler Sylt Gmbh | Company that manages DOS in Sylt (Germany) |
| Moncler UK Ltd | Company that manages DOS in the United Kingdom |
| Moncler Ukraine LLC | Company that manages DOS in Ukraine |
MONCLER – BOARD OF DIRECTORS͛ REPORT AT 31 DECEMBER 2018 7
| Moncler Ireland Limited | Company that manages DOS in Ireland | ||
|---|---|---|---|
| Moncler Middle East FZ-LLC | Holding Company for the Middle East | ||
| Moncler Sweden AB | Company that manages DOS in Sweden | ||
| Moncler UAE LLC | Company that manages DOS in United Arab Emirates | ||
| Moncler Brasil Comércio de moda e acessòrios Ltda |
Company that manages DOS in Brazil | ||
| Moncler Canada Ltd | Company that manages DOS in Canada | ||
| Moncler Mexico, S. de R.L. de C.V. | Company that manages DOS in Mexico | ||
| Moncler Mexico Services, S. de R.L. de C.V. |
Company that provides services to Moncler Mexico, S. de R.L. de C.V. |
||
| Moncler USA Inc | Company that promotes and distributes goods in North America |
||
| Moncler USA Retail LLC | Company that manages DOS in North America | ||
| Moncler Asia Pacific Ltd | Company that manages DOS in Hong Kong and in Macau |
||
| Moncler Japan Corporation | Company that manages DOS and distributes and promotes goods in Japan |
||
| Moncler Shanghai Commercial | |||
| Co. Ltd | Company that manages DOS in China | ||
| Moncler Shinsegae Inc. | Company that manages DOS and distributes and promotes goods in South Korea |
||
| Moncler Singapore Pte. Limited | Company that manages DOS in Singapore | ||
| Moncler Taiwan Limited | Company that manages DOS in Taiwan | ||
| Moncler Australia PTY LTD | Company that manages DOS in Australia |
The Moncler brand was created in 1952 in Monestier-de-Clermont, a small village in the mountains near Grenoble, with a focus on sports clothing for the mountain.
In 1954, Moncler made the first ever nylon down jacket. In the same year, Moncler products were chosen by the Italian expedition to K2 and in 1955 by the French expedition to Makalù.
In 1968, the Brand gained additional visibility as Moncler became the official supplier of the French Alpine skiing team at the Winter Olympics in Grenoble.
In the 80s, Moncler products started to be used on a daily basis also in the cities and became a true fashion phenomenon among younger clients.
Beginning in 2003, when Remo Ruffini invested in the Group, a process of repositioning of the Brand was initiated through which Moncler products take on an ever more distinctive and exclusive style. Under the leadership of Remo Ruffini, Moncler has pursued a clear but simple philosophy: to create unique products of the highest quality, ͞tiŵeless͟, versatile and innovative.
The motto ͞born in the mountains, living in the city͟ shoǁs how the Moncler brand has evolved from a line of products used purely for sport purposes to versatile lines that clients of all gender, age, identity and culture can wear on any occasion and where outerwear, while remaining the Brand's identifying category, is gradually and naturally integrated with complementary products that are always consistent with the DNA and the uniqueness of the Brand.
Tradition, uniqueness, quality, consistency and energy have always been the distinctive features of the Moncler brand that over the years has been able to evolve while remaining consistent with its heritage, in a continuous search for a constant dialogue with its many consumers in the world. It is from this constant research that in 2018 a new project was born, Moncler Genius - One House Different Voices: a hub for creative minds able to reinterpret the Moncler brand, always consistent with its history and its DNA, adopting a new way of doing business.
René Ramillon and André Vincent found the Moncler brand in the mountains near Grenoble.
Moncler makes its first nylon down jacket and supplies products for the Italian expedition to K2. One year later, it also sponsors the French expedition to Makalù.
Moncler becomes official supplier of the French Alpine skiing team at the Winter Olympics in Grenoble.
Moncler products start to become popular in towns and cities, becoming a true fashion phenomenon.
Remo Ruffini becomes a shareholder of the Group.
Moncler launches its Gamme Rouge ǁoŵeŶ͛s ĐolleĐtioŶ.
Moncler opens in Paris – on the central Rue du Faubourg Saint-Honoré – its first urban store.
Moncler launches its Gamme Bleu ŵeŶ͛s ĐolleĐtioŶ.
Moncler͛s Grenoble collection debuts in New York.
Moncler lists on the Italian Stock Exchange at an initial price of Euro 10.20 per share.
Moncler provides the technical equipment for the ͞KϮ – ϲϬ Yeaƌs Lateƌ͟ expedition team.
Moncler produces its first Sustainability Report and Sustainability Plan. A joint-venture controlled by Moncler with Shinsegae International is established in Korea. Moncler acquires a production site in Romania, aiming at creating an industrial-technological research and development centre on down jackets and verticalising part of the production.
MoŶĐleƌ͛s ƌeǀeŶues suƌpass oŶe ďillioŶ euƌos.
Moncler finalises the establishment of its production site in Romania, through the recruitment of about 600 additional employees, later integrated in the hub previously acquired.
Moncler announces the end of the collaboration with Thom Browne for Moncler Gamme Bleu and Giambattista Valli for Moncler Gamme Rouge.
Moncler launches the new creative project Moncler Genius - One House Different Voices, an hub of eight minds that, working together while retaining their individuality, they reinterpret the essence of the Moncler brand.
Moncler has always stood for authenticity, excellence, innovation and talent, for seeking challenges, and for pursuing shared and sustainable goals. These are the values at the heart of the Group.
In everything it does, Moncler is driven by the desire to innovate while remaining true to itself and its heritage, to strive for continuous and uncompromising quality and to pursue challenging Ŷeǁ goals. The ĐlieŶt is the ĐoƌŶeƌstoŶe of MoŶĐleƌ͛s ďusiŶess aŶd the ĐeŶtƌal foĐus of all decisions, while the talent of people is the most important asset.
Nurturing that talent has always been fundamental to the Group and people are absolutely crucial to MoŶĐleƌ. TheLJ aƌe the aƌĐhiteĐts of the BƌaŶd͛s past suĐĐess aŶd the keLJ to its futuƌe gƌoǁth, so the Company is always mindful that to create long-term value, it needs to act responsibly and inclusively.
There is only one Moncler, and our task is to protect its uniqueness while always evolving.
Quality is at the heart of everything we do.
Moncler never stops innovating and seeking to set new standards.
People aƌe MoŶĐleƌ͛s gƌeatest asset: theiƌ futuƌe is MoŶĐleƌ͛s futuƌe, aŶd ǁe aƌe Đoŵŵitted to their development.
Long-term value creation can only be driven by respect and responsible behaviour.
MoŶĐleƌ͛s philosophLJ is iŶheƌeŶtlLJ ƌooted iŶ the Gƌoup͛s ǀalues aŶd iŶtƌiŶsiĐallLJ tied to its uŶiƋue history. Over the years, the Brand has been at the centre of remarkable climbing expeditions and pioneering initiatives. Long associated with sports, mountains, outdoor activities, and nature at its purest, Moncler has consistently and faithfully based its philosophy on simple yet solid pƌiŶĐiples, suŵŵaƌised iŶ the ǁoƌds of the CoŵpaŶLJ͛s ChaiƌŵaŶ aŶd Chief Edžecutive Officer, Remo Ruffini.
͞THERE IS NO PRESENT OR FUTURE WITHOUT A PAST. MONCLER IS A UNIQUE BRAND, AND ITS PRODUCTS ARE SYNONYMOUS WITH CREATIVITY, QUALITY EXCELLENCE, AND CONSTANT EVOLUTION WITHOUT EVE' LO"ING "IGHT OF THE B'AND͛" T'UE E""ENCE͟
Moncler has a unique heritage and positioning. With over 65 years of history, the Brand conveys its DNA through innovative and versatile products, inspired by values stemming from the love for sports and nature, with renowned elegance, quality excellence and continuous creative research. Moncler adopts an integrated business model that focuses on quality control, and directly manages and coordinates the higher value-added activities within its value chain.
Moncler judges the value of its results also by how it achieved them, believing there can be no long-term growth without responsibility and respect. Which is why, a few years ago, the Company started to integrate sustainability issues into its business model and decisions. The promotion of a sustainable supply chain is an integral part of this process.
Moncler believes in the importance of inclusion and in the value of multiplicity. It has always adopted a policy of direct supervision over the regions (EMEA, Asia Pacific, Japan, the Americas and Korea) where it is present with local organisational and management structures, which act in close coordination with the Parent Company and ensure a deep knowledge of culture and trends in each market.
Clients have always been pivotal in every strategic decision made by Moncler. Today, more than in the past, this is pursued with an integrated omnichannel approach, interconnecting all touch poiŶts ǁheƌe edžistiŶg oƌ poteŶtial ĐlieŶts ĐaŶ ͞ŵeet͟ the BƌaŶd, ďoth iŶ the physical or in the digital store.
MoŶĐleƌ͛s ĐoŵŵuŶiĐatioŶ stƌategLJ is iŶŶoǀatiǀe aŶd uŶĐoŶǀeŶtioŶal. It conǀeLJs the pƌoduĐt͛s uŶiƋueŶess aŶd the BƌaŶd͛s ǀalues iŶ a highlLJ distiŶĐtiǀe ŵaŶŶeƌ, and is able to use all the channels in an increasingly interactive way to involve the final consumer, creating a strong sense of belonging around shared values.
Moncler has always considered its people as a strategic asset. Motivation, determination, and innovation are qualities that the Company has long supported and nurtures constantly. Helping people to gƌoǁ aŶd deǀelop is a fuŶdaŵeŶtal paƌt of the Gƌoup͛s philosophy. Moreover, it is a clear objective for senior management, led by Remo Ruffini, who has built a cohesive, highly experienced and motivated team with a proven track record of delivering significant results.
MoŶĐleƌ͛s goal is to puƌsue sustainable and responsible growth within the global luxury goods segment, while remaining faithful to its unique heritage.
Creativity, multiplicity, sustainability and consistency have always been the creed of the Group, which leverages change to grow stronger as it continues to explore both known and new avenues, seeking constant dialogue with an ever-broader client base.
Moncler strategy is strictly related to the Group's philosophy and values, underpinned by six pillars.
IŶ ƌeĐeŶt LJeaƌs, MoŶĐleƌ͛s gƌoǁth stƌategLJ has ďeeŶ iŶspiƌed ďLJ tǁo keLJ pƌiŶĐiples: to ďeĐoŵe a global Brand and to have no filters with the market. Today, 88% of MoŶĐleƌ͛s ƌeǀeŶues aƌe generated outside of Italy. This result was achieved by exercising significant control over the business and by maintaining direct contact with wholesale, retail, and digital clients alike.
Moncler considers digital channel as a crucial and indispensable tool for brand communications and business growth at global level, in an omni-channel perspective. The cornerstone of Moncler's strategy is to ensure that digital culture permeates each and every division and is consolidated throughout the Group.
Foƌ soŵe LJeaƌs Ŷoǁ, the Gƌoup has Đƌeated a digital diǀisioŶ that ƌepoƌts to MoŶĐleƌ͛s Chief Marketing & Operating Officer and is responsible for both e-commerce and digital marketing to develop online business and boost the BƌaŶd͛s presence on all major social media.
Engaging directly with clients through every channel and touch point, involving them, and understanding their expectations – even when unspoken – is a cornerstone of the relationship that Moncler strives to develop with its clients to never stop surprising them. Today Moncler is pursuing a strategy of integrated development of its distribution channels, both physical and digital.
The Brand has been progressively strengthening its commitment to long-term sustainable and responsible growth, as a mean to further meet stakeholder expectations and create shared value.
Thanks to its strong tradition and credibility built over the years, Moncler has consolidated its position as a worldwide leader in the high-end down jacket segment. The Group is now selectively expanding beyond its core business, into complementary product and market segments in which it has, or can surely achieve, high recognition and in-depth know-hoǁ. ͞To create special products with a specialist's approach͟ is the ŵotto that dƌiǀes aŶd steeƌs MoŶĐleƌ͛s pƌeseŶt aŶd futuƌe.
MoŶĐleƌ͛s integrated and flexible business model is geared towards having direct control of the phases of production that add the greatest value, putting the pursuit of ever increasing quality at the heart of all its work.
MoŶĐleƌ͛s success is based on a unique and consistent brand strategy, which also depends on the aďilitLJ to deǀelop iŶŶoǀatiǀe pƌoduĐts that aƌe stƌoŶglLJ ͞aŶĐhoƌed͟ to the histoƌLJ of the Brand. Heritage, uniqueness, quality, creativity and innovation are the terms used in Moncler to define the ĐoŶĐept of ͞ludžuƌLJ͟.
The journey, which began in 2003 when Remo Ruffini acquired the Group, has always been coherent and pursued without compromise.
The core of Moncler is the Main collection, always combining high quality with frequent-wear items.
The beating heart of the Moncler Main collection is the ͞Archive͟, products inspired by brand's first collections, which became today͛s iconic products. All iconic products inspired by the Archive have always had and continue to have the classic Moncler logo.
From mid-2000s, the Moncler collections have been enriched by the energy of a number of designers, with some important collaborations ;ŶaŵelLJ ͞speĐial pƌojeĐts͟Ϳ and with the launch of the Gammes (collections that ended in 2017). In 2006 the Moncler Gamme Rouge was launched, tied to the Haute Couture tradition. In 2009 the Moncler Gamme Bleu was introduced, representing a perfect combination of a tailored approach and the sporting aspect of the Brand. In 2017 Moncler announced the Brand will no longer be showing its Moncler Gamme Rouge and Moncler Gamme Blue collections in Milan and Paris. ͞Consumers are changing, the industry is evolving at a far greater pace than the past and we need to be ready to tackle these changes, so we can consolidate our Brand͟ commented Remo Ruffini, Chairman and Chief Executive Officer of the Group.
In February 2018, Moncler presented a new project Moncler Genius - One House Different Voices which, under the banner of Moncler Genius building, brings together different interpretations and visions of the Brand to continue to synergically generate new creative energy, while staying true to the Brand͛s unique character.
Moncler collections are completed by the Moncler Grenoble line, launched in 2010, which thanks to the high technical and innovative content, over the stylistic one, represents the Brand's DNA; the collections dedicated to footwear and leather goods (bags, backpacks and suitcases), a line of sunglasses and eyeglasses (Moncler Lunettes), launched in 2013 and currently licensed to the Marcolin Group; in addition to the Moncler Enfant line, dedicated to the children segment (0-14 years).
MoŶĐleƌ͛s team of designers is subdivided by collection and works under the close supervision of Remo Ruffini, who sets design guidelines and ensures that they are implemented uniformly across all collections and product categories. The design department is assisted and supported by the merchandising and product development teams, who underpin the creation of the collections and generate creative ideas.
Throughout its history, down has been at the heart of Moncler outerwear, and has gradually come to be identified with the Brand itself.
A combination of lengthy experience and continuous research and development has enabled the Company to gain unique expertise in this area, both in terms of knowledge of down as a raw material and of the garment manufacturing process.
Moncler ensures that all its suppliers comply with the highest quality standards. Over the years, these standards have been – and indeed remain – a key point of product differentiation: only the best fine white goose down is used in the Brand͛s garments.
Fine-down content and fill power are the main indicators of down quality. Moncler down contains at least 90% fine-down and boasts a fill power equal to or greater than 710 (cubic inches per 30 grams of down), resulting in a warm, soft, light and uniquely comfortable garment.
Each batch of down is subjected to a two-step checking procedure to assess its compliance with 11 key parameters, set in accordance with the strictest international standards and the stringent quality requirements imposed by the Company. In 2018, a total of around 900 tests were performed.
But for the CoŵpaŶLJ, ͞ƋualitLJ͟ is ŵoƌe thaŶ this: the oƌigiŶ of its doǁŶ aŶd the ƌespeĐt foƌ aŶiŵal welfare are also fundamental for Moncler. When sourcing and purchasing raw materials, Moncler considers these aspects as important as the quality of the material itself.
As part of its commitment to ensuring animal welfare, Moncler requires and ensures that all its down suppliers comply with the strict standards of the Down Integrity System & Traceability (DIST) Protocol. Applied by the Group since 2015, the DIST Protocol sets out standards for farming and animal welfare, traceability and the technical quality of down. Moncler only purchases down that is DIST-certified.
Key requirements that must be met at all levels of the supply chain include:
MoŶĐleƌ͛s doǁŶ supplLJ ĐhaiŶ is paƌtiĐulaƌlLJ ǀeƌtiĐallLJ iŶtegƌated, aŶd iŶĐludes ǀaƌious tLJpes of entities: geese farms, slaughterhouses where the animals are slaughtered for meat production and from which the down is subsequently taken, and the companies responsible for washing, cleaning, sorting and processing the raw materials. Moreover, the supply chain includes façonists, which, using the down, manufacture finished products. All suppliers must comply scrupulously with the Protocol, to ensure the traceability of the raw material, respect for animal welfare and the highest possible quality throughout the supply chain.
The DIST Protocol was the outcome of open, constructive engagement with a multi-stakeholder forum established in 2014. The forum considered the expectations of all the various stakeholders and ensured a scientific and comprehensive approach to the issue of animal welfare and product traceability.
The Protocol assesses animal welfare in an innovative way. Alongside a traditional approach that focuses on the farming environment and follows the latest European Union guidelines, the DIST also eǀaluates aŶiŵal ǁelfaƌe thƌough Đaƌeful oďseƌǀatioŶ of ͞AŶimal-Based Measuƌes͟ (ABM4 ), making for a more reliable assessment.
Moncler is constantly involved in the on-site auditing process to certify compliance with the DIST Protocol. To ensure maximum audit impartiality:
• audits are commissioned and paid directly by Moncler and not by the supplier;
•certification is conducted by a qualified third-party organisation whose auditors are trained by veterinarians and animal husbandry experts from the Department of Veterinary Medicine at the University of Milan;
• the ĐeƌtifiĐatioŶ ďodLJ͛s ǁoƌk is iŶ tuƌŶ audited ďLJ aŶ aĐĐƌedited edžteƌŶal oƌgaŶisatioŶ.
Starting from Fall/Winter 2017, Moncler achieved a relevant milestone within all its garments, with the inclusion of the ͞DI"T doǁŶ Đeƌtified͟ label. This result has been achieved thanks to an extension of the down traceability supply chain downstream, till the finished product, according to the principles defined by the DIST Protocol.
In 2018, 176 audits were conducted by third-parties along the entire supply chain.
MoŶĐleƌ͛s pƌoduĐts aƌe desigŶed, ŵaŶufaĐtuƌed aŶd distƌiďuted aĐĐoƌdiŶg to a ďusiŶess ŵodel featuring direct control of all phases where the greatest value is added.
4 The ͞AŶiŵal-Based Measuƌes͟ aƌe iŶdiĐatoƌs of the ƌeal ǁelfaƌe of aŶ aŶiŵal, deteƌŵiŶed through the direct observation of its capacity to adapt to specific farming environments. The measures include physiological, pathological and behavioural indicators.
Moncler directly manages the creative phase, the purchase of raw materials, as well as the deǀelopŵeŶt of pƌototLJpes, ǁhile the ͞Đut-make-tƌiŵ͟ phase ;façon) of the production stage is partly assigned to third party manufacturers (façonists) and partly managed internally.
The purchase of raw materials is one of the main areas of the value chain. In fact, in light of its market position and its values, Moncler focuses both on the quality of the down used in its garments, as explained in previous paragraphs, which must comply with the highest standards in the industry, and the use of fabrics that must not only be of extremely high quality but also able to offer advanced functional and aesthetic features. Textiles and garment accessories (buttons, zips, etc.) are purchased from countries able to meet the highest quality standards, mainly Italy and Japan. Down is purchased from Europe, North America and Asia.
The ͞Đut-make-tƌiŵ͟ phase is conducted both by third party manufacturers (façonists) and in the Moncler manufacturing plant, established in 2016 in Romania.
The third-party suppliers working for Moncler are mainly located in Eastern European countries, which are currently able to ensure quality standards that are among the highest in the world for the production of down jackets. Moncler supervises these suppliers directly by conducting audits designed to check aspects regarding product quality, brand protection and compliance with current laws and Moncler Code of Ethics (updated in 2017) and Supplier Code of Conduct (approved in 2016).
Moncler currently uses around 400 suppliers, divided into four categories: raw materials, façon, fiŶished pƌoduĐts aŶd seƌǀiĐes. MoŶĐleƌ͛s top ϱϬ supplieƌs aĐĐouŶt for 70% of the value of all supplies5 .
Moncler is present in all major markets both through the retail channel, consisting of directly operated stores (DOS6 ) and the online store, and through the wholesale channel, represented by multi-brand doors, shop-in-shops in department stores and luxury online multi-brand retailers (etailers).
MoŶĐleƌ͛s stƌategLJ is aiŵed at the ĐoŶtƌol of the distƌiďutioŶ ĐhaŶŶel, Ŷot oŶlLJ ƌetail ďut also wholesale, where it operates through a direct organisation.
"iŶĐe MoŶĐleƌ͛s fiƌst uƌďaŶ stoƌe opeŶed iŶ Paƌis iŶ ϮϬϬϳ, the business has grown mainly through the development of the retail channel which, in 2018, accounted for 77% of consolidated revenues, thanks to organic growth, the opening of new stores and, more recently, the expansion of edžistiŶg stoƌes͛ suƌfaĐe. The oŶliŶe stoƌe ŵoŶĐleƌ.Đoŵ, Ŷoǁ aĐtiǀe iŶ all the Gƌoup͛s ŵaiŶ markets, is also becoming more and more important.
5 Based on Orders' Value.
6 Including free standing stores, concessions, travel retail stores and factory outlets.
The wholesale channel remains strategically fundamental for Moncler. Over the years the Group has introduced a highly selective distribution policy, gradually reducing the number of doors and tightly controlling client order quantities, so that the Brand is now only present in the leading luxury multi-brand shops and department stores around the world. The recent opening of monobrand stores (shop-in-shops) mainly within luxury department stores and in some important international airports, in combination with the development of the online channel through multibrand stores specialised in high-end products (e-tailers), have also contributed to the recent growth of this distribution channel.
As at December 31, 2018, MoŶĐleƌ͛s mono-brand distribution network consisted of 193 retail directly operated stores (DOS) and 55 wholesale shop-in-shops (SiS).
In line with business management, starting from FY 2018, multiple stores located at the same address, thus on different floors/locations (normally divided by women/men/enfant), will no longer be reported separately, given that they are managed as a single entity by Moncler.
| 31/12/2017 Previous |
31/12/2018 Previous |
31/12/2017 New |
31/12/2018 New |
Net Openings FY 2018 |
|
|---|---|---|---|---|---|
| Retail mono-brand stores | 201 | 219 | 181 | 193 | 12 |
| Italy | 21 | 23 | 18 | 20 | 2 |
| EMEA (excl. Italy) | 59 | 64 | 51 | 55 | 4 |
| Asia and Rest of the World | 96 | 105 | 87 | 91 | 4 |
| Americas | 25 | 27 | 25 | 27 | 2 |
| Wholesale mono-brand stores | 59 | 75 | 46 | 55 | 9 |
During 2018 the Company opened 12 directly operated stores (DOS), in the most prestigious international locations, including:
Moreover, during the year, some of the existing retail stores were relocated in new spaces often with a larger surface. The major projects of 2018 were: the New York – Soho flagship stores and the London – Sloane street store.
Throughout the year, 9 wholesale mono-brand stores were also opened, including:
MonĐleƌ͛s aďilitLJ to distƌiďute its pƌoduĐts to suĐh a laƌge Ŷuŵďeƌ of destiŶatioŶs is ďased oŶ the careful attention it pays to the way in which logistics activities are managed. In this sphere too Moncler is attentive to optimising processes and this has enabled it to contain both environmental effects and costs. More specifically, since years, Moncler has organise its logistics in a more efficient way and made changes to the packaging it uses for shipping finished goods, thereby reducing the total volume consumed and optimising the space taken up on the means of transport employed. In this regard, wherever possible, the Group is introducing a policy to incentivise shipping by sea, which offers a further way to reduce its environmental footprint.
͞Every day brings a fresh challenge to be overcome,͟ saLJs 'eŵo 'uffiŶi, MoŶĐleƌ ChaiƌŵaŶ aŶd CEO.
Freezing cold. Glaciers as big as skyscrapers. The excitement of setting off and the calm of the build-up. When adventure meets nature and the challenges of everyday life. To face these extremes, Moncler designs clothes that strike a balance between two worlds, each time pushing the boundaries to make down jackets that respond to increasingly diverse global demands.
Moncler, since the beginning in 1952, in a village in the mountains of Haute-Savoie, has gone beyond mountain equipment to become a complete Brand, with a metropolitan appeal. It went over the French mountains to become global. It went beyond the purely technical aspects to adapt to everyday life, using technology to make his garments practical and functional. For over sixtyfive years, Moncler has been the undisputed protagonist with its unique and exceptional history. But having a unique story also means being unique in communicating it. Over the years, Moncler's marketing has adopted a global approach in line with the need to channel every activity towards its final destination: the consumer. The Brand is related to him through the use of all the marketing tools, media, visual merchandising, events, social media, partnerships and collaborations with e-tailers and wholesale, celebrities, influencers, to make them live a real Moncler experience. With Moncler Genius in 2018, Moncler has further boosted this approach with the goal to be closer to the consumer, creating a real community composed by the Brand itself together with the various consumer audiences, to whom the Brand has always spoken, to the commercial partners, and all the stakeholders. It is this uniqueness that Moncler has always pursued. Brand marketing and communication, based on this solid foundation, ensure its values and transfer the codes with a clear strategy that has contributed to the success of Moncler as an internationally recognised luxury brand.
Window displays in boutiques form a key part of the BƌaŶd͛s marketing strategy, enabling it to extend its ongoing exploration into the infinite possible interrelationships between art and ĐƌeatiǀitLJ, iŶteƌpƌeted as a fƌee edžpƌessioŶ of MoŶĐleƌ͛s ideŶtitLJ. The ethos is oŶe of ďouŶdless creativity – the fruit of a true passion and capacity for innovation – while always remaining true
to the CoŵpaŶLJ͛s heƌitage. The ǁiŶdoǁ displaLJs iŶ MoŶĐleƌ ďoutiƋues haǀe alǁaLJs ďeeŶ highlLJ recognisable and distinctive, telling original stories each time.
As part of its innovative approach, Moncler also seeks to make its advertising campaigns stand out as a hallmark of the Brand. During the CoŵpaŶLJ͛s ƌelauŶĐh led ďLJ 'eŵo 'uffiŶi beginning in 2003, early adǀeƌtisiŶg ĐaŵpaigŶs ǁeƌe foĐused oŶ the pƌoduĐt aŶd oŶ MoŶĐleƌ͛s ďaĐkgƌouŶd, iŶ aŶ effoƌt to establish its heritage. Since then they have become more and more brand-focused, shot by top photographers such as Bruce Weber and Annie Leibovitz with eaĐh iŵage ƌefleĐtiŶg MoŶĐleƌ͛s iŶtƌiŶsiĐ values and underlining the interplay between photography and nature as culture, always using innovative and fresh visual styles: the portraits of the Moncler global down jacket to wear anywhere in the world, latitude and season, the fairytale atmospheres and the fantastic literary myths, up to the surrealism of the Chinese artist Liu Bolin, master of the invisible. 2018 has been a real turning point for Moncler. With the launch of the Moncler Genius project, presented in Milan in February of the same year, with the motto, One House Different Voices, the Brand once again proves to be a pioneer in every event, and launches the advertising campaign Moncler Beyond, entrusted to another goal master, Craig McDean. Nineteen people with different paths of life, age, ethnicity and origin, transfer the values of the Brand and their personal experience becomes the voice and the individual strength that pushes man to go beyond rigid patterns and pre-established models. The central message of the campaign is a choral message of freedom and willpower. It is an appeal in the name of plurality, which finds strength and momentum in multiplicity.
The digital platform is a strategic means of communication and sales for Moncler, aiming to guarantee a unique, relevant and personalised experience to the end customer.
Moncler has launched a digital hub to grow at the level of multi-platform sales; optimise media spending and increase reach; connect, design and implement a luxury experience between the various touch points and be a front runner in terms of data driven and consumer centric approach.
The e-commerce site (moncler.com) is the Gƌoup͛s digital flagship, ĐoǀeƌiŶg 35 markets and in ŶiŶe laŶguages, aŶd fullLJ ƌefleĐts the ͞phLJsiĐal͟ ƌetail poliĐies iŶ teƌŵs of pƌoduĐt ƌaŶge aŶd commercial strategies. Exceptional results were achieved in 2018 with strong double-digit growth, driven by an improvement in all the main traffic and transaction indicators for the core markets.
In 2018, Moncler consolidated its omni-channel strategy by following up the pilot phase launched in 2017 and launching the "Click from Store," "Pick-up in Store," "Return in Store," and "Click&Reserve" services throughout Europe, with the aim of implementing them in other regions over the next two years.
After the success of its iOS commerce app, Moncler also consolidated the bƌaŶd͛s digital pƌeseŶĐe by releasing the Android version.
Building on an increasingly international model, in October an online pop-up store was inaugurated for a period of three weeks on Tmall Luxury Pavilion, in partnership with the Chinese e-commerce giant Alibaba.
In digital marketing, brand initiatives in 2018 continued to be delivered across a comprehensive range of digital platforms, with major resources and investments dedicated to the web, social media and mobile. In digital advertising, Moncler adopts programmatic ad banners and performance solutions focusing on online sales.
Significant resources and investments have gone into social media including Instagram, Facebook, and Twitter, as well as mobile-oriented apps such as WeChat in APAC and LINE in Japan. In South Korea, Moncler has been present since 2018 with a constantly growing Kakao Talk account.
Moncler has always stood out for its unique and original approach to communication, pioneering innovative new modes of expression in brand events around the world.
In 2018, the launch of the Moncler Genius project has characterised every Brand initiative since February 2018 when Moncler presented the Moncler Genius Building at Palazzo delle Scintille in Milan: a creative hub that hosted several areas. Each one dedicated to a single collection designed by one of eight creatives including: Pierpaolo Piccioli, Simone Rocha, Hiroshi Fujiwara, Kei Ninomiya, Francesco Ragazzi, Craig Green and Sandro Mandrino. Regardless of the manifold shapes that Moncler products take in the concept of each designer, each collection speaks the same language: MoŶĐleƌ͛s laŶguage, ǁhiĐh aŶLJ audieŶĐe is Đapaďle of uŶdeƌstaŶdiŶg ŶatuƌallLJ. Moncler Genius was the real protagonist of the year when from June to December the collections were launched individually on the market with comprehensive marketing and communication plans. After Moncler Fragment Hiroshi Fujiwara collection in June, every month saw the launch of one Moncler Genius collection, ǁith suĐĐessful eǀeŶts iŶ soŵe of the ǁoƌld͛s ŵost iĐoŶiĐ Đities, including Florence, Paris, London, New York, Tokyo, Hong Kong, Beijing and Shanghai. From October 4th to the end of 2018, the dialogue between the eight collections was flowing again at the "The House of Genius" temporary stores opened in New York and Tokyo, in over 50 pop-ups in the Brand's most important stores and in some department stores and in a select group of boutiques around the world. They all share one language, Moncler's language: One House, Different Voices.
In 2018, Moncler held several events, including corporate events, Customer Relationship Management (CRM) events, and events connected to new store openings. These were exclusive performances, often directly inspired by contemporary art and always staged according to what has come to be known as the Moncler hallmark.
Moncler dedicates energy and resources to safeguarding the value, uniqueness and authenticity of its products and to defend its intellectual and industrial property rights (IP), which are key elements for customer protection.
The ͞IŶtelleĐtual PƌopeƌtLJ & BƌaŶd PƌoteĐtioŶ͟ iŶteƌŶal depaƌtŵeŶt oǀeƌsees adŵiŶistƌatiǀe aĐtiǀities aŶd aĐtioŶs to pƌoteĐt MoŶĐleƌ͛s distiŶĐtiǀe tƌadeŵaƌks iŶ ĐouŶtƌies aŶd iŶ goods͛ categories of current and potential commercial interest, as well as the forms and elements characterising the products, product and process inventions, and copyright. The enforcement of intellectual property rights and the fight against counterfeit include activities such as training, liaising with customs authorities and applying for relative customs intervention in numerous countries, monitoring and investigating the physical and online market, taking down counterfeit content online, coordinating the organisation of raids and seizures with local authorities in numerous countries worldwide and taking civil, criminal and administrative actions. The collaboration established with law enforcement agencies and officers resulted in over 90 dedicated training sessions, aimed at making the Brand and Moncler products known or easier to identify.
In 2018, the constant activity to fight against counterfeit trade resulted in more than 75,000 fake products and over 284,000 fake accessories being seized, including logos, labels, buttons, zips, etĐ. EŶfoƌĐeŵeŶt of MoŶĐleƌ͛s IP ƌights oŶliŶe, ǁhiĐh aiŵs iŶ paƌtiĐulaƌ at the removal of offers for the sale of counterfeit products, shutting down unauthorised online sites and removing links and/or advertising from social networks, brought to results just as important as the former. Over 98,300 auctions of counterfeit products were shut down, almost 3,000 sites were obscured, approximately 223,000 links to sites selling non-original products were delisted from main search engines and around 42,000 posts, ads and accounts promoting fake Moncler products through social networks were removed. It is worth mentioning the activities carried out in China, where, in addition to daily enforcement activity, a major success was obtained in court. The Beijing High Court upheld the ruling of the Beijing IP Court, ascertaining and declaring the crime of counterfeiting in three different civil lawsuits against the 3.3 Mall and two sellers who were conducting illegal activities at the mall, awarding Moncler compensation totalling 850,000 RMB.
Willing to increase end customer protection even further, an anti-counterfeiting label has been adopted for all Moncler products, featuring the best technologies available on the market. It consists of a unique alphanumeric code, a QRcode and NFC (Near Field Communication) tag. Endusers can check their products on the website code.moncler.com. Where necessary, Moncler prepares expert reports for deceived customers attempting to recover the amount paid for a counterfeit product from their electronic payment service providers.
The Gƌoup͛s ĐoŵŵitŵeŶt to iŶdustƌy associations saw Moncler involved in numerous activities in 2018, organised by leading national and international organisations involved in the fight against counterfeit and protecting IP, in particular INDICAM, INTA, BASCAP, UNIFAB and QBPC.
Moncler has always believed that human capital is a crucial resource for creating value and has invested considerable care and energy in selecting the best talent, in encouraging professional and personal growth and in promoting welfare within the Company.
It provides a healthy, safe working environment, which is stimulating and rewards merit, where diversity is valued and people are given the chance to flourish and express all their potential and talent.
Moncler seeks to identify and attract people who stand out not only for their strong technical, professional, and management skills, but also for their personal qualities, energy, flexibility, identification with Group values and, last but not least, their positive and effective interpersonal style and ability to adapt to an ever-changing environment.
ThaŶks to the Gƌoup͛s gƌoǁth aŶd gloďal edžpaŶsioŶ, the ƌeĐƌuitŵeŶt pƌoĐess is iŶĐƌeasiŶglLJ focussed on people with an international profile and a broad and diverse educational background and business culture, as well as on expertise and experience that are in line with the Group's future challenges.
Identifying and retaining the best talent is of crucial importance to Moncler. In order to enhance and develop that talent, for some years now, the Group has a performance assessment system in place that measures the skills people use to achieve their set targets.
The assessments are underpinned by a series of values that everyone in the Company is expected to adopt and promote: integrity, passion, identification with the Company's culture, the ability to establish relationships built on trust, global vision, performance excellence, innovation, and talent development.
Conceived to improve performance throughout the Company, the assessment system has a medium-to-long-term perspective, and is thus one of the key processes for managing and developing people, identifying succession plans, and retaining the best talent in the Company.
MoŶĐleƌ͛s ƌeŵuŶeƌatioŶ sLJsteŵ is desigŶed to attƌaĐt, ŵotiǀate, aŶd ƌetaiŶ people ǁith the professional skills required to grow the Group in the long term. It is based on the principles of fairness, equal opportunity, meritocracy and competitiveness on the market.
Remuneration for Company employees takes into consideration specific criteria, including market standards and internal fairness, roles and responsibilities, and distinct skills, with every effort made to ensure the highest levels of objectivity to prevent any form of discrimination. Annual compensation reviews are also based on meritocracy, rewarding talent based on business results and individual performance outcomes.
The remuneration system also includes short- and long-term results, broken down by organisational category and activity:
• AŶŶual MBO ;Management By Objectives) systems for Executives, Managers and Professionals, based on the achievement of measurable economic, qualitative and quantitative targets, according to Balanced Scorecard principles;
• Teaŵ aŶd iŶdiǀidual sales ĐoŵŵissioŶ sLJsteŵs that ƌeǁaƌd edžĐelleŶĐe, ƋualitLJ aŶd ďusiŶess development at store level;
• LoŶg-term incentive systems, such as Performance Share plans, for top management and key roles, regardless of the organisational level. These systems, which are linked to long-term performance conditions, underscore the attention paid to results and their quality over time, are an important component of the pay mix, and even represent the predominant part of Total Compensation at Top Management level.
Finally, the remuneration package offered to employees is completed by a series of benefits, which include life insurance, pension and welfare plans, and information and prevention programs.
Since May 2018, Moncler has been a member of Sanimoda, a supplementary healthcare fund for workers in the fashion industry, which provides healthcare services complementary to those of the Italian National Health System. A total of 563 employees registered with the fund during the year.
Investment in young people, which has always been a distinctive trait of Moncler, is also reflected in the large number of internship contracts transformed into employment contracts. In Italy, where the highest number of interns is concentrated, 37% of those concluded in 2018 led to actual employment contracts.
Moncler's focus on youth is also reflected in training. In 2018, several training programs were developed for the CoŵpaŶLJ͛s people. The ŵost sigŶifiĐaŶt ǁas ĐeƌtaiŶlLJ MONCaŵpus, a tƌaiŶing program for a select group of young talents. Covering a period of 12 months, it aimed at providing attendees with knowledge of the key processes and activities along the value chain.
In line with the Company's digital development, training is also moving towards experiences that combine the traditional classroom and new digital technologies, providing for effectiveness and practicality, as well as greater and faster dissemination. GDPR, Italian Law 231, Cyber Security and a series of specific courses were held globally for all employees. During 2018, Moncler further consolidated its partnership with the Italian association ValoreD, participating in inter-company courses and workshops.
In addition, in order to maintain OHSAS 18001 Health and Safety certification, Moncler continued to promote training programs in 2018.
In the retail sector, the launch of the Moncler Genius project has resulted in an intense training activity for sales personnel. At the same time, in order to ensure a uniform and consistent approach to customers and to the way the Brand is communicated, training activities in 2018 were launched for the staff of the main mono-brand stores in the wholesale channel.
In 2018, the Group provided over 96,000 hours of total training.
As part of its engagement plan, in 2017, Moncler launched its first Employee Opinion Survey, MONVoice, which clearly showed some of the Company's areas of excellence, including "pride in being a part of Moncler" and "quality and attention to clients" as well as those areas to work on and consolidate. To this end, a series of initiatives were launched in 2018 with the aim of making significant improvements in these areas as well. A global action plan was therefore developed, providing for the creation of 32 cross-regional and cross-functional work teams that proposed 240 actions and projects.
The best projects to address the Company's needs, shared at the level of the Strategic Committee, are now being implemented at global level.
In 2018, Moncler employed 3,502 average full-time equivalent (FTE) staff (4,155 headcounts at 31/12), of whom around 50% were working at its directly operated stores. The growth in the workforce compared to 2017 (+436 FTE) was driven by developments in the network of directly operated stores and by the expansion of production activities in Romania.
In terms of distribution by geographic area, substantially in line with 2017, EMEA (including Italy) accounted for 64% of the total FTE, followed by Asia with 28% and the Americas with 8%.
| 2018 | 2017 | |
|---|---|---|
| Italy | 833 | 723 |
| EMEA (escl. Italy) | 1,424 | 1,244 |
| Asia and Rest of the World | 968 | 844 |
| Americas | 277 | 255 |
| Total | 3,502 | 3,066 |
| of which Direct Retail | 1,665 | 1,444 |

At 31 December 2018, 71% of employees were women. This percentage is in line with figures at 31 December 2017.

Moncler places special emphasis on youth employment as shown by an analysis of personnel by age, in which employees under 30 represent 29% of the total.
7 2018 average Full Time Equivalent
8 Headcount at 31/12/2018

9 Headcount at 31/12/2018
For Moncler, the true value of the Company lies in the way the Group does business, in its contribution to society as a whole and in the determination to honour its commitments.
The Company firmly believes that the quality of its products goes beyond their technical characteristics. A quality product is one that is made responsibly, with a focus on health and safety, aŶd ǁith ƌespeĐt foƌ huŵaŶ ƌights, ǁoƌkeƌs͛ ƌights, the eŶǀiƌoŶŵeŶt and animal welfare.
The growing integration of social and environmental impact assessments into business decisions is ǁhat uŶdeƌpiŶs the Gƌoup͛s aďilitLJ to Đƌeate loŶg-term value for all stakeholders. For this reason, over the years the Company has consolidated its commitment to an integrated management of sustainability also by establishing a governance structure with dedicated bodies supervising and managing sustainability issues.
The Sustainability Unit is responsible for identifying and, together with the relevant functions, managing risks related to sustainability, finding areas and actions for improvement, proposing the sustainability strategy and drawing up the annual Sustainability Plan, preparing the Consolidated Non-Financial Statement, and fostering a culture of sustainability at the Company. Lastly, the Unit promotes a dialogue with stakeholders and, together with the Investor Relations division, handles the requests of sustainability rating agencies and the needs of Socially Responsible Investors (SRIs).
͞Aŵďassadoƌs͟ haǀe ďeeŶ seleĐted fƌoŵ eaĐh Company department, to raise awareness of social and environmental issues in the areas where they operate and to promote sustainability initiatives that aƌe iŶ keepiŶg ǁith the Gƌoup͛s oďjeĐtiǀes. ͞"ustaiŶaďilitLJ data oǁŶeƌs͟ haǀe also ďeeŶ piĐked, eaĐh responsible, in their area, for data and information published in the Consolidated Non-Financial Statement and for achieving the objectives in the Sustainability Plan Objectives, for areas in their responsibility.
As further evidence of the degree to which the CoŵpaŶLJ͛s seŶioƌ ŵaŶageŵeŶt suppoƌts aŶd pƌoŵotes sustainability, the Control, Risks, and Sustainability Committee was established as a committee of the Board of Directors. The Committee is tasked with: supervising sustainability issues associated with the business activities of the Company and its interactions with stakeholders; defining strategic sustainability guidelines and the relevant action plan; and reviewing the Consolidated Non-Financial Statement.
Moncler has received the Sustainability Award Industry Mover 2019 from RobecoSAM, an asset manager specialising in sustainable investments, and has also been included in the ECPI indices: ECPI EMU Ethical Equity, ECPI Euro ESG Equity and ECPI World ESG Equity.
In compliance with article 5, paragraph 3, letter b of Legislative Decree no. 254/2016, Moncler has issued a Consolidated Non-Financial Statement, which comprises a separate report. The 2018 Consolidated Non-FiŶaŶĐial "tateŵeŶt, pƌepaƌed ͞iŶ ĐoŵpliaŶĐe͟ with the Global Reporting Initiative Sustainability Reporting Standards (GRI Standards) defined in 2016 – core option – and partially audited ďLJ KPMG ".p.A., is aǀailaďle oŶ the Gƌoup͛s ǁeďsite.
The 2018 Consolidated Non-FiŶaŶĐial "tateŵeŶt desĐƌiďes the LJeaƌ͛s ŵaiŶ eŶǀiƌoŶŵeŶtal, soĐial aŶd business initiatives and also publishes the results achieved in relation to Sustainability Plan objectives. This annual plan is prepared by Moncler as part of our commitment to continuous improvement and sets out ouƌ futuƌe goals. It ƌefleĐts MoŶĐleƌ͛s desiƌe to gƌoǁ aŶd deǀelop ǁhile also takiŶg iŶto account the interests of all our various stakeholders.
2018 was a particularly difficult year for financial markets. The global index (S&P Global Broad Market Index, BMI) recorded a negative performance of 12%, more marked in Europe and Asia and a little more modest, although still negative, in North America. In particular, in the second half of the year, growing uncertainties in the macroeconomic and geopolitical level have significantly influenced the performance of all asset classes, not just those related to investments in equity securities.
In more details, the European stock indices recorded a -15% (EuroSTOXX50), the Americans a -6% (S&P 500) while Asian stock markets posted negative double digits returns in Japan (NIKKEI 225) -12%, Hong Kong (Hang Seng) -14% and the Chinese market (Shanghai Composite) -25%.
The luxury sector stocks were not immune to the difficult macroeconomic environment despite having confirmed their defensive nature, outperforming the main stock index, albeit with an increasing dichotomy among the same industry group, as a reflection of a clear divergence in their results.
Despite this context, the price of Moncler shares marked double-digit growth also in 2018. Indeed, thanks to better than expected results and to a continuous and ongoing dialogue with investment firms and financial analysts, Moncler in 2018 recorded a Total Shareholder Return (TSR) equal to 11.7%, above the luxury sector average and above the performance of the 40 largest securities listed on the Italian stock market (FTSE MIB), as shown in the table below.
| 2018 | |
|---|---|
| Kering SA | 14.1% |
| Brunello Cucinelli S.p.A. | 12.2% |
| Moncler SpA | 11.7% |
| Hermes International SCA | 10.5% |
| LVMH Moet Hennessy Louis Vuitton SE | 7.3% |
| Burberry Group plc | (1.1%) |
| Prada S.p.A. | (7.2%) |
| Salvatore Ferragamo S.p.A. | (19.1%) |
| TOD'S S.p.A. | (30.6%) |
| Sector Average | (0.2%) |
| FTSE MIB | (16.1%) |
(Source: FACTSET)
Moncler͛s market capitalisation at 31 December 2018 was equal to 7.3 billion euros, compared to 6.6 billion euros at 31 December 2017.
The number of shares at 31 December 2018 was equal to 255,820,124. The CoŵpaŶLJ͛s major shareholders are indicated in the chart below. In particular, the following significant changes in ownership structure took place:

During 2018, Moncler engaged with the financial community (portfolio managers, sell-side and buy-side analysts), mainly through conferences on the luxury goods sectors and roadshows in the most important financial cities and markets around the world; investment funds were also invited to the Milan offices and to events at the Company͛s flagship stores.
The main events in 2018 related to the Moncler reporting timeline are provided below:
| Date | Event | ||
|---|---|---|---|
| Thursday, 28 February 2019 | Board of Directors: Approval of the Draft Consolidated Results for Financial Year ended 31 December 2018 (*) |
||
| Tuesday, 16 April 2019 | AŶŶual "haƌeholdeƌs͛ MeetiŶg foƌ Appƌoǀal of the Full Year Financial Statements at 31 December 2018 |
||
| Thursday, 9 May 2019 | Board of Directors: Approval of the Interim Management Statement at 31 March 2019 (*) |
||
| Wednesday, 24 July 2019 | Board of Directors: Approval of the Half-Year Financial Report at 30 June 2019 (*) |
||
| Thursday, 24 October 2019 | Board of Directors: Approval of the Interim Management Statement at 30 September 2019 (*) |
(*) A conference call with institutional investors and equity research analysts will take place following the Board of DiƌeĐtoƌs͛ ŵeetiŶg.
36 BOARD OF DIRECTORS͛ REPORT AT 31 DECEMBER 2018 – MONCLER
In accordance with Article 40, paragraph 2 bis of the Legislative Decree 127 of 09/04/91, the PaƌeŶt CoŵpaŶLJ has pƌepaƌed the DiƌeĐtoƌs͛ 'epoƌt as a siŶgle doĐuŵeŶt foƌ ďoth the sepaƌate financial statements of Moncler S.p.A. and the Group consolidated financial statements.
Following are the consolidated income statements for financial years 2018 and 2017.
| (Euro/000) | Fiscal Year 2018 |
% on Revenues |
Fiscal Year 2017 |
% on Revenues |
|---|---|---|---|---|
| Revenues | 1,420,074 | 100.0% | 1,193,704 | 100.0% |
| YoY growth | +19% | +15% | ||
| Cost of sales | (320,232) | (22.6%) | (276,186) | (23.1%) |
| Gross margin | 1,099,842 | 77.4% | 917,518 | 76.9% |
| Selling expenses | (428,864) | (30.2%) | (365,103) | (30.6%) |
| General & Administrative expenses | (127,794) | (9.0%) | (108,660) | (9.1%) |
| Marketing expenses | (99,482) | (7.0%) | (79,393) | (6.7%) |
| Stock-based compensation | (29,604) | (2.1%) | (23,485) | (2.0%) |
| EBIT | 414,098 | 29.2% | 340,877 | 28.6% |
| YoY growth | 21% | 15% | ||
| Net financial result | (1,910) | (0.1%) | (5,182) | (0.4%) |
| EBT | 412,188 | 29.0% | 335,695 | 28.1% |
| Taxes | (79,697) | (5.6%) | (85,927) | (7.2%) |
| Tax Rate | 19.3% | 25.6% | ||
| Net Income, including Non-controlling interests |
332,491 | 23.4% | 249,768 | 20.9% |
| Non-controlling interests | (96) | 0.0% | (80) | 0.0% |
| Net Income, Group share | 332,395 | 23.4% | 249,688 | 20.9% |
| YoY growth | +33% | +27% | ||
| EBITDA Adjusted10 | 500,201 | 35.2% | 411,635 | 34.5% |
| YoY growth | +22% | +16% |
10 EBITDA is equal to EBIT plus depreciation and amortisations, and can be calculated directly from the Consolidated Balance Sheet according to IFRS accounting principles, integrated with the Explanatory Notes. EBITDA Adjusted equals EBITDA before non-cash costs related to stock-based compensation.
In 2018 Moncler recorded revenues of 1,420.1 million euros, compared to revenues of 1,193.7 million euros in 2017, an increase of 22% at constant exchange rates and of 19% at current exchange rates.
| Fiscal Year 2018 | Fiscal Year 2017 | YoY growth % | ||||
|---|---|---|---|---|---|---|
| At current | At constant | |||||
| (Euro/000) | % | (Euro/000) | % | exchange | exchange | |
| rates | rates | |||||
| Italy | 167,820 | 11.8% | 149,349 | 12.5% | +12% | +12% |
| EMEA (excl.Italy) | 407,632 | 28.7% | 352,367 | 29.5% | +16% | +17% |
| Asia and Rest of the World | 616,138 | 43.4% | 495,476 | 41.5% | +24% | +28% |
| Americas | 228,485 | 16.1% | 196,512 | 16.5% | +16% | +23% |
| Total Revenues | 1,420,074 | 100.0% | 1,193,704 | 100.0% | +19% | +22% |
In Italy revenues rose 12% at constant exchange rates, in acceleration in the fourth quarter, with positive contribution by both the retail and the wholesale channels.
In EMEA, revenues grew 17% at constant exchange rates, with double-digit growth in both channels and in the main markets. In Q4 2018 Germany and UK continued to outperform driven by outstanding growth in the retail channel. Revenue growth in France, although solid, slowed down in the fourth quarter due to the events that led, on some days in Decembeƌ, to stoƌes͛ closure in Paris.
In Asia and Rest of the World revenues increased 28% at constant exchange rates notwithstanding the tough ĐoŵpaƌisoŶ ďase. ChiŶa͛s ŵaiŶlaŶd ĐoŶtiŶued to lead the gƌoǁth iŶ the 'egioŶ. JapaŶ͛s growth slowed in the fourth quarter due to a late starting of the winter season. The Group delivered good performances in Korea and in the Rest of Asia despite the difficult comparison base.
In the Americas revenues grew 23% at constant exchange rates, accelerating in the last quarter. Very good results in Canada and in the United States, in both the retail and the wholesale distribution channels.
| Fiscal Year 2018 | Fiscal Year 2017 | YoY growth % | |||||
|---|---|---|---|---|---|---|---|
| (Euro/000) | % | (Euro/000) | % | At current exchange rates |
At constant exchange rates |
||
| Retail | 1,086,452 | 76.5% | 892,383 | 74.8% | +22% | +26% | |
| Wholesale | 333,622 | 23.5% | 301,321 | 25.2% | +11% | +13% | |
| Total Revenues | 1,420,074 | 100.0% | 1,193,704 | 100.0% | +19% | +22% |
In 2018, revenues from the retail distribution channel reached 1,086.5 million euros compared to 892.4 million euros in 2017, representing an increase of 26% at constant exchange rates, thanks to an excellent organic growth and to a further development of the network of mono-brand retail stores (DOS).
In 2018, the Group achieved Comparable Store Sales Growth11 of 18%.
The wholesale channel recorded revenues of 333.6 million euros compared to 301.3 million euros in 2017, an increase of 13% at constant exchange rates, driven by the expansion of the wholesale mono-brand stores network.
In 2018 MoŶĐleƌ͛s consolidated gross margin reached 1,099.8 million euros, equivalent to 77.4% of revenues compared to 76.9% in 2017. This improvement is mainly attributable to the retail ĐhaŶŶel͛s gƌoǁth.
Selling expenses were 428.9 million euros, or 30.2% of revenues compared to 30.6% in 2017. The lower incidence, linked to the increase in productivity of the retail network, has been largely driven by the solid organic growth. General and administrative expenses were 127.8 million euros, equal to 9.0% of revenues, fairly in line with 2017 (9.1%); this increase reflects the willingness of the management to invest in know-how and processes to face future challenges. Marketing expenses were 99.5 million euros, representing 7.0% of revenues compared to 6.7% in 2017. This iŶĐƌease, iŶ liŶe ǁith ŵaŶageŵeŶt͛s edžpeĐtatioŶs, is attributable to the decision to increase investments in the Brand also, but not only, due to the launch of Moncler Genius.
11 Comparable Store Sales Growth is based on sales growth in DOS (excluding factory outlets) which have been opened for at least 52 weeks and in the online store; stores that have been extended and/or relocated are excluded from the calculation.
Adjusted EBITDA12 rose to 500.2 million euros, compared to 411.6 million euros in 2017, resulting in an EBITDA margin of 35.2% compared to 34.5% in 2017. The increase in profitability is mainly linked to the gross margin improvement and to the strict control on selling costs, in particular on the retail division.
Depreciation and amortisation rose to 56.5 million euros, an increase of 19.5% compared to 47.3 million euros, representing 4.0% of revenues, in line with 2017.
Stock-based compensation costs include non-cash costs related to the performance shares plans and were equal to 29.6 million euros, compared to 23.5 million euros in 2017.
EBIT was 414.1 million euros, an increase of 21.5% compared to 340.9 million euros in 2017, representing an EBIT margin of 29.2% (28.6% in 2017).
In 2018 interest expenses were equal to 1.9 million euros, compared to 5.2 million euros in 2017. These results include 1.3 million euros of forex losses (3.8 million euros in 2017).
Tax rate was 19.3% in 2018, compared to 25.6% in the previous fiscal year. The decrease is largely due to the fiscal benefits related to the Patent Box signed in 2018 also by MoŶĐleƌ͛s suďsidiaƌLJ Industries S.p.A.
In 2018 Net Income, Group share was 332.4 million euros, equivalent to 23.4% of revenues, an increase of 33.1% compared to 249.7 million euros in 2017.
12 Before non-cash costs related to stock-based compensation.
Following are the reclassified consolidated statements of financial position for financial years 2018 and 2017.
| (Euro/000) | 31/12/2018 | 31/12/2017 |
|---|---|---|
| Intangible Assets | 424,402 | 426,269 |
| Tangible Assets | 176,970 | 138,127 |
| Other Non-current Assets / (Liabilities) | 35,858 | 22,136 |
| Total Non-current Assets | 637,230 | 586,532 |
| Net Working Capital | 103,207 | 89,655 |
| Other Current Assets / (Liabilities) | (108,231) | (47,010) |
| Total Current Assets | (5,024) | 42,645 |
| Invested Capital | 632,206 | 629,177 |
| Net Debt / (Net Cash) | (450,109) | (304,952) |
| Pension and Other Provisions | 13,439 | 10,598 |
| Shareholders' Equity | 1,068,876 | 923,531 |
| Total Sources | 632,206 | 629,177 |
Net working capital was 103.2 million euros compared to 89.7 million euros at 31 December 2017, equivalent to 7.3% of FY 2018 revenues, compared to 7.5% as of 31 December 2017. This improvement, in terms of incidence, has been largely driven by the efficient iŶǀeŶtoƌies͛ management and strong credit control.
| (Euro/000) | 31/12/2018 | 31/12/2017 restated |
|---|---|---|
| Payables | (224,989) | (172,080) |
| Inventory | 173,149 | 137,508 |
| Receivables | 155,047 | 124,227 |
| Net Working Capital | 103,207 | 89,655 |
| % on revenues | 7.3% | 7.5% |
Net financial position at 31 December 2018 was positive and equal to 450.1 million euros compared to 304.9 million euros at 31 December 2017.
Net Financial Position is broken down in the following table:
| (Euro/000) | 31/12/2018 | 31/12/2017 |
|---|---|---|
| Cash | 546,282 | 394,144 |
| Long term debt | (80,783) | (67,874) |
| Short term debt13 | (15,390) | (21,318) |
| Net Debt | 450,109 | 304,952 |
Following is the reclassified consolidated statement of cash flow for financial years 2018 and 2017:
| (Euro/000) | Fiscal Year 2018 | Fiscal Year 2017 |
|---|---|---|
| EBITDA Adjusted | 500,201 | 411,635 |
| Change in Net Working Capital | (13,552) | 18,472 |
| Change in other curr. / non-curr. Assets / (Liabilities) | 48,413 | (22,231) |
| Capex, net | (91,502) | (72,497) |
| Operating Cash Flow | 443,560 | 335,379 |
| Net financial result | (1,910) | (5,182) |
| Taxes | (79,697) | (85,927) |
| Free Cash Flow | 361,953 | 244,270 |
| Dividends paid | (70,464) | (45,582) |
| Changes in equity and other changes | (146,332) | 468 |
| Net Cash Flow | 145,157 | 199,156 |
| Net Financial Position - Beginning of Period | 304,952 | 105,796 |
| Net Financial Position - End of Period | 450,109 | 304,952 |
| Change in Net Financial Position | 145,157 | 199,156 |
Free cash flow in 2018 was positive and equal to 362.0 million euros, compared to 244.3 million euros in 2017.
13 Net of Financial current assets
Net capital expenditure rose to 91.5 million euros in 2018, compared to 72.5 million euros in 2017. This increase has been driven by investments for the development of the retail network, for the expansion/relocation of some important stores, for the reinforcement of the IT platform and for the expansion/automation of the Italian logistics hub.
The following table shows the breakdown of capex by category:
| (Euro/000) | 31/12/2018 | 31/12/2017 |
|---|---|---|
| Retail | 50,963 | 56,539 |
| Wholesale | 7,897 | 5,194 |
| Corporate | 32,642 | 10,765 |
| Net Capex | 91,502 | 72,498 |
| % on revenues | 6.4% | 6.1% |
Following is the income statement of the Parent Company.
| (Euro/000) | Fiscal Year 2018 |
% on Revenues | Fiscal Year 2017 |
% on Revenues |
|---|---|---|---|---|
| Revenues | 237,565 | 100.0% | 199,951 | 100.0% |
| General & Administrative expenses | (25,580) | (10.8%) | (21,357) | (10.7%) |
| Marketing expenses | (40,897) | (17.2%) | (34,262) | (17.1%) |
| Stock-based compensation | (7,251) | (3.1%) | (6,144) | (3.1%) |
| EBIT | 163,837 | 69.0% | 138,188 | 69.1% |
| Net financial result | (212) | (0.1%) | (39) | (0.0%) |
| EBT | 163,625 | 68.9% | 138,149 | 69.1% |
| Taxes | (24,883) | (10.5%) | (4,895) | (2.4%) |
| Net Income, including Non-controlling interests |
138,742 | 58.4% | 133,254 | 66.6% |
Moncler S.p.A. revenues rose to 237.6 million euros in 2018, an increase of 19% compared to revenues of 200.0 million euros in 2017, mainly arising from proceeds of the licensing of the Moncler brand. The revenue increase reflects the growth of the business linked to the development of the Brand.
General and administrative expenses were 25.6 million euros, equal to 10.8% on revenues (10.7% in 2017). Marketing expenses were 40.9 million euros (34.3 million euros in 2017), equal to 17.2% on revenues in line with previous year.
Stock-based compensation costs were equal to 7.3 million euros in 2018 (6.1 million euros in 2017), mainly related to stock-based incentive plans for employees, directors and consultants of the Parent Company.
Net financial costs were equal to 212 thousand euros compared to 39 thousand euros in 2017.
In 2018 taxes rose to 24.9 million euros compared to 4.9 million euros in 2017, mainly related to the Patent Box relief, which reduced significantly taxes in 2017 when benefits for the three-year period 2015-2017 were accounted.
Net income was 138.7 million euros, an increase of 4% compared to 133.3 million euros in 2017.
| (Euro/000) | 31/12/2018 | 31/12/2017 |
|---|---|---|
| Intangible Assets | 225,716 | 225,869 |
| Tangible Assets | 157 | 60 |
| Investments | 272,524 | 250,455 |
| Other Non-current Assets / (Liabilities) | (64,360) | (63,381) |
| Total Non-current Assets | 434,037 | 413,003 |
| Net Working Capital | 35,111 | 25,237 |
| Other Current Assets / (Liabilities) | (3,293) | 28,703 |
| Total Current Assets | 31,818 | 53,940 |
| Invested Capital | 465,855 | 466,943 |
| Net Debt / (Net Cash) | (11,013) | (43,786) |
| Pension and Other Provisions | 995 | 822 |
| Shareholders' Equity | 475,873 | 509,907 |
| Total Sources | 465,855 | 466,943 |
The PaƌeŶt CoŵpaŶLJ͛s stateŵeŶt of fiŶaŶĐial positioŶ is giǀeŶ ďeloǁ.
Moncler S.p.A. ďalaŶĐe sheet iŶĐludes shaƌeholdeƌs͛ eƋuitLJ of 475.9 million euros at 31 December 2018, compared to 509.9 million euro at 31 December 2017, and a positive net financial position of 11.0 million euros, compared to 43.8 million euros at 31 December 2017.
Moncler, through the normal business management and the development of its strategy, is edžposed to diffeƌeŶt tLJpes of ƌisks that Đould adǀeƌselLJ affeĐt the Gƌoup͛s opeƌatiŶg ƌesults aŶd financial position.
The most important business risks are monitored by the Control, Risks and Sustainability Committee and periodically reviewed by the Board of Directors, which is responsible for the development of the strategy.
Moncler operates in the luxury goods sector, which is characterised by a high correlation between the demand of goods and the trend in wealth, economic growth and stability in the markets where the demand is generated. In addition, the Group's ability to develop its business depends to a significant extent on the economic situation of the various countries in which it operates.
Although the Group operates in a significant number of countries around the world, thereby reducing the risk of high concentration of the business in specific geographical areas, the possible deterioration of economic conditions in one or more markets in which it operates may have a negative impact on sales and financial results of the Group.
In particular, important international consulting firms estimate that over a third of the world's luxury goods consumers are Chinese, representing the most important consumer cluster for the sector today; therefore, it cannot be excluded that a significant slowdown in the Chinese economy could have negative effects on the performance of Moncler.
Moreover, the possible exit of the United Kingdom from the European Union, following the referendum in June 2016, could lead to changes in terms of their future economic relations. It is therefore possible that more restrictions are introduced on imports and exports between the United Kingdom and the European Union as well as regulatory and regulatory changes. This scenario could have an impact on the results of the Group, although they may be limited since the United Kingdom accounts for a limited portion of Moncler's consolidated turnover (mid-single digit).
The luxury goods sector in which Moncler operates is influenced by changes in clients͛ tastes aŶd preferences, but also by different habits in the regions in which it operates. In addition, the Group's success is significantly influenced by the image, perception and recognition of the Moncler brand. The Group strives to maintain and enhance the strength of the Moncler brand, paying particular attention to the quality of the products, the design, the innovation, the communication and the development of its own distribution model, by looking for selectivity,
quality and sustainability, also in the choice of the partners. Moncler is committed to integrating sustainability assessments in its actions and decisions, since the Company believes that the continue creation of value for its stakeholders is an essential priority for its reputation.
In case the Group will not be able in the future to maintain a high image and brand recognition, through its products and activities, sales and financial results may be affected negatively.
MoŶĐleƌ͛s ƌesults aŶd suĐĐess depeŶd sigŶifiĐaŶtlLJ oŶ the aďilitLJ of its edžeĐutiǀe diƌeĐtoƌs aŶd other members of management, which have had a decisive role in the development of the Group and which have a significant experience in the luxury goods sector.
Even though Moncler believes that it has an operational and managerial structure capable of ensuring the continuity of the business, if the existing relationship with some of these individuals were to be interrupted without proper and timely replacement, the competitive ability of the Group and its growth prospects may be affected, with a resulting negative impact on the economic and financial position of the Group.
This risk is mitigated through the definition of a succession plan and the adoption of retention plans for key professional figures.
MoŶĐleƌ͛s pƌoduĐts ƌeƋuiƌe ƌaǁ ŵateƌials of high ƋualitLJ, iŶĐludiŶg, ďut Ŷot liŵited to, ŶLJloŶ, down and cotton. The price and availability of raw materials depends on a wide variety of factors largely beyond the control of the Group and difficult to predict.
Although in recent years Moncler has not encountered any particular difficulties in the purchasing of high quality raw materials to the extent appropriate, it cannot be excluded that there could be some tension on the supply side that could lead to a shortage of supply resulting in an increase in costs that could have a negative impact on the financial results of the Group.
In order to minimize the risks related to a potential unavailability of raw materials in the time required by production, Moncler adopts a multi-sourcing strategy of diversifying suppliers and purchase plans with a medium-term time horizon. Furthermore, these raw material suppliers are contractually required to abide by clear commitments to quality and compliance with current legislation on worker protection, animal protection and environmental protection.
With regards to animal welfare, Moncler created a multi-stakeholder forum, which approved and constantly monitors and integrates the DIST (Down Integrity System and Traceability) Protocol, focused on the down. All suppliers have to scrupulously comply with it, in order to guarantee the traceability of raw materials, animal welfare and the highest quality standards for all the supply chain. With regards to hazardous chemicals, Moncler requires its suppliers to operate in full compliance with the most restrictive international legislation applicable to hazardous or
potentially dangerous chemicals, including the European REACH14 regulation, the Chinese GB 15standards, the Japanese JIS16 standards.
Moncler directly manages the development of the collections and the purchase of raw materials, while for the production of its garments it uses independent third party manufacturers (façonists), who operate under the close supervision of the Group, and internal production.
Although the Group does not depend to a significant extent on any given manufacturer, there is the possibility that any interruption or termination for any reason of the relationship with these manufacturers may materially affect the Group's business with a negative impact on sales and earnings.
Moncler maintains constant and continual control over its third-party manufacturers in order to ensure there is full compliance, among other things, with labour laws and environmental laws and ǁith the pƌiŶĐiples of MoŶĐleƌ͛s Code of EthiĐs aŶd Code of CoŶduĐt foƌ "upplieƌs. MoŶĐleƌ performs audits at these third-party manufacturers and at their sub-suppliers. The risk cannot be excluded, however, that any one of these might not fully comply with the agreements entered into with Moncler in terms of quality, timely delivery and compliance with applicable regulations.
Moncler generates an increasing portion of its revenues through the retail channel, consisting of directly operated mono-brand stores (DOS). The Group has over the years demonstrated the ability to open new stores in the most prestigious locations in the most important cities in the world and within high profile department stores, despite competition among key players in the luxury goods sector to secure a strong position in that sector. This is the reason why the fact that the Group might face difficulties in opening new stores, which could have a negative impact on the growth of the business, should not be excluded.
In addition, by its nature, the retail business is characterised by a great incidence of fixed costs, mainly related to rental agreeŵeŶts. Although MoŶĐleƌ͛s ŵaŶageŵeŶt shoǁed the aďilitLJ iŶ the years to develop a profitable retail business, it cannot be excluded that a potential turnover sloǁdoǁŶ Đould ƌeduĐe the Gƌoup͛s ĐapaďilitLJ to geŶeƌate pƌofits.
The luxury goods market is known to be prone to brand͛s and to product͛s counterfeiting.
14 Registration, Evaluation, Authorisation and restriction of Chemicals.
15 NatioŶal "taŶdaƌd of the People͛s 'epuďliĐ of ChiŶa.
16 Japanese Industrial Standards.
Moncler has made considerable investments in the adoption of innovative technologies, which allow products to be tracked along the value chain, to prevent and mitigate the effects of counterfeiting of its brand and products and to protect its intellectual property rights in the territories in which it operates. However, it cannot be excluded that the presence on the market of significant quantities of counterfeit products may adversely affect the image of the Brand, with a negative impact on sales and operating results.
Moncler operates in a complex international environment and is subject, in the various jurisdictions in which it operates, to rules and regulations which are constantly monitored, especially for all matters relating to the health and safety of workers, environmental protection, rules around manufacturing of products and their composition, consumer protection, the protection of intellectual and industrial property rights, competition rules, fiscal rules, and, in general, all relevant regulatory provisions.
The Group operates following the legal provisions in force. Nevertheless, since the legislation on some matters, especially on tax issues, is characterised by a high degree of complexity and subjectivity, it cannot be excluded that a different interpretation to that of the Group could have a significant impact on the results.
The enactment of new legislation or amendments to existing laws which may require, by way of example, the adoption of more stringent production standards could lead to costs of compliance linked to the production processes or to the features of the products, or could even limit the Group's operations with a negative impact on the financial results.
Moncler operates in international markets using currencies other than the Euro, of which mainly Yen, U.S. Dollar, Renminbi, Hong Kong Dollar and British pound. Therefore it is exposed to the risk associated with fluctuations in exchange rates, equal to the transaction amount (mainly income) which are not covered by a matching transaction of the same currency. In 2014, the Group initiated a strategy to gradually hedge the risks related to exchange rate fluctuations, liŵitiŶg its aĐtioŶs to the so Đalled ͞tƌaŶsaĐtioŶal ƌisk͟, aŶd has adopted a stƌiŶgeŶt poliĐLJ oŶ currency risk that sets the minimum limit of coverage per currency at 75%.
Hoǁeǀeƌ, also due to the so Đalled ͞tƌaŶslatioŶal ƌisk͟, aƌisiŶg fƌoŵ the tƌaŶslatioŶ iŶ Euƌo of financial statements of foreign companies denominated in local currency, it cannot be excluded that significant changes in exchange rates could haǀe a positiǀe oƌ Ŷegatiǀe iŵpaĐt oŶ the Gƌoup͛s results and financial position.
For more information, please refer to the specific section 9.1 of the Notes to the Financial Statements.
The Net Financial Position of the Group consists of cash and bank loans denominated primarily in Euros and is subject to interest rate risk. The Group, in order to partially hedge the interest rate risk, has entered into some hedging transactions.
However, any significant fluctuations in interest rates could lead to an increase in borrowing costs, ǁith a Ŷegatiǀe iŵpaĐt oŶ the Gƌoup͛s fiŶaŶĐial ƌesults.
For more information, please refer to the specific section of the Notes to the Financial Statements 9.1.
Moncler operates in accordance with the credit control policies aimed at reducing the risks resulting from insolvency of its wholesale customers. These policies are based on preliminary indepth analysis of the reliability of the customers and based on eventual insurance coverage and/or guaranteed form of payment. In addition, the Group has no significant concentrations of credit.
However, it cannot be excluded that the difficulty of some clients may result in losses on ƌeĐeiǀaďles, ǁith a Ŷegatiǀe iŵpaĐt oŶ the Gƌoup͛s fiŶaŶĐial ƌesults. Moncler monitors with particular attention its exposure with wholesale customers with significant orders, mainly concentrated in the American market.
For more information, please refer to the section 9.2 of the Notes to the Financial Statements.
The Group has implemented financial planning process aimed at reducing the liquidity risk, also taking into consideration the seasonality of the business. Based upon the financial requirements, credit lines required to meet those needs are planned with the financial institutions and are classified between short-term and long-term.
Moreover, given the risk of losing the capital, the Group follows strict rules to balance its deposits and cash liquidity in an appropriate number of highly rated bank institutions, avoiding the concentration and using only risk-free financial products.
For more information, please refer to the section 9.3 of the Notes to the Financial Statements.
MoŶĐleƌ ".p.A. ;the ͞CoŵpaŶLJ͟ oƌ ͞PaƌeŶt CoŵpaŶLJ͟Ϳ has adopted a tƌaditioŶal ŵodel of governance complying with the principles set forth in the Corporate Governance Code for Italian Listed Companies issued by Borsa Italiana and adopted by Moncler, and with the regulatory provisions governing Italian listed companies. It is based on four pillars:
Moncler implements a traditional administration and control system as per articles 2380-bis et seq. of the Italian Civil Code. This system ensures continuous dialogue between management and shareholders as follows:
d) The Independent Auditors carry out the statutory auditing of accounts. They are appoiŶted ďLJ the "haƌeholdeƌs͛ MeetiŶg aŶd iŶ aĐĐoƌdaŶĐe ǁith the BLJlaǁs, upoŶ proposal of the Board of Statutory Auditors. Pursuant to the Civil Code, the external auditor operates independently and autonomously and therefore does not represent either the minority or majority of shareholders
Moreover, the Internal Control and Risk Management System (ICRMS) adopted by Moncler is supported by a supervisory Body, i.e., a collegial body of three members reporting directly to the Board of Directors, tasked with ensuring that Company rules, mechanisms, and internal controls are in line with Legislative Decree 231/2001 as amended; the Head of the Internal Audit division (third-level control); the Head of the Group Compliance division (second-level control); and the Director in charge of the ICRMS itself.
Chairman and Chief Executive Officer, Remo Ruffini, is also assisted in the definition and implementation of Group strategy by a Strategic Committee, which has advisory functions and ďƌidges the ŵaiŶ aƌeas of the Gƌoup, eŶsuƌiŶg ĐoŶsisteŶĐLJ aŶd the shaƌiŶg of MoŶĐleƌ͛s guidiŶg values.
At ϯϭ DeĐeŵďeƌ ϮϬϭϴ, MoŶĐleƌ͛s Boaƌd of DiƌeĐtoƌs, iŶĐludiŶg the ChaiƌŵaŶ, ĐoŶsisted of ϭϭ members, of whom 6 were independent. With regard to the powers assigned within the Board, there were 3 Executive and 8 Non-Executive Directors (6 of whom independent). Moncler believes that a Board of Directors composed of members of different ethnicity, gender, and age, and with diverse skills, professional experience, and cultural backgrounds, can enable an international company such as the Group to make the best decisions possible.
The Company has adopted a policy on diversity for the composition of the administrative, manageŵeŶt aŶd supeƌǀisoƌLJ ďodies of the CoŵpaŶLJ ;the ͞Diversity Policy͟Ϳ aĐĐoƌdiŶg to aƌt. 123-bis, paragraph 2, letter d-bis of Legislative Decree no. 58/1998, as subsequently amended and integrated (the "Consolidated Law on Finance") and in acceptance of the new recommendations of the Corporate Governance Code on diversity. The Policy was previously submitted to the review of the Nomination and Remuneration Committee, together with the Board of Statutory Auditors, at its meeting on 4 October 2018 and was subsequently approved by the Board of Directors at its meeting on 18 December 2018.
This Diversity Policy pursues the Company's objective, which is in line with the stakeholders' expectations and in compliance with the cornerstones on which the corporate governance system and the values of Moncler's Code of Ethics are based, of creating the necessary conditions for its management and supervisory bodies to exercise their duties in the most effective and lawful manner, through decision-making processes that express a majority of qualified and diverse contributions. More specifically, the Company intends to pursue this objective, through 3 basic principles:
To ensure continued compliance with the legal obligations on governance and gender equality as well as to adapt to Italian best practices, even after the expected termination of the legal obligation concerning gender quotas and therefore in compliance with the new recommendations of the Corporate Governance Code relating to gender diversity.
2) Upholding the independence of Directors
To ensure an adequate number of Independent Directors in accordance with the law and with the Corporate Governance Code for the purpose, among other things, of allowing the Board of Directors to be able to identify the members of its internal Committees (which must be composed mostly of Independent Directors) from a large number of Directors, and therefore to choose those Directors considered most suitable in accordance with their respective abilities, thereby ensuring an appropriate composition for the Committees within the Board of Directors.
3) Research on the diversity of managerial and professional skills
To ensure that the management and supervisory bodies are able to exercise, as effectively as possible, in a synergistic and collaborative climate, their tasks and make decisions on the business activities of the Company and the Group, by relying on the contribution of a majority of qualified and diverse points of view, thanks to the presence of fundamental professional and managerial skills and from diversified backgrounds inside it, able to examine and evaluate each issue from different perspectives due to origin, age, gender, educational, professional, cultural and personal backgrounds, in a discoursing, critical, open and constructive environment.
Information relating to related party transactions are provided in Note 10.1 to the Consolidated Financial Statements and Note 8.1 to the Separate Financial Statements.
There are no positions or transactions deriving from atypical and/or unusual transactions that could have a significant impact on the results and financial position of the Group and the Parent Company.
Moncler owns 6,598,603 Company shares at 28 February 2019, equal to 2.6% of the current share capital.
On 20 February 2018, Moncler presented a new creative and communication chapter, Moncler Genius. A hub of eight exceptional minds, operating in unison while cultivating their singularity, has being able to reinterpret the Brand; each one devoted to a singular project, all of them adding faĐets to the MoŶĐleƌ͛s ďƌaŶd ideŶtitLJ, a vision beyond seasons able to establish a daily dialogue with the customers.
On 27 February 2018, Moncler hosted its second Capital Markets Day in Milan, during which an update oŶ the Gƌoup͛s ŵediuŵ-term strategy has been disclosed to the financial community.
On 29 March 2018, Moncler purchased from its Japanese partner the first stake, equal to 9% of the share capital, of Moncler Japan Corporation, for an investment of 15.5 million euros. As defined by the agreement signed in 2017, which amended the Joint Venture Agreement, Moncler will purchase, annually between 2018 and 2024, the entire minority share, for a price equal to the pro-rata value of the equity.
On 16 April 2018, MoŶĐleƌ OƌdiŶaƌLJ "haƌeholdeƌs MeetiŶg appƌoǀed the Gƌoup͛s ƌesults foƌ fisĐal LJeaƌ 2017 and the distribution of a gross dividend of 0.28 euros per ordinary share, with coupon date of 21 May 2018 and payment date of 23 May 2018. In 2017, Moncler distributed 70.5 million euros of dividends.
On 4 May 2018 the Moncler Board of Directors, by implementing the resolutions adopted by the Shareholders' Meeting of 16 April 2018, resolved to implement the stock grant plan called "2018- 2020 Performance Shares Plan" approved by the same Shareholders' Meeting and, as a result, approved the regulation implementing the aforementioned stock grant plan, approving the assignment of 1,365,531 shares in favour of n. 99 beneficiaries, among which are the Executive Directors and the Managers with strategic responsibilities of the Group
On 4 April 2018, Moncler launched a shares buyback program for a maximum of 2,100,000 Moncler S.p.A. ordinary shares (equal to 0.8% of current share capital), in accordance with the ƌesolutioŶ of the "haƌeholdeƌs͛ MeetiŶg of 20 April 2017.
On 1 August 2018, Moncler launched a shares buyback program for a maximum of 2,000,000 Moncler S.p.A. ordinary shares, equal to 0.8% of current share capital, in accordance with the ƌesolutioŶ of the "haƌeholdeƌs͛ MeetiŶg of ϭϲ Apƌil ϮϬϭϴ. In implementation of the program completed on 20 September 2018, Moncler held at 31 December 2018 6,100,000 treasury shares, equal to 2.4% of share capital.
On 19 November 2018, Moncler announced that the Italian subsidiary Industries S.p.A., licensee of the Moncler trademark, signed an agreement with the Italian Revenue Agency to access the PateŶt Bodž͛s tadž ƌelief.
The legislation on Patent Box provides a tax relief regime for a five-year period from 2015 to 2019. The tax benefit for Industries S.p.A. for the four-year period 2015-2018 was equal to 31 million euƌos, fullLJ ƌefleĐted iŶ the Gƌoup͛s ϮϬϭϴ ƌesults.
****
On 16 January 2019, Moncler launched a share buyback program for a maximum of 1,000,000 ordinary shares, equal to 0.4% of share capital, in accordance with the resolution of the "haƌeholdeƌs͛ MeetiŶg of ϭϲ Apƌil ϮϬϭϴ. As of that date, MoŶĐleƌ held ϲ,ϭϬϬ,ϬϬϬ MoŶĐleƌ ".p.A. ordinary shares. In implementation of the program completed on 20 February 2019, Moncler held 6,598,603 treasury shares (equal to 2.6% of Moncler share capital).
Moncler is forecasting a scenario of further growth in 2019, based on the following strategic guidelines.
Strengthening of the Brand. Since the beginning, the strategLJ of MoŶĐleƌ͛s positioŶiŶg iŶ the ludžuƌLJ goods͛ seĐtoƌ has been based on clear pillars: uniqueness, consistency of its heritage and ability to innovate while remaining true to its tradition. These pillars are and will remain fundamental also in the futuƌe. TodaLJ͛s ludžuƌLJ goods͛ consumers are evolving rapidly and faster than in the past. To take advantage of these changes, Moncler has opened a new chapter, Moncler Genius – One House Different Voices, which will drive the Group into its future developments.
Focus on clients. Developing a direct relationship with retail, wholesale and digital clients, being able to get them involved using all touch points and anticipating their needs: these are the pillars of the relationship that Moncler wants to build across channels with its clients, especially with its local customers, with an omnichannel approach, in order to maintain and, if possible, strengthen the Gƌoup͛s futuƌe oƌgaŶiĐ gƌoǁth.
International development and consolidation of key markets. Over the years, Moncler has followed a clear strategy of international growth, while always keeping strong control of the business and a direct dialogue with its clients in all distribution channels: wholesale, retail and digital. Moncler wants to continue selectively developing the main international markets and consolidating its presence in its ͞Đoƌe͟ ŵaƌkets. The Group will deliver this strategy through the reinforcement of its retail mono-brand stores (DOS) network, the controlled expansion of its stoƌes͛ aǀeƌage selliŶg suƌfaĐe, the opening of wholesale mono-brand stores (SiS), the expansion of travel retail, and the strengthening of its digital channel.
Selective expansion of product categories. The Group is working on a selective expansion in product͛s categories that are complementary to its core business and where it has, or can achieve, high brand awareness and strong know-how.
Sustainable business development. The Brand is reinforcing its commitment to sustainable and responsible long-teƌŵ deǀelopŵeŶt, ǁhiĐh takes aĐĐouŶt of stakeholdeƌs͛ edžpeĐtatioŶs with a view to shared value creation.
"iŶĐe the MoŶĐleƌ Gƌoup͛s suĐĐess depeŶds iŶ paƌt oŶ the image, prestige and recognition of the Brand, and in part on the ability to manufacture a set of collections in line with market trends, the Company conducts research and development in order to design, create and implement new
products and new collections. Research and development costs are expensed in the income statement as they occur on an accrual basis.
The ƌeĐoŶĐiliatioŶ ďetǁeeŶ the Gƌoup͛s Ŷet ƌesult aŶd shaƌeholdeƌs͛ eƋuitLJ at the eŶd of the peƌiod aŶd the paƌeŶt CoŵpaŶLJ MoŶĐleƌ͛s ".p.A. Ŷet ƌesult aŶd shaƌeholdeƌs͛ eƋuitLJ is detailed in the following table:
| Reconciliation between result and new | Result | Net Equity | Result | Net Equity |
|---|---|---|---|---|
| equity of the Parent and the Group | 2018 | 31/12/18 | 2017 | 31/12/17 |
| Parent Company balance | 138,742 | 475,873 | 133,254 | 509,907 |
| Inter-group dividends | (40,438) | 0 | (28,532) | 0 |
| Share of consolidated subsidiaries net of book value of relates equity interest |
249,102 | 565,480 | 143,228 | 375,948 |
| Allocation of the excess cost resulting from the acquisition of the subsidiaries and the corresponding Equity |
(236) | 158,775 | 0 | 159,011 |
| Elimination of the intercompany profit and losses |
(14,617) | (85,207) | 2,128 | (70,590) |
| Translation adjustments | 0 | (6,072) | 0 | (10,969) |
| Effects of other consolidation entries | (158) | (40,042) | (390) | (39,884) |
| Total Group shares | 332,395 | 1,068,807 | 249,688 | 923,423 |
| Risultato e patrimonio netto di terzi | 96 | 69 | 80 | 108 |
| Total | 332,491 | 1,068,876 | 249,768 | 923,531 |
The Company does not have any secondary offices.
In relation to art. 15 of Consob Regulation adopted with resolution n. 20249 on 28 December 2017 as amended and integrated, concerning the conditions for the listing of companies with subsidiaries established and regulated under the laws of countries outside the European Union and of significance for the consolidated financial statements, please note that the above mentioned regulation is applicable to six companies belonging to the Group (Moncler Japan, Moncler USA, Moncler USA Retail, Moncler Asia Pacific, Moncler Shanghai and Moncler
Shinsegae) and that adequate procedures to ensure full compliance with said rules have been adopted and that the conditions referred to in that Article 15 were met.
Moncler S.p.A. is indirectly controlled by Remo Ruffini through Ruffini Partecipazioni Holding S.r.l., a company incorporated under the laws of Italy, held 100% by Remo Ruffini. Ruffini Partecipazioni Holding S.r.l. controls Ruffini Partecipazioni S.r.l., a company incorporated under the laws of Italy, that at 31 December 2018 held 26.2% of the share capital of Moncler S.p.A.
Moncler S.p.A. is not managed or coordinated by Ruffini Partecipazioni Holding S.r.l.; for relative evaluations, reference is made to the Report on Corporate Governance and Ownership Structure, available at www.monclergroup.com, "Governance / Shareholders' Meeting" section.
Shareholders,
We invite you to approve the Moncler Group consolidated financial statements as at and for the year ended 31 December 2018 aŶd the MoŶĐleƌ ".p.A.͛s separate financial statements.
We recommend that you approve the distribution of a gross dividend of 0.40 euros per ordinary share.
The total amount to be distributed as a dividend, having taken into consideration the number of shares that are presently issued as of 31 December 2018 (n. 249,720,124), net of the shares which are directly owned by the Company (n. 6,100,000), is equal to 100 million euros.
It must be noted that the above-mentioned amounts are subject to changes due to the potential issue of new shares, following the exercise of stock option rights.
Milan, 28 February 2019
For the Board of Directors
The Chairman
Remo Ruffini
Income Statement
Comprehensive Income
Financial Position
Changes in Equity
Cash Flows
General information about the Group
Summary of significant accounting principles used in the preparation of the consolidated financial statements
Scope for consolidation
Comments on the consolidated income statement
Comments on the consolidated statement of financial position
Segment information
Commitments and guarantees given
Contingent liabilities
Information about financial risks
Other information
Significant events after the reporting date
| Consolidated income statement | |||||
|---|---|---|---|---|---|
| (Euro/000) | Notes | 2018 | of which related parties (note 10.1) |
2017 | of which related parties (note 10.1) |
| Revenue | 4.1 | 1,420,074 | 990 | 1,193,704 | 884 |
| Cost of sales | 4.2 | (320,232) | (12,626) | (276,186) | (9,291) |
| Gross margin | 1,099,842 | 917,518 | |||
| Selling expenses | 4.3 | (428,864) | (937) | (365,103) | (824) |
| General and administrative expenses | 4.4 | (127,794) | (7,601) | (108,660) | (7,441) |
| Advertising and promotion expenses | 4.5 | (99,482) | (79,393) | ||
| Stock based compensation | 4.6 | (29,604) | (10,858) | (23,485) | (8,300) |
| Operating result | 4.7 | 414,098 | 340,877 | ||
| Financial income | 4.8 | 718 | 558 | ||
| Financial expenses | 4.8 | (2,628) | (5,740) | ||
| Income before taxes | 412,188 | 335,695 | |||
| Income taxes | 4.9 | (79,697) | (85,927) | ||
| Net Income, including Minority | 332,491 | 249,768 | |||
| Non-controlling interests | (96) | (80) | |||
| Net income, Group share | 332,395 | 249,688 | |||
| Earnings per share (unit of Euro) | 5.16 | 1.32 | 0.99 | ||
| Diluited earnings per share (unit of Euro) | 5.16 | 1.31 | 0.98 |
| Consolidated statement of comprehensive income | |||
|---|---|---|---|
| (Euro/000) | Notes | 2018 | 2017 |
| 332,491 | 249,768 | ||
| Net profit (loss) for the period | |||
| Gains/(Losses) on fair value of hedge derivatives | 5.16 | (3,592) | 505 |
| Gains/(Losses) on exchange differences on translating foreign operations |
5.16 | 4,861 | (16,242) |
| Items that are or may be reclassified to profit or | |||
| loss | 1,269 | (15,737) | |
| Other Gains/(Losses) | 5.16 | 17 | 26 |
| Items that will never be reclassified to profit or | |||
| loss | 17 | 26 | |
| Other comprehensive income/(loss), net of tax | 1,286 | (15,711) | |
| Total Comprehensive income/(loss) | 333,777 | 234,057 | |
| Attributable to: | |||
| Group | 333,718 | 233,977 | |
| Non controlling interests | 59 | 80 |
| Consolidated statement of financial position | |||||
|---|---|---|---|---|---|
| of which | of which | ||||
| (Euro/000) | Notes | December | related | December | related |
| 31, 2018 | parties | 31, 2017 | parties | ||
| (note 10.1) | (note 10.1) | ||||
| Brands and other intangible assets - net | 5.1 | 268,820 | 270,687 | ||
| Goodwill | 5.1 | 155,582 | 155,582 | ||
| Property, plant and equipment - net | 5.3 | 176,970 | 138,127 | ||
| Other non-current assets | 5.9 | 29,951 | 24,064 | ||
| Deferred tax assets | 5.4 | 91,898 | 78,991 | ||
| Non-current assets | 723,221 | 667,451 | |||
| Inventories and work in progress | 5.5 | 173,149 | 136,159 | ||
| Trade account receivables | 5.6 | 155,047 | 12,653 | 120,708 | 10,445 |
| Income taxes | 5.12 | 11,550 | 38,417 | ||
| Other current assets | 5.9 | 16,135 | 19,284 | ||
| Financial current assets | 5.8 | 259 | 3,884 | ||
| Cash and cash equivalent | 5.7 | 546,282 | 394,144 | ||
| Current assets | 902,422 | 712,596 | |||
| Total assets | 1,625,643 | 1,380,047 | |||
| Share capital | 5.16 | 51,164 | 50,956 | ||
| Share premium reserve | 5.16 | 171,594 | 154,827 | ||
| Other reserves | 5.16 | 513,654 | 467,952 | ||
| Net result, Group share | 5.16 | 332,395 | 249,688 | ||
| Equity, Group share | 1,068,807 | 923,423 | |||
| Non controlling interests | 69 | 108 | |||
| Equity | 1,068,876 | 923,531 | |||
| Long-term borrowings | 5.15 | 80,783 | 67,874 | ||
| Provisions non-current | 5.13 | 7,477 | 4,946 | ||
| Pension funds and agents leaving indemnities | 5.14 | 5,962 | 5,652 | ||
| Deferred tax liabilities | 5.4 | 70,106 | 68,699 | ||
| Other non-current liabilities | 5.11 | 15,885 | 12,220 | ||
| Non-current liabilities | 180,213 | 159,391 | |||
| Short-term borrowings | 5.15 | 15,649 | 25,202 | ||
| Trade account payables | 5.10 | 224,989 | 17,401 | 167,212 | 9,842 |
| Income taxes | 5.12 | 53,358 | 36,687 | ||
| Other current liabilities | 5.11 | 82,558 | 4,014 | 68,024 | 3,909 |
| Current liabilities | 376,554 | 297,125 | |||
| Total liabilities and equity | 1,625,643 | 1,380,047 |
| Consolidated statement of changes in equity | Share capital | Other comprehensive income |
Other reserves | Result of the | Equity, non | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Euro/000) | Notes | Share premium |
Legal reserve | Cumulative translation adj. reserve |
Other OCI items |
IFRS 2 reserve | Retained earnings |
period, Group share |
Equity, Group share |
controlling interest |
|||
| Group shareholders' equity at January 1, 2017 | 5.16 | 50,043 | 109,187 | 10,300 | 5,273 | (195) | 26,659 | 306,142 | 196,043 | 703,452 | 119 | 703,571 | |
| Allocation of Last Year Result | 0 | 0 | 0 | 0 | 0 | 0 | 196,043 | (196,043) | 0 | 0 | 0 | ||
| Changes in consolidation area | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Dividends | 0 | 0 | 0 | 0 | 0 | 0 | (45,491) | 0 | (45,491) | (91) | (45,582) | ||
| Share capital increase | 913 | 45,640 | 0 | 0 | 0 | 0 | 0 | 0 | 46,553 | 0 | 46,553 | ||
| Other movements in Equity | 0 | 0 | 0 | 0 | 0 | 22,195 | (37,263) | 0 | (15,068) | 0 | (15,068) | ||
| Other changes of comprehensive income | 0 | 0 | 0 | (16,242) | 531 | 0 | 0 | 0 | (15,711) | 0 | (15,711) | ||
| Result of the period | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 249,688 | 249,688 | 80 | 249,768 | ||
| Group shareholders' equity at December 31, 2017 |
5.16 | 50,956 | 154,827 | 10,300 | (10,969) | 336 | 48,854 | 419,431 | 249,688 | 923,423 | 108 | 923,531 | |
| Group shareholders' equity at January 1, 2018 | 5.16 | 50,956 | 154,827 | 10,300 | (10,969) | 336 | 48,854 | 419,431 | 249,688 | 923,423 | 108 | 923,531 | |
| Allocation of Last Year Result | 0 | 0 | 0 | 0 | 0 | 0 | 249,688 | (249,688) | 0 | 0 | 0 | ||
| Changes in consolidation area | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (98) | (98) | ||
| Dividends | 0 | 0 | 0 | 0 | 0 | 0 | (70,464) | 0 | (70,464) | 0 | (70,464) | ||
| Share capital increase | 208 | 16,767 | 0 | 0 | 0 | 0 | 0 | 0 | 16,975 | 0 | 16,975 | ||
| Other movements in Equity | 0 | 0 | 0 | 0 | 0 | 28,373 | (163,218) | 0 | (134,845) | 0 | (134,845) | ||
| Other changes of comprehensive income | 0 | 0 | 0 | 4,898 | (3,575) | 0 | 0 | 0 | 1,323 | (37) | 1,286 | ||
| Result of the period | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 332,395 | 332,395 | 96 | 332,491 | ||
| Group shareholders' equity at December 31, 2018 |
5.16 | 51,164 | 171,594 | 10,300 | (6,071) | (3,239) | 77,227 | 435,437 | 332,395 | 1,068,807 | 69 | 1,068,876 |
65 MONCLER – ANNUAL REPORT AT DECEMBER 31, 2018
| Consolidated statement of cash flows | Year 2018 | of which related parties |
Year 2017 | of which related parties |
|---|---|---|---|---|
| (Euro/000) | ||||
| Cash flow from operating activities | ||||
| Consolidated result | 332,491 | 249,768 | ||
| Depreciation and amortization | 56,499 | 47,273 | ||
| Net financial (income)/expenses | 1,911 | 5,182 | ||
| Other non cash (income)/expenses | 29,571 | 23,157 | ||
| Income tax expenses | 79,697 | 85,927 | ||
| Changes in inventories - (Increase)/Decrease | (34,774) | (3,026) | ||
| Changes in trade receivables - (Increase)/Decrease | (24,472) | (2,208) | (20,748) | (2,922) |
| Changes in trade payables - Increase/(Decrease) | 54,966 | 7,559 | 40,648 | 1,711 |
| Changes in other current assets/liabilities | 15,932 | 105 | 8,997 | 121 |
| Cash flow generated/(absorbed) from operating activities | 511,821 | 437,178 | ||
| Interest and other bank charges paid and received | (183) | (780) | ||
| Income tax paid | (46,520) | (124,568) | ||
| Changes in other non-current assets/liabilities | 713 | 2,282 | ||
| Net cash flow from operating activities (a) | 465,831 | 314,112 | ||
| Cash flow from investing activities | ||||
| Purchase of tangible and intangible fixed assets | (91,887) | (73,479) | ||
| Proceeds from sale of tangible and intangible fixed assets | 385 | 981 | ||
| Net cash flow from investing activities (b) | (91,502) | (72,498) | ||
| Cash flow from financing activities | ||||
| Repayment of borrowings | (2,198) | (62,068) | ||
| Proceeds from borrowings | 0 | 85 | ||
| Short term borrowings variation, other than bank borrowings | 176 | 0 | ||
| Short term borrowings variation | (15,454) | 0 | ||
| Dividends paid to shareholders | (70,464) | (45,491) | ||
| Dividends paid to non-controlling interests | 0 | (91) | ||
| Share capital increase | 16,975 | 46,553 | ||
| Treasury Shares variation | (148,573) | (21,329) | ||
| Other changes in Net Equity | (62) | (659) | ||
| Net cash flow from financing activities (c) | (219,600) | (83,000) | ||
| Net increase/(decrease) in cash and cash equivalents (a)+(b)+(c) | 154,729 | 158,614 | ||
| Cash and cash equivalents at the beginning of the period | 394,144 | 243,385 | ||
| Effect of exchange rate changes | (2,605) | (7,855) | ||
| Net increase/(decrease) in cash and cash equivalents | 154,729 | 158,614 | ||
| Cash and cash equivalents at the end of the period | 546,268 | 394,144 |
On behalf of the Board of Directors of Moncler S.p.A.
Chairman and Chief Executive Officer
The parent company Moncler S.p.A. is a company established and domiciled in Italy, with its registered office located at Via Stendhal 47 Milan, Italy, and registration number of 04642290961.
The parent Company Moncler S.p.A. is de facto indirectly controlled by Remo Ruffini through Ruffini Partecipazioni Holding S.r.l., a company incorporated under the Italian law, wholly owned by Remo Ruffini. Ruffini Partecipazioni Holding S.r.l. controls Ruffini Partecipazioni S.r.l., a company incorporated under the Italian law, which, as at December 31, 2018, holds 26.2% of the share capital of Moncler S.p.A.
The consolidated financial statements as at and for the year ended December 31, 2018 include the parent company and its subsidiaries (hereafter referred to as the "Group").
To date, the Group's core businesses are the creation, production and distribution of clothing for men, women and children, shoes, leather goods and other accessories under the Moncler brand name.
The 2018 consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and endorsed by the European Union. IFRS also includes all International Accounting Standards ("IAS") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"), previously known as the Standing Interpretations Committee ("SIC").
The consolidated financial statements include the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of financial position, the consolidated statement of changes in equity, the consolidated statement of cash flows and the explanatory notes to the consolidated financial statements.
The Group presents its consolidated income statement by destination, the method that is considered most representative for the business at hand. This method is in fact consistent with the internal reporting and management of the business.
With reference to the consolidated statement of financial position, a basis of presentation has been chosen which makes a distinction between current and non-current assets and liabilities, in accordance with the provisions of paragraph 60 and thereafter of IAS 1.
The consolidated statement of cash flows is prepared under the indirect method.
In accordance with the provisions of IAS 24, related-party transactions with the Group and their impact, if significant, on the consolidated statement of financial position, consolidated income statement and consolidated statement of cash flows are reported below.
The consolidated financial statements have been prepared on the historical cost basis except for the measurement of certain financial instruments (i.e. derivatives measured at fair value in accordance with IFRS 9) and on a going concern basis.
The consolidated financial statements are presented in Euro thousand, which is the functional currency of the markets where the Group mainly operates.
The preparation of the consolidated financial statements and the related explanatory notes in conformity with IFRS requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the reporting date. The estimates and related assumptions are based on historical experience and other relevant factors. The actual results could differ from those estimates. The estimates and underlying assumptions are reviewed periodically and any variations are reflected in the consolidated income statement in the period in which the estimate is revised if the revision affects only that period or even in subsequent periods if the revision affects both current and future periods.
In the event that management's estimate and judgment had a significant impact on the amounts recognized in the consolidated financial statements or in case that there is a risk of future adjustments on the amounts recognized for assets and liabilities in the period immediately after the reporting date, the following notes will include the relevant information.
The estimates pertain mainly to the following captions of the consolidated financial statements:
impairment of inventories (obsolescence provision);
recoverability of deferred tax assets;
Non-current assets include property, plant and equipment, intangible assets with indefinite useful life and goodwill, investments and other financial assets.
Management periodically reviews non-current assets for impairment if events or changes in circumstances indicate that the carrying amount may not be recoverable. When a review for impairment is conducted, the recoverable amount is estimated based on the present value of future cash flows expect to derive from the asset or from the sale of the asset itself, at a suitable discount rate.
When the recoverable amount of a non-current asset is less than its carrying amount, an impairment loss is recognized immediately in profit or loss and the carrying amount is reduced to its recoverable amount determined based on value-in-use calculation or its sale's value in an arm's-length transaction, with reference to the most recent Group business plan.
The bad debt provision represents management's best estimate of the probable loss for unrecoverable trade receivables. For a description of the criteria applied to estimate the bad debt provision, please refer to paragraph 2.10 Financial instruments - Trade receivables, financial assets and other current and non-current receivables.
The Group manufactures and sells mainly clothing goods that are subject to changing consumer needs and fashion trends. As a result, it is necessary to consider the recoverability of the cost of inventories and the related required provision. Inventory impairment represents management's best estimate for losses arising from the sales of aged products, taking into consideration their saleability through the Group's distribution channels.
The Group is subject to income taxes in numerous jurisdictions. Judgment is required in determining the provision for income taxes in each territory. The Group recognizes deferred tax assets when it is expected that they will be realised within a period that is consistent with management estimates and business plans.
The Group could be subject to legal and tax litigations arising in the countries where it operates. Litigation is inevitably subject to risk and uncertainties surrounding the events and circumstances associated with the claims and associated with local legislation and jurisdiction. In the normal course of business, management requests advice from the Group legal consultants and tax experts. The recognition of a provision is based on management's best estimate when an outflow of resources is probable to settle the obligation and the amount can be reliably estimated. In those circumstances where the outflow of resources is possible or the amount of the obligation cannot be reliably measured, the contingent liabilities are disclosed in the notes to consolidated financial statements.
The accounting principles set out below have been applied consistently for fiscal year 2018 and the prior year.
The consolidated financial statements comprise those of the Parent Company and its subsidiaries, of which the Parent owns, directly or indirectly, a majority of the voting rights and over which it exercises control, or from which it is able to benefit by virtue of its power to govern the subsidiaries' financial and operating policies.
The financial results of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies.
Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. Where the Group loses control of a subsidiary, the consolidated financial statements include the results for the portion of the reporting period during which the parent company had control. In the consolidated financial statements, non-controlling interests are presented separately within equity and in the statement of income. Changes in the parent's ownership interest, that do not result in a loss of control or changes that represent acquisition of noncontrolling interests after the control has been obtained, are accounted for as changes in equity.
In preparing the consolidated financial statements the effects, the balances as well as the unrealized profit or loss recognized in assets resulting from intra-group transactions are fully eliminated.
Investments in associates are accounted for using the equity method whereas the initial recognition is stated at acquisition cost and adjusted thereafter for the post-acquisition change in the investor's share of net assets. On acquisition of the investment any difference between the cost of the investment and the investor's share of the net fair value of the associate's assets and liabilities is included in the carrying amount of the investment. If the investor's share of losses of the associate equals or exceeds its interest in the associate, the investor's interest is reduced to zero and additional losses are provided for and a liability is recognized to the extent that the investor has incurred a legal obligation or has the intention to make payments on behalf of the associate.
Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency).
Foreign currency transactions are recorded by applying the spot exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies, which are held at year-end, are translated into the functional currency at the exchange rate ruling at the reporting date. Exchange differences arising on the settlement on the translation of monetary transactions at a rate different from those at which they were translated at initial recognition are recognized in the consolidated income statement in the period in which they arise.
Assets and liabilities of overseas subsidiaries included in the consolidated financial statements are translated into the Group's reporting currency of Euros at the exchange rate ruling at the reporting date. Income and expenses are translated at the average exchange rate for the reporting period, as it is considered to approximate at best the actual exchange rate at the transaction date. Differences arising on the adoption of this method are recognized separately in other comprehensive income and are presented in a separate component of equity as translation reserve until disposal of the foreign operation. Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the exchange rate ruling at the reporting date.
The main exchange rates used to convert into Euro the consolidated financial statements of foreign subsidiaries as at and for the years ended December 31, 2018 and December 31, 2017 are as follows:
| Average rate | Rate at the end of the period | |||||
|---|---|---|---|---|---|---|
| As at 31 | As at 31 | |||||
| 2018 | 2017 | December 2018 | December 2017 | |||
| AED | 4.337060 | 4.147530 | 4.205000 | 4.404400 | ||
| AUD | 1.579680 | 1.473170 | 1.622000 | 1.534600 | ||
| BRL | 4.308490 | 3.605430 | 4.444000 | 3.972900 | ||
| CAD | 1.529400 | 1.464700 | 1.560500 | 1.503900 | ||
| CHF | 1.154960 | 1.111670 | 1.126900 | 1.170200 | ||
| CNY | 7.808080 | 7.629000 | 7.875100 | 7.804400 | ||
| CZK | 25.647000 | 26.325800 | 25.724000 | 25.535000 | ||
| DKK | 7.453170 | 7.438630 | 7.467300 | 7.444900 | ||
| GBP | 0.884706 | 0.876674 | 0.894530 | 0.887230 | ||
| HKD | 9.255940 | 8.804510 | 8.967500 | 9.372000 | ||
| HUF | 318.890000 | 309.193000 | 320.980000 | 310.330000 | ||
| JPY | 130.396000 | 126.711000 | 125.850000 | 135.010000 | ||
| KRW | 1,299.070000 | 1,276.740000 | 1,277.930000 | 1,279.610000 | ||
| KZT | 406.906000 | 368.876000 | 437.520000 | 397.960000 | ||
| MOP | 9.533830 | 9.068830 | 9.236500 | 9.653200 | ||
| MXN | 22.705400 | 22.039500 | 22.492100 | 23.661200 | ||
| NOK | 9.597490 | 9.327040 | 9.948300 | 9.840300 | ||
| PLN | 4.261500 | 4.257000 | 4.301400 | 4.177000 | ||
| RON | 4.654010 | 4.568790 | 4.663500 | 4.658500 | ||
| RUB | 74.041600 | 65.938300 | 79.715300 | 69.392000 | ||
| SEK | 10.258300 | 9.635100 | 10.254800 | 9.843800 | ||
| SGD | 1.592610 | 1.558820 | 1.559100 | 1.602400 | ||
| TRY | 5.707670 | 4.120630 | 6.058800 | 4.546400 | ||
| TWD | 35.586400 | 34.363500 | 35.022300 | 35.655500 | ||
| UAH | 31.850200 | n/a | 31.736200 | n/a | ||
| USD | 1.180950 | 1.129680 | 1.145000 | 1.199300 |
Business combinations are accounted under the acquisition method.
Under this method, the identifiable assets acquired and the liabilities assumed are measured initially at their acquisition-date fair values. The costs incurred in a business combination are accounted for as expenses in the periods in which the services are rendered.
Goodwill is determined as the excess of the aggregate of the considerations transferred, of any non-controlling interests and, in a business combination achieved in stages, the fair value of previously held equity interest in the acquiree compared to the net amounts of fair value of assets transferred and liabilities assumed at the acquisition date. If the fair value of the net assets acquired is greater than the acquisition cost, the difference is recognized directly in the statement of income at the acquisition date. Non-controlling interests could be measured either at their fair value at the acquisition date or at the non-controlling interests' proportionate share of the identifiable net assets. The election of either method is done for each single business combination.
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurred, the Group shall report in the financial statements provisional amounts for the items for which the accounting is incomplete. During the measurement period, that shall not exceed one year from the acquisition date, the provisional amounts are retrospectively adjusted to reflect new information obtained about facts and circumstances that existed at the acquisition date and, if known, would have affected the measurement of assets and liabilities recognized at that date.
Non-current assets available for sale and discontinued operations are classified as available for sale when their values are recoverable mainly through a probable sale transaction. In such conditions, they are valued at the lower of their carrying value or fair value, net of cost to sell if their value is mainly recoverable through a sale transaction instead of continued use.
Discontinued operations are operations that:
In the consolidated income statement, non-current assets held for sale and disposal groups that meet the requirements of IFRS 5 to be defined as "discontinued operations", are presented in a single caption that includes both gains and losses, as well as losses or gains on disposal and the related tax effect. The comparative period is subsequently restated in accordance with IFRS 5.
As far as the financial position is concerned, non-current assets held for sale and disposal groups that meet the requirements of IFRS 5 are reclassified as current assets and liabilities in the period in which such requirements arise. The comparative financial statements are not restated or reclassified.
Property, plant and equipment are stated at acquisition or manufacturing cost, not revalued net of accumulated depreciation and impairment losses ("impairment"). Cost includes original purchase price and all costs directly attributable to bringing the asset to its working condition for its intended use.
Depreciation of property, plant and equipment is calculated and recognized in the consolidated income statement on a straight-line basis over the estimated useful lives as reported in the following table:
| Category | Depreciation period |
|---|---|
| Land | No depreciation |
| Buildings | From 25 to 33 years |
| Plant and equipment | From 8 to 12 years |
| Fixtures and fittings | From 5 to 10 years |
| Electronic machinery and equipment | From 3 to 5 years |
| Leasehold improvements | Lower between lease period and useful life of improvements |
| Other fixed assets | Depending on market conditions generally within the expected utility to the entity |
Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will take ownership of the asset by the end of the lease term.
Depreciation methods, useful lives and residual value are reviewed at each reporting period and adjusted if appropriate.
Gains and losses on the disposal of property, plant and equipment represent the difference between the net proceeds and net book value at the date of sale. Disposals are accounted for when the relevant transaction becomes unconditional.
Goodwill
Goodwill arising from business combination is initially recognized at the acquisition date as described in the notes related to "Business combinations".
Goodwill is included within intangible assets with an indefinite useful life, and therefore, is not amortized but subject to impairment test performed annually or more frequently if events or changes in circumstances indicate that the carrying value may not be recoverable. After the initial recognition, goodwill is measured at acquisition cost less accumulated impairment.
As part of the IFRS first time adoption, the Group chose not to apply IFRS 3 "Business Combinations" retrospectively regarding acquisitions made prior to the transition date (January 1, 2009); consequently, goodwill resulting from acquisitions prior to the transition date to IFRS is still recorded under Italian GAAP, prior to any eventual impairment.
For further details please refer to note 2.7 "Impairment of non-financial assets".
Separately acquired brands are shown at historical cost. Brands acquired in a business combination are recognized at fair value at the acquisition date.
Brands have a indefinite useful life and are carried at cost less accumulated impairment. Brands are not amortized but subject to impairment test performed annually or more frequently if events or changes in circumstances indicate that the carrying value may not be recoverable.
For further details please refer to note 2.7 "Impairment of non-financial assets".
License rights are capitalized as intangible asset and amortized on a straight-line basis over their useful economic life. The useful economic life of license rights is determined on a case-bycase basis, in accordance with the terms of the underlying agreement.
Key money are capitalized in connection with the opening of new directly operated shop ("DOS") based on the amount paid. Key money in general have a definite useful life which is generally in line with the lease period. However, in certain circumstances, Key money have an indefinite useful life on the basis of legal protection or common practice that can be found in jurisdictions or markets that state that a refund could be received at the end of the lease period. In these limited cases, that need to be adequately supported, Key money are not amortized but subject to impairment test at least annually in accordance with what set out in the note related to impairment of non-financial assets.
Software (including licenses and separately identifiable external development costs) is capitalized as intangible assets at purchase price, plus any directly attributable cost of preparing that asset for its intended use. Software and other intangible assets that are acquired by the Group and have definite useful lives are measured at cost less accumulated amortization and accumulated impairment losses.
Intangible assets with a definite useful life are amortized on a straight line basis over their estimated useful lives as described in the following table:
| Category | Depreciation period |
|---|---|
| License rights | Based on market conditions within the licence period or legal limits to use the assets |
| Key money | Based on market conditions generally within the lease period |
| Software | From 3 to 5 years |
| Other intangible assets | Based on market conditions generally within the period of control over the asset |
On an annual basis, the Group tests for impairment property, plant and equipment and intangible assets with a definite useful life. Whenever events or changes in circumstance indicate that the carrying amount may not be recoverable, an impairment loss is recognized for the amount by which the carrying amount exceeds its recoverable amount.
Goodwill and assets with an indefinite useful life are not subject to amortization and are tested annually or more frequently for impairment, whenever events or changes in circumstance indicate that the carrying amount may not be recoverable.
When the recoverable amount for individual asset cannot be reliably estimated, the Group determines the recoverable amount of the cash-generating unit to which the asset belongs. The recoverable amount is the higher of an asset's fair value less costs to sell and value-in-use. The Group determines the value in use as the present value of future cash flows expected to be derived from the asset or from the cash-generating unit, gross of tax effects, by applying an appropriate discount rate that reflects market time value of money and the risks inherent to the asset. An impairment loss is recognized for the amount by which the carrying amount exceeds its recoverable amount.
With the exception of impairment losses recognized on goodwill, when the circumstances that led to the loss no longer exist, the carrying amount of the asset is increased to its recoverable amount and cannot exceed the carrying amount that would have been determined had there been no loss in value. The reversal of an impairment loss is recognized immediately in the consolidated income statement.
Leases for which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases. Upon initial recognition the leased asset is measured at the amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset.
Assets under a lease contracts (i.e. rent agreements) other than finance leases are not recognized in the Group's consolidated statement of financial position. The Group lessees property and gross rent expenses related to these operating leases are recognized on a straight line basis over the period of the leases. Certain rental expenses are determined on the basis of revenue achieved in specific retail locations and are accrued for on that basis.
Raw materials and work in progress are valued at the lower of purchase or manufacturing cost calculated using the weighted average cost method and net realizable value. The weighted average cost includes directly attributable expenditures for raw material inventories and labour cost and an appropriate portion of production overhead based on normal operating capacity.
Provisions are recorded to reduce cost to net realizable value taking into consideration the age and condition of inventory, the likelihood to use raw materials in the production cycle as well as the saleability of finished products through the Group's distribution channels (outlet and stock).
Trade receivables and debt securities issued are recognised when they are originated. All other financial assets and liabilities are initially recognised at the trade date, i.e., when the Group becomes a contractual party to the financial instrument.
Except for trade receivables that do not comprise a significant financing component, financial assets are initially measured at fair value plus or minus, in the case of financial assets or liabilities not measured at FVTPL, the transaction costs directly attributable to the acquisition or issue of the financial asset. At the time of initial recognition, trade receivables that do not have a significant financing component are valued at their transaction price.
On initial recognition, a financial asset is classified based on its valuation: at amortised cost, at fair value through other comprehensive income (FVOCI) and at fair value through profit/(loss) for the period (FVTPL).
Financial assets are not reclassified after initial recognition, unless the Group changes its business model for managing financial assets. In that case, all the financial assets concerned are reclassified on the first day of the first reporting period following the change in business model.
A financial asset shall be measured at amortised cost if both of the following conditions are met and if it is not designated at FVTPL:
At the time of subsequent measurement, assets belonging to this category are valued at amortised cost, using the effective interest rate. The effects of measurement are recognised among the financial income components. These assets are also subject to the impairment model described in the paragraph Trade receivables, financial assets and other current and non-current receivables.
A financial asset shall be measured at FVOCI if both of the following conditions are met and if it is not designated at FVTPL:
On initial recognition of a security not held for trading, the Group may make an irrevocable choice to present subsequent changes in fair value in the other components of the comprehensive income statement. This choice is made for each asset.
At the time of subsequent measurement, the measurement made at the time of recognition is updated and any changes in fair value are recognised in the statement of comprehensive income. As for the category above, these assets are subject to the impairment model described in the paragraph Trade receivables, financial assets and other current and non-current receivables.
All financial assets not classified as valued at amortised cost or at FVOCI, as indicated above, are valued at FVTPL. All derivative financial instruments are included. On initial recognition, the Group may irrevocably designate the financial asset as measured at fair value through profit/(loss) for the period if this eliminates or significantly reduces a misalignment in accounting that would otherwise result from measuring the financial asset at amortised cost or at FVOCI.
At the time of subsequent measurement, financial assets measured at FVTPL are valued at fair value. Gains or losses arising from changes in fair value are recognised in the consolidated income statement in the period in which they are recognised under financial income/expenses.
Financial assets are derecognised from the financial statements when the contractual rights to receive cash flows from them expire, when the contractual rights to receive cash flows from a transaction in which all the risks and rewards of ownership of the financial asset are materially transferred or when the Group neither transfers nor retains materially all the risks and rewards of ownership of the financial asset and does not retain control of the financial asset.
Financial liabilities are classified as valued at amortised cost or at FVTPL. A financial liability is classified at FVTPL when it is held for trading, it represents a derivative or is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and any changes, including interest expense, are recognised in profit or loss for the period. Other financial liabilities are measured at amortised cost using the effective interest method. Interest expense and exchange rate gains/(losses) are recognised in profit/(loss) for the period, as are any gains or losses from derecognition.
The Group's financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable, other current and non-current assets and liabilities, investments, borrowings and derivative financial instruments.
Cash and cash equivalents include cash and short-term deposits held with banks and most liquid assets that are readily convertible into cash and that have insignificant risk of change in value. Bank overdrafts are recorded under current liabilities on the Group's consolidated statement of financial position.
Trade and other receivables generated when the Group provides money, goods or services directly to a third party are classified as current assets, except for items with maturity dates greater than twelve months after the reporting date.
Current and non-current financial assets, other current and non-current assets, trade receivables, excluding derivatives, with fixed maturity or determinable payment terms, are recognized at amortized cost calculated using the effective interest method. Notes receivable (due date greater than a year) with interest rate below that of the market rate are valued using the current market rate.
The financial assets listed above are valued based on the impairment model introduced by IFRS 9 or by adopting an expected loss model, replacing the IAS 39 framework, which is typically based on the valuation of the incurred loss.
For trade receivables, the Group adopts the so-called simplified approach, which does not require the recognition of periodic changes in credit risk, but rather the accounting of an Expected Credit Loss ("ECL") calculated over the entire life of the credit (so-called lifetime ECL).
In particular, the policy implemented by the Group provides for the stratification of trade receivables based on the days past due and an assessment of the solvency of the counterparty and applies different write-down rates that reflect the relative expectations of recovery. The Group then applies an analytical valuation of impaired receivables based on a debtor's reliability and ability to pay the due amounts.
The value of receivables is shown in the statement of financial position net of the related bad debt provision. Write-downs made in accordance with IFRS 9 are recognised in the consolidated income statement net of any positive effects associated with reversals of impairment.
Trade and other payables arise when the Group acquires money, goods or services directly from a supplier. They are included within current liabilities, except for items with maturity dates greater than twelve months after the reporting date.
Financial liabilities, excluding derivatives, are recognized initially at fair value which represents the amount at which the asset was bought in a current transaction between willing parties, and subsequently measured at amortized cost using the effective interest method. Financial liabilities that are designated as hedged items are subject to the hedge accounting requirements.
Consistent with the provisions of IFRS 9, derivative financial instruments may be accounted for using hedge accounting only when:
A derivative instrument is designated as fair value hedge when it hedges the exposure to changes in fair value of a recognized asset or liability, that is attributable to a particular risk and could affect profit or loss. The gain or loss on the hedged item, attributable to the hedged risk, adjusts the carrying amount of the hedged item and is recognized in the consolidated income statement.
When a derivative financial instrument is designated as a hedging instrument for exposure to variability in cash flows, the effective portion of changes in fair value of the derivative financial instrument is recognised among the other components of the comprehensive income statement and stated in the cash flow hedge reserve. The effective portion of changes in fair value of the derivative financial instrument that is recognised in the other components of the comprehensive income statement is limited to the cumulative change in the fair value of the hedged instrument (at present value) since the inception of the hedge. The ineffective portion of changes in fair value of the derivative financial instrument is recognised immediately in the profit/(loss) for the period.
If the hedge ceases to meet the eligibility criteria or the hedging instrument is sold, matures or is exercised, hedge accounting ceases prospectively. When hedge accounting for cash flow hedges ceases, the accrued amount in the cash flow hedge reserve remains in equity until, in the case of a hedge of a transaction that results in the recognition of a non-financial asset or non-financial liability, it is included in the cost of the non-financial asset or non-financial liability on initial recognition or, in the case of other cash flow hedges, it is reclassified in profit or loss for the period in the same period or periods in which the hedged expected future cash flows affects profit/(loss) for the period.
If no more hedged future cash flows are expected, the amount shall be reclassified immediately from the cash flow hedge reserve and the reserve for hedging costs to profit/(loss) for the period.
If hedge accounting cannot be applied, gains or losses arising from the fair value measurement of a derivative financial instrument are immediately recognised in income statement.
Short-term employee benefits, such as wages, salaries, social security contributions, paid leave and annual leave due within twelve months of the consolidated statement of financial position date and all other fringe benefits are recognised in the year in which the service is rendered by the employee.
Benefits granted to employees which are payable on or after the termination of employment through defined benefit and contribution plans are recognised over the vesting period.
Defined benefit schemes are retirement plans determined based on employees' remuneration and years of service.
The Group obligation to contribute to employees' benefit plans and the related current service cost is determined by using an actuarial valuation defined as the projected unit credit method. The cumulative net amount of all actuarial gains and losses are recognised in equity within other comprehensive income.
The amount recognised as a liability under the defined benefit plans is the present value of the related obligation, taking into consideration expenses to be recognised in future periods for employee service in prior periods.
Contribution made to a defined contribution plan is recognised as an expense in the income statement in the period in which the employees render the related service.
Up to December 31, 2006 Italian employees were eligible to defined benefit schemes referred as post-employment benefit ("TFR"). With the act n. 296 as of December 27, 2006 and subsequent decrees ("Pension Reform") issued in early 2007, the rules and the treatment of TFR scheme were changed. Starting from contribution vested on or after January 1, 2007 and not yet paid at the reporting date, referring to entities with more than 50 employees, Italian postemployment benefits is recognised as a defined contribution plan. The contribution vested up to December 31, 2006 is still recognised as a defined benefit plan and accounted for using actuarial assumptions.
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, for which it is probable that an outflow of economic resources will be required to settle the obligation and where the amount of the obligation can be reliably estimated.
Restructuring provision is recognised when the Group has a detailed formal restructuring plan and the plan has been implemented or the restructuring plan has been publicly announced. Identifiable future operating losses up to the date of a restructuring are not included in the provision.
Changes in estimates are recognised in the income statement in the period in which they occur.
The fair value at grant date of the incentives granted to employees in the form of share-based payments that are equity settled is usually included in expenses, with a matching increase in equity, over the period during which the employees obtain the incentives rights. The amount recognized as an expense is adjusted to reflect the actual number of incentives for which the continued service conditions are met and the achievement of non-market conditions, so that the final amount recognized as an expense is based on the number of incentives that fulfil these conditions at the vesting date. In case the incentives granted as share-based payments whose conditions are not to be considered to maturity, the fair value at the grant date of the share-based payment is measured to reflect such conditions. With reference to the non-vesting conditions, any differences between amounts at the grant date and the actual amounts will not have any impact on the consolidated financial statements.
The fair value of the amount payable to employees related to share appreciation rights, settled in cash, is recognized as an expense with a corresponding increase in liabilities over the period during which the employees unconditionally become entitled to receive the payment. The liability is measured at year-end and the settlement date based on the fair value of the share appreciation rights. Any changes in the fair value of the liability are recognized in profit or loss for the year.
Based on the five-step model introduced by IFRS 15, the Group recognises revenues after identifying the contracts with its clients and the related services to be provided (transfer of goods and/or services), determining the consideration which it believes it is entitled to in exchange for the provision of each of these services, and assessing the manner in which these services are provided (at a given time or over time).
Wholesale sales are recognised when goods are dispatched to trade customers, reflecting the transfer of risks and rewards. The provision for returns and discounts is estimated and
accounted for based on future expectation, taking into consideration historical return trends and is recorded as a variable component of the contractual consideration with the concurrent recognition of a liability for returns and of the corresponding asset in the statement of financial position.
Variable components of the consideration (for example, the effect of returns) are recognised in the financial statements only when it is highly probable that there will be no significant adjustment to the amount of revenue recognised in the future.
Retail sales are recognised at the date of transactions with final customers.
Royalties received from licensee are accrued as earned on the basis of the terms of the relevant royalty agreement which is typically based on sales volumes.
Upon receipt of an advance payment from a client, the Group recognises the amount of the advance payment for the obligation to transfer assets in the future under Other current liabilities and derecognises this liability by recognising the revenue when the assets are transferred.
The Group recognises the amounts paid to customers as a reduction in revenues when the costs for services cannot be reliably estimated or in costs when the costs for services can reliably be estimated.
Borrowing costs are recognized on an accrual basis taking into consideration interest accrued on the net carrying amount of financial assets and liabilities using the effective interest rate method.
Tax expense recognised in the consolidated income statement represents the aggregate amount related to current tax and deferred tax.
Current taxes are determined in accordance with enforced rules established by local tax authorities. Current taxes are recognised in the consolidated income statement for the period, except to the extent that the tax arises from transactions or events which are recognised directly either in equity or in other comprehensive income.
Deferred tax liabilities and assets are determined based on temporary taxable or deductible differences arising between the tax bases of assets and liabilities and their carrying amounts in the Group consolidated financial statements. Current and deferred tax assets and liabilities are offset when income taxes are levied by the same tax authority and when there is a legally enforceable right to offset the amounts.
Deferred tax liabilities and assets are determined using tax rates that have been enacted by the reporting date and are expected to be enforced when the related deferred income tax asset is realised or the deferred tax liability is settled. Deferred tax assets and liabilities are not discounted.
Deferred tax assets recognised on tax losses and on deductible differences are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised.
The Group presents the basic and diluted earnings per share. The basic earnings per share is calculated by dividing the profit or loss attributable to holders of the Company shares by the weighted average of the number of shares for the financial year (defined as equal to the share capital), adjusted to consider any treasury shares held. The diluted earnings per share is calculated by adjusting the profit or loss attributable to shareholders, and the weighted average of the number of company shares as defined above, to consider the effects of all potential shares with a dilution effect.
For purposes of IFRS 8 "Operating segments", the Group's business is conducted as a single operating segment known as the Moncler business.
IFRS 13 is the only point of reference for the fair value measurement and related disclosures when such an assessment is required or permitted by other standards. Specifically, the principle defines fair value as the consideration received for the sale of an asset or the amount paid to settle a liability in a regular transaction between market participants at the measurement date. In addition, the new standard replaces and provides for additional disclosures required in relation to fair value measurements by other accounting standards, including IFRS 7.
IFRS 13 establishes a hierarchy that classifies within different levels the inputs used in the valuation techniques necessary to measure fair value. The levels, presented in a hierarchical order, are as follows:
Accounting standards, amendments and interpretations effective from January 1, 2018
On May 28, 2014 the IASB published a document which requires an entity to recognise revenue at the time the control of goods or services is transferred to the customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for these goods or services. The new revenue recognition model sets out a process in five steps:
The new standard also requires additional disclosures regarding the nature, amount, timing and uncertainty of the revenue and cash flows arising from these contracts with customers. The IASB expects to adopt it from 2018, while the European Union endorsed it on September 22, 2016. Furthermore, on April 12, 2016 the IASB published amendments to the standard: Clarifications to IFRS 15 Revenue from Contracts with Customers, which are also applicable as from January 1, 2018. These amendments are aimed at clarifying the procedures to identify an entity as a "Principal" or as an "Agent" and to establish whether revenue from licences must be deferred throughout the term thereof.
The Group has applied IFRS 15 retroactively with a cumulative effect as at the date of first application (i.e. January 1, 2018). Therefore, information relating to 2017 has not been restated and is presented according to IAS 18, IAS 11 and relevant interpretations.
The following tables summarise the effects of the application of IFRS 15 on the relevant individual items in the Group's statement of financial position as at Decembre 31, 2018, the income statement and the statement of comprehensive income for the year 2018.
| Consolidated statement of financial position | December 31, 2018 | December 31, 2018 | ||
|---|---|---|---|---|
| (Euro/000) | Note As reported Reclassifications | Balances without adoption of IFRS 15 |
||
| Non-current assets | 723,221 | 0 | 723,221 | |
| Inventories and work in progress | a) | 173,149 | (4,583) | 168,566 |
| Trade account receivables | a) c) | 155,047 | (6,398) | 148,649 |
| Income taxes | 11,550 | 11,550 | ||
| Other current assets | 16,135 | 16,135 | ||
| Financial current assets | 259 | 259 | ||
| Cash and cash equivalent | 546,282 | 546,282 | ||
| Current assets | 902,422 | (10,981) | 891,441 | |
| Total assets | 1,625,643 | (10,981) | 1,614,662 | |
| Equity, Group share | 1,068,807 | 0 | 1,068,807 | |
| Non controlling interests | 69 | 69 | ||
| Equity | 1,068,876 | 0 | 1,068,876 | |
| Non-current liabilities | 180,213 | 0 | 180,213 | |
| Short-term borrowings | 15,649 | 15,649 | ||
| Trade account payables | a) | 224,989 | (10,981) | 214,008 |
| Income taxes | 53,358 | 53,358 | ||
| Other current liabilities | b) | 82,558 | 82,558 | |
| Current liabilities | 376,554 | (10,981) | 365,573 | |
| Total liabilities and equity | 1,625,643 | (10,981) | 1,614,662 |
| Consolidated income statement | December 31, 2018 | December 31, 2018 | ||
|---|---|---|---|---|
| (Euro/000) | Note | As reported | Reclassifications | Balances without adoption of IFRS 15 |
| Revenue | a) b) c) | 1,420,074 | - | 1,420,074 |
| Cost of sales | a) | (320,232) | - | (320,232) |
| Gross margin | 1,099,842 | - | 1,099,842 | |
| Selling expenses | (428,864) | - | (428,864) | |
| General and administrative expenses | (127,794) | - | (127,794) | |
| Marketing expenses | c) | (99,482) | - | (99,482) |
| Stock based compensation | (29,604) | - | (29,604) | |
| Operating result | 414,098 | - | 414,098 | |
| Financial income | 718 | - | 718 | |
| Financial expenses | (2,628) | - | (2,628) | |
| Income before taxes | 412,188 | - | 412,188 | |
| Income taxes | (79,697) | - | (79,697) | |
| Net Income | 332,491 | - | 332,491 | |
| Total Comprehensive income/(loss) | 333,777 | - | 333,777 |
Further information is provided below about the important changes and their impact.
a) Sales with right of return
Previously, the Group recognised expected returns from sales of products by reducing revenue and recognised the cost relating to these returns by reducing cost of sales; separately, a liability was recognised for the margin related to the expected returns in a specific allowance against trade receivables. In accordance with IFRS 15, the Group continues to recognise expected returns from sales of products by reducing revenue and recognises the cost relating to these returns by reducing cost of sales; however it recognises the amount corresponding to
the sales value of expected returns in the item Trade Payables and the amount corresponding to the cost of the products in the item Inventory.
b) Rights not exercised by the customer – Breakage amounts
When it receives advance payment from a customer, the Group recognises this amount in Other Current Liabilities in view of the obligation to transfer goods in the future, eliminating this liability and recognising the revenue when it transfers the goods.
This accounting treatment does not differ from the approach adopted by the Group in previous years.
c) Amounts paid to customers – Charge back
The Group recognises amounts paid to customers:
This accounting treatment does not differ from the approach adopted by the Group in previous years.
IFRS 9 - Financial Instruments, published by the IASB in July 2014 and endorsed by the European Union in November 2016, replaced IAS 39 - Financial Instruments with effect from 1 January 2018: Recognition and measurement. IFRS 9 introduces new criteria for the classification and measurement of financial assets and liabilities, a new model for calculating the impairment of financial assets and new provisions for the accounting of hedging transactions (hedge accounting).
The Group has prospectively adopted the new rules for hedge accounting set out by IFRS 9 considering that the hedging relationships in place as at December 31, 2017 already met the conditions laid down in the new IFRS 9 on the matter.
With the exception of provisions relating to hedge accounting, IFRS 9 was applied by the Group retrospectively at the date of initial application, availing itself of the relief from restating comparative periods, as provided for by the standard.
The adoption of IFRS 9 did not have a significant impact on the Group's financial statements and did not entail the need to recognise adjustments to the consolidated statement of financial position at the date of initial application of the standard.
IFRS 9 classifies financial assets into three main categories: at amortised cost, at fair value through other comprehensive income (FVOCI) and at fair value through profit/(loss) for the period (FVTPL). The classification required by the standard is usually based on the entity's business model for the management of financial assets and on the characteristics of the
contractual cash flows of the financial asset. The categories provided for by IAS 39, i.e., held-tomaturity, loans and receivables and available for sale, have been eliminated. According to IFRS 9, derivatives embedded in contracts where the primary element is a financial asset falling within the scope of the standard shall never be separated. The hybrid instrument is examined as a whole for classification.
IFRS 9 essentially maintains the requirements of IAS 39 for the classification and measurement of financial liabilities.
The adoption of IFRS 9 did not have a significant effect on the measurement criteria applied by the Group to financial assets and liabilities.
According to IFRS 9, the write-down of the financial assets shown in the financial statements at amortised cost must be calculated according to an Expected Loss method, replacing the provisions of IAS 39, which was typically based on the measurement of the incurred losses. Based on the analyses carried out, the Group deemed that there is no need to recognise adjustments to the consolidated statement of financial position at the date of initial application of the standard. In particular, with reference to trade receivables, the Group has confirmed its policy of making allocations to the bad debt provision as the calculation method applied substantially reflects the Expected Credit Losses.
With reference to the accounting of derivative instruments classified as hedging instruments, IFRS 9 introduces a far-reaching revision of the requirements and the underlying rules, simplifying in part the previous IAS 39 framework and extending the cases in which it is possible to apply hedge accounting. However, the standard offers the possibility to choose whether to continue applying IAS 39 or to adopt IFRS 9.
The Group has decided to adopt the provisions of IFRS 9 and, as already mentioned above, no need has been identified to modify the accounting method applied by the Group for the accounting of these instruments.
At the date when these annual financial statements were prepared, the European Union's competent authorities concluded the approval process needed for the adoption of the accounting standards and amendments described below. With reference of the applicable principles, the Group has decided not to exercise the option of the early adoption, if applicable.
On January 13, 2016, the IASB published the new standard IFRS 16 Leases, which replaces IAS 17. This standard was endorsed by the European Union, with its publication on November 9, 2017. IFRS 16 is effective for financial statements commencing on or after 1 January 2019. The new standard eliminates the difference in the recognition of operating and finance leases, even despite elements that simplify its adoption, and introduces the concept of control in the definition of a lease. To determine whether a contract is a lease, IFRS 16 establishes that the contract must convey the right to control the use of an identified asset for a given period of time. Early adoption is permitted for entities that also adopt IFRS 15 Revenue from contracts with customers.
The Moncler Group has estimated that the adoption of IFRS 16 on 1 January 2019 will have a material impact on the consolidated financial statements, due to activities related to the retail network which represent the main part of its business. In view of the new standard IFRS 16, all lease agreements the Group has entered into could hypothetically be considered as finance leases (property leases).
According to the new standard, in the case of a new lease based, for example, on annual lease payments in fixed instalments, a financial liability will be recognised as well as a right of use under assets in the statement of financial position measured as the present value of future payments. The amount of the financial liability to recognise in the financial statements will therefore depend considerably on the assumptions used in relation to the characteristics of each type of lease and any renewal or early termination options of the agreement if considered to be reasonably certain at the date when the agreements are entered into, as well as any discounting rate applied.
The Group intends to apply IFRS 16 from the date of first application (i.e., January 1, 2019) using the modified retrospective method. Therefore, the cumulative effect of the adoption of IFRS 16 will be recognised as an adjustment to the opening balance of retained earnings at January 1, 2019, without restating comparative periods. In compliance with this method, the intention is to use the practical expedient that allows the adoption of the new definition of leasing not only at the time of the transition to the new standard, but also to all contracts entered into prior to January 1, 2019 that had already been identified as leases in accordance with IAS 17 and IFRIC 4. Moreover, as also provided for under the possible options, it will not be applied to contracts with a duration of less than 12 months and an amount below the thresholds indicated in the standard.
The assessment of the impacts deriving from the entry into force of this standard is currently being completed. Based on the current level of analysis of the contracts, the Group estimates that the application of the standard, using the method indicated above, will result in the recognition of financial debt of approximately Euro 500 million.
Furthermore, had the Group chosen early application of IFRS 16 for the current reporting period, the related effects on the Group's income statement would have shown an increase in the value of EBIT of approximately Euro 10 million, with a negligible impact on net profit as a result of the recording of financial charges on debt.
Amendments to IFRS 4 were issued by the IASB on September 12, 2016. The amendments were intended to address concerns about the application of IFRS 9 on financial instruments before the introduction of the new insurance contract standards.
In addition, at the date of these financial statements the competent bodies of the European Union had not yet completed their endorsement process for the following accounting standards and amendments:
| Document title | Issue date by IASB | Effective from | |
|---|---|---|---|
| Standards | |||
| IFRS 14 Regulatory Deferral Accounts | January, 2014 | (Note 1) | |
| IFRS 17 Insurance Contracts | May, 2017 | January 1, 2021 | |
| Amendments | |||
| Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28) |
September, 2014 | Deferred until the completion of IASB's equity method project |
|
| Long-term Interests in Associates and Joint Ventures (Amendments to IAS 28) |
October, 2017 | January 1, 2019 | |
| Annual Improvements to IFRS Standards (2015-2017 Cycle) |
December, 2017 | January 1, 2019 | |
| Plan Amendment, Curtailment or Settlement (Amendments to IAS 19) |
February, 2018 | January 1, 2019 | |
| Amendments to References to the Conceptual Framework in IFRS Standards |
March, 2018 | January 1, 2020 | |
| Definition of business (Amendments to IFRS 3) |
October, 2018 | January 1, 2020 | |
| Definition of material (Amendments to IAS 1 and IAS 8) |
October, 2018 | January 1, 2020 |
(Note 1) IFRS 14 became effective on 1 January 2016, but the European Commission decided to stop the approval process pending the new accounting standard on "rate-regulated activities".
The Group will comply with these new standards and amendments based on their relevant effective dates when endorsed by the European Union and it will evaluate their potential impacts on the consolidated financial statements.
As at December 31, 2018 the consolidated financial statements of the Moncler Group include the parent company Moncler S.p.A. and 36 consolidated subsidiaries, as detailed in the following table:
| Investments (in associates for consolidation) | Registered office | Share capital | Currency | % of | Parent company |
|---|---|---|---|---|---|
| ownership | |||||
| Moncler S.p.A. | Milan (Italy) | 51,164,025 EUR | |||
| Industries S.p.A. | Milan (Italy) | 15,000,000 EUR | 100.00% Moncler S.p.A. | ||
| Moncler Deutschland GmbH | Munich (Germany) | 700,000 EUR | 100.00% Industries S.p.A. | ||
| Moncler España S.L. | Madrid (Spain) | 50,000 EUR | 100.00% Industries S.p.A. | ||
| Moncler Asia Pacific Ltd | Hong Kong (China) | 300,000 HKD | 100.00% Industries S.p.A. | ||
| Moncler France S.à.r.l. | Paris (France) | 8,000,000 EUR | 100.00% Industries S.p.A. | ||
| Moncler USA Inc | New York (USA) | 1,000 USD | 100.00% Industries S.p.A. | ||
| Moncler UK Ltd | London (United Kingdom) | 2,000,000 GBP | 100.00% Industries S.p.A. | ||
| Moncler Japan Corporation () (*) | Tokyo (Japan) | 165,792,500 JPY | 60.00% Industries S.p.A. | ||
| Moncler Shanghai Commercial Co. Ltd | Shanghai (China) | 82,483,914 CNY | 100.00% Industries S.p.A. | ||
| Moncler Suisse SA | Chiasso (Switzerland) | 3,000,000 CHF | 100.00% Industries S.p.A. | ||
| Moncler Belgium S.p.r.l. | Bruxelles (Belgium) | 1,800,000 EUR | 100.00% Industries S.p.A. | ||
| Moncler Denmark ApS | Copenhagen (Denmark) | 2,465,000 DKK | 100.00% Industries S.p.A. | ||
| Moncler Holland B.V. | Amsterdam (Holland) | 18,000 EUR | 100.00% Industries S.p.A. | ||
| Moncler Hungary KFT | Budapest (Hungary) | 150,000,000 HUF | 100.00% Industries S.p.A. | ||
| Moncler Istanbul Giyim ve Tekstil Ticaret Ltd. Sti. (*) | Istanbul (Turkey) | 50,000 TRY | 51.00% Industries S.p.A. | ||
| Moncler Sylt Gmbh (*) | Hamm (Germany) | 100,000 EUR | 51.00% Moncler Deutschland GmbH | ||
| 99,99% | Industries S.p.A. | ||||
| Moncler Rus LLC | Moscow (Russian Federation) | 220,000,000 RUB | 0,01% | Moncler Suisse SA | |
| 95,00% | Industries S.p.A. | ||||
| Moncler Brasil Comércio de moda e acessòrios Ltda. | Sao Paulo (Brazil) | 10,000,000 BRL | 5,00% | Moncler USA Inc | |
| Moncler Taiwan Limited | Taipei (China) | 10,000,000 TWD | 100.00% Industries S.p.A. | ||
| Moncler Canada Ltd | Vancouver (Canada) | 1,000 CAD | 100.00% Industries S.p.A. | ||
| Moncler Prague s.r.o. | Prague (Czech Republic) | 200,000 CZK | 100.00% Industries S.p.A. | ||
| White Tech Sp.zo.o. | Katowice (Poland) | 369,000 PLN | 70.00% Industries S.p.A. | ||
| Moncler Shinsegae Inc. (*) | Seoul (South Korea) | 5,000,000,000 KRW | 51.00% Industries S.p.A. | ||
| Moncler Middle East FZ-LLC | Dubai (United Arab Emirates) | 50,000 AED | 100.00% Industries S.p.A. | ||
| Moncler USA Retail LLC | New York (USA) | 15,000,000 USD | 100.00% Moncler USA Inc | ||
| Moncler Singapore PTE, Limited | Singapore | 5,000,000 SGD | 100.00% Industries S.p.A. | ||
| 99,00% | Industries S.p.A. | ||||
| Industries Yield S.r.l. | Bacau (Romania) | 25,897,000 RON | 1,00% | Moncler Deutschland GmbH | |
| Moncler UAE LLC (*) | Abu Dhabi (United Arab Emirates) | 1,000,000 AED | 49.00% Moncler Middle East FZ-LLC | ||
| Moncler Ireland Limited | Dublin (Ireland) | 350,000 EUR | 100.00% Industries S.p.A. | ||
| Moncler Australia PTY LTD | Melbourne (Australia) | 2,500,000 AUD | 100.00% Industries S.p.A. | ||
| 99,00% | Industries S.p.A. | ||||
| Moncler Kazakhstan LLP | Almaty (Kazakhstan) | 250,000,000 KZT | 1,00% | Moncler Rus LLC | |
| Moncler Sweden AB | Stockholm (Sweden) | 1,000,000 SEK | 100.00% Industries S.p.A. | ||
| Moncler Norway AS | Oslo (Norway) | 3,000,000 NOK | 100.00% Industries S.p.A. | ||
| 99,00% | Industries S.p.A. | ||||
| Moncler Mexico, S. de R.L. de C.V. | Mexico City (Mexico) | 33,000,000 MXN | 1,00% | Moncler USA Inc | |
| 99,00% | Industries S.p.A. | ||||
| Moncler Mexico Services, S. de R.L. de C.V. | Mexico City (Mexico) | 11,000,000 MXN | 1,00% | Moncler USA Inc | |
| 99,99% | Industries S.p.A. | ||||
| Moncler Ukraine LLC | Kiev (Ukraine) | 47,367,417 UAH | 0,01% | Moncler Suisse SA |
(*) Fully consolidated (without attribution of interest to third parties)
(**) Share capital value and % of ownership take into consideration the treasury shares held by Moncler Japan Corporation.)
As far as the scope of consolidation is concerned, the following changes occurred during fiscal year 2018 when compared to the prior year:
The breakdown of the main revenue categories from contracts with customers by distribution channel and geographical area is provided below.
Revenues by distribution channel
| (Euro/000) | 2018 | % | 2017 | % |
|---|---|---|---|---|
| Total revenues of which: |
1,420,074 | 100.0% | 1,193,704 | 100.0% |
| Wholesale Retail |
333,622 1,086,452 |
23.5% 76.5% |
301,321 892,383 |
25.2% 74.8% |
Revenue by distribution channels are broken down as follows:
Sales are made through two main distribution channels, wholesale and retail. The retail channel pertains to stores that are directly managed by the Group (free-standing stores, concessions, e-commerce and factory outlet), while the wholesale channel pertains to stores managed by third parties that sell Moncler products either in single-brand spaces (i.e. shop-inshop) or inside multi-brand stores (both physical and online).
In 2018, revenues from the retail distribution channel reached Euro 1,086.5 million compared to Euro 892.4 million in 2017, representing an increase of 21.7%, thanks to an excellent organic growth and to a further development of the network of mono-brand retail stores (DOS).
The wholesale channel recorded revenues of Euro 333.6 million compared to Euro 301.3 million in 2017, an increase of 10.7%, driven by the expansion of the wholesale mono-brand stores network and, in the fourth quarter, by the Spring/Summer (SS) 2019 collections.
Sales are broken down by geographical area as reported in the following table:
| Revenues by region - (Euro/000) | ||||||
|---|---|---|---|---|---|---|
| (Euro/000) | 2018 | % | 2017 | % | Variation % Variation | |
| Italy | 167,820 | 11.8% | 149,349 | 12.5% | 18,471 | 12.4% |
| EMEA, Italy excluded | 407,632 | 28.7% | 352,367 | 29.5% | 55,265 | 15.7% |
| Asia and rest of world | 616,138 | 43.4% | 495,476 | 41.5% | 120,662 | 24.4% |
| Americas | 228,485 | 16.1% | 196,512 | 16.5% | 31,973 | 16.3% |
| Total | 1,420,074 | 100.0% | 1,193,704 | 100.0% | 226,371 | 19.0% |
In Italy revenues rose 12.4%, in acceleration in the fourth quarter, with positive contribution by both the retail and the wholesale channels.
In EMEA, revenues grew 15.7% at constant exchange rates, with double-digit growth in both channels and in the main markets. In the last quarter 2018 Germany and UK continued to outperform driven by outstanding growth in the retail channel. Revenue growth in France, although solid, slowed down in the fourth quarter due to the events that led, on some days in December, to stores' closure in Paris.
In Asia and Rest of the World revenues increased 24.4% notwithstanding the tough comparison base. China's mainland continued to lead the growth in the Region. Japan's growth slowed in the fourth quarter due to a late starting of the winter season. The Group delivered good performances in Korea and in the Rest of Asia despite the difficult comparison base.
In the Americas revenues grew 16.3%, accelerating in the last quarter. Very good results in Canada and in the United States, in both the retail and the wholesale distribution channels.
In 2018, cost of sales grew by Euro 44.0 million (+15.9%) in absolute terms, going from Euro 276.2 million in 2017 to Euro 320.2 million in 2018. This overall growth is due to increased sales volumes and the growth of the retail channel. Cost of sales as a percentage of sales has decreased, going from 23.1% in 2017 to 22.6% in 2018, mainly due to a positive channel mix (the retail channel goes from 74.8% calculated as percentage on total sales in 2017 to 76.5% in 2018).
Selling expenses amount to 428.9 million, increasing Euro 63.8 million between 2017 and 2018, or 30.2% of revenues compared to 30.6% in 2017. The lower incidence, linked to the increase in productivity of the retail network, has been largely driven by the solid organic growth. They mainly include rent costs and concession fees for Euro 216.2 million (183.7 million in 2017), personnel costs for Euro 108.8 million (93.1 million in 2017) and costs for depreciation and amortization for Euro 46.5 million (Euro 40.9 million in 2017).
In 2018, general and administrative expenses amount to Euro 127.8 million, up Euro 19.1 million when compared to last year. This increase reflects the willingness of the management to invest in know-how and processes to face future challenges. General and administrative expenses represent 9.0% of turnover, in line with the previous year.
Also during 2018, the Group continued to invest in marketing in order to support and spread awareness and the prestige of the Moncler brand. In absolute value, marketing expenses go from Euro 79.4% million in 2017 to Euro 99.5 million in 2018, with an absolute change of Euro
20.1 million (+25.3%). The weight of marketing expenses on turnover is equal to 7.0% in 2018 compared to 6.7% in 2017; this increase, in line with management's expectations, is attributable to the decision to increase investments in the Brand also, but not only, due to the launch of Moncler Genius.
The caption stock based compensation in 2018 is equal to Euro 29.6 million and includes the costs related to the stock based compensation plans approved by the Shareholder' Meeting of Moncler on April 23, 2015, on April 20, 2016 and on April 16, 2018 (Euro 23.5 million on 2017).
The description of the stock based compensation plans and the related costs is included in note 10.2.
In 2018, the operating results of the Moncler Group amounted to Euro 414.1 million (Euro 340.9 million in 2017) and as a percentage of revenue amounted to 29.2% (28.6% in 2017).
Operating results, net of stock based compensation, amounted to Euro 443.7 million (Euro 364.4 million in 2017), and 31.2% as a percentage of revenue (30.5% in 2017), up in absolute value by Euro 79.3 million.
In 2018, EBITDA1 increased by Euro 88.6 million (+21.5%), going from Euro 411.6 million (34.5% of revenue) in 2017 to Euro 500.2 million (35.2% of revenue) in 2018. The increase in profitability is mainly linked to the gross margin improvement and to the strict control on selling costs, in particular on the retail division.
| (Euro/000) | 2018 | 2017 | 2018 vs 2017 | % |
|---|---|---|---|---|
| Operating result | 414,098 | 340,877 | 73,221 | 21.5% |
| Stock based compensation | 29,604 | 23,485 | 6,119 | 26.1% |
| Operating result net of stock based | ||||
| compensation | 443,702 | 364,362 | 79,340 | 21.8% |
| Amortization, depreciation and | 56,499 | 47,273 | 9,226 | 19.5% |
| EBITDA | 500,201 | 411,635 | 88,566 | 21.5% |
EBITDA is calculated as follows:
1 EBITDA is not an indicator defined by the reference accounting standards applied by the Group and, therefore, it may be that the methods by which EBITDA is calculated are not comparable with those used by other companies.
Amortisation and depreciation in 2018 amounted to Euro 56.5 million (Euro 47.3 million in 2017) and increased by Euro 9.2 million, in line with the increase of tangible and intangible assets, mainly due to the growth of the retail channel.
The caption is broken down as follows:
| (Euro/000) | 2018 | 2017 |
|---|---|---|
| Interest income and other financial income | 718 | 558 |
| Foreign currency differences - positive | 0 | 0 |
| Total financial income | 718 | 558 |
| Interests expenses and other financial charges | (1,294) | (1,899) |
| Foreign currency differences - negative | (1,334) | (3,841) |
| Total financial expenses | (2,628) | (5,740) |
| Total net | (1,910) | (5,182) |
The income tax effect on the consolidated income statement is as follows:
| (Euro/000) | 2018 | 2017 |
|---|---|---|
| Current income taxes Deferred tax (income) expenses |
(89,397) 9,700 |
(96,794) 10,867 |
| Income taxes charged in the income statement | (79,697) | (85,927) |
The reconciliation between the theoretical tax burden by applying the theoretical rate of the parent company, and the effective tax burden is shown in the following table:
| Reconciliation theoretic-effective tax rate | Taxable | Tax Amount | Tax rate | Taxable | Tax | Tax rate |
|---|---|---|---|---|---|---|
| Amount 2018 | 2018 | 2018 | Amount 2017 | Amount | 2017 | |
| (Euro/000) | ||||||
| Profit before tax | 412,188 | 335,695 | ||||
| Income tax using the Company's theoretic tax rate | (98,925) | 24.0% | (80,567) | 24.0% | ||
| Temporary differences | (9,296) | 2.3% | (10,300) | 3.1% | ||
| Permanent differences | (2,391) | 0.6% | (46) | 0.0% | ||
| Other differences | 21,214 | (5.1%) | (5,881) | 1.8% | ||
| Deferred taxes recognized in the income statement | 9,700 | (2.4%) | 10,867 | (3.2)% | ||
| Income tax at effective tax rate | (79,697) | 19.3% | (85,927) | 25.6% |
The caption other differences in 2018 mainly includes the tax benefit associated with the Patent Box and research and development, IRAP (current) and the other taxes different from IRES.
The following table lists the detail of the main personnel expenses by nature, compared with those of the previous year:
| (Euro/000) | 2018 | 2017 |
|---|---|---|
| Wages and salaries Social security costs Accrual for employment benefits |
(133,667) (21,810) (8,412) |
(111,627) (20,334) (7,591) |
| Total | (163,889) | (139,552) |
Personnel expenses increased by 17.4% when compared to prior year, from Euro 139.6 million in 2017 to Euro 163.9 million in 2018. This increase is mainly due to the growth in directly operated stores and the overall growth of the corporate structure.
The remuneration related to the members of the Board of Directors is commented separately in the related-party section (note 10.1).
The costs relating to the stock based compensation plans, equal to Euro 29.6 million (Euro 23.5 million in 2017) are separately commented in note 10.2.
The following table depicts the number of employees (full-time-equivalent) in 2018 compared to the prior year:
| Average FTE by area | ||||||
|---|---|---|---|---|---|---|
| FTE | 2018 | 2017 | ||||
| Italy | 833 | 723 | ||||
| Other European countries | 1,424 | 1,244 | ||||
| Asia and Japan | 968 | 844 | ||||
| Americas | 277 | 255 | ||||
| Total | 3,502 | 3,066 |
The actual number of employees of the Group as at December 31, 2018 is 4,155 unit (3,498 as at December 31, 2017).
The total number of employees increased principally as a result of the growth in directly operated stores, the expansion of the production site and the overall growth of the corporate structure.
Depreciation and amortization are broken down as follows:
| (Euro/000) | 2018 | 2017 |
|---|---|---|
| Depreciation of property, plant and equipment Amortization of intangible assets |
(44,653) (11,846) |
(37,606) (9,667) |
| Total Depreciation and Amortization | (56,499) | (47,273) |
The increase in both depreciation and amortization is mainly due to investments made in connection with the retail channel development, both related to new openings and to relocations/expansions.
Please refer to comments made in notes 5.1 and 5.3 for additional details related to investments made during the year.
| Brands and other intangible assets | December 31, 2018 | December 31, 2017 | ||
|---|---|---|---|---|
| Gross value | amortization | Net value | Net value | |
| (Euro/000) | and impairment | |||
| Brands | 223,900 | 0 | 223,900 | 223,900 |
| Key money | 56,866 | (31,210) | 25,656 | 30,942 |
| Software | 39,611 | (24,359) | 15,252 | 12,801 |
| Other intangible assets | 9,282 | (6,731) | 2,551 | 2,909 |
| Assets in progress | 1,461 | 0 | 1,461 | 135 |
| Goodwill | 155,582 | 0 | 155,582 | 155,582 |
| Total | 486,702 | (62,300) | 424,402 | 426,269 |
Intangible assets changes are shown in the following tables:
| Gross value Brands and other intangible assets (Euro/000) |
Brands | Key money | Software | Other intangible assets |
Assets in progress and advances |
Goodwill | Total |
|---|---|---|---|---|---|---|---|
| January 1, 2018 | 223,900 | 57,391 | 32,139 | 8,361 | 135 | 155,582 | 477,508 |
| Acquisitions | 0 | 770 | 7,283 | 923 | 1,426 | 0 | 10,402 |
| Disposals | 0 | (1,132) | 0 | 0 | 0 | 0 | (1,132) |
| Translation adjustement | 0 | (163) | 96 | (2) | 0 | 0 | (69) |
| Other movements, including transfers |
0 | 0 | 93 | 0 | (100) | 0 | (7) |
| December 31, 2018 | 223,900 | 56,866 | 39,611 | 9,282 | 1,461 | 155,582 | 486,702 |
| Accumulated amortization and impairment Brands and other intangible assets (Euro/000) |
Brands | Key money | Software | Other intangible assets |
Assets in progress and advances |
Goodwill | Total |
| January 1, 2018 | 0 | (26,449) | (19,338) | (5,452) | 0 | 0 | (51,239) |
| Amortization | 0 | (5,625) | (4,941) | (1,280) | 0 | 0 | (11,846) |
| Disposals | 0 | 1,017 | 0 | 0 | 0 | 0 | 1,017 |
| Translation adjustement | 0 | (153) | (71) | 1 | 0 | 0 | (223) |
| Other movements, including transfers |
0 | 0 | (9) | 0 | 0 | 0 | (9) |
| December 31, 2018 | 0 | (31,210) | (24,359) | (6,731) | 0 | 0 | (62,300) |
| Gross value Brands and other intangible assets (Euro/000) |
Brands | Key money | Software | Other intangible assets |
Assets in progress and advances |
Goodwill | Total |
|---|---|---|---|---|---|---|---|
| January 1, 2017 | 223,900 | 48,468 | 26,703 | 8,109 | 2,427 | 155,582 | 465,189 |
| Acquisitions | 0 | 8,346 | 5,355 | 568 | 101 | 0 | 14,370 |
| Disposals | 0 | 0 | (448) | (321) | 0 | 0 | (769) |
| Translation adjustement | 0 | (923) | (252) | (33) | 0 | 0 | (1,208) |
| Other movements, including transfers |
0 | 1,500 | 781 | 38 | (2,393) | 0 | (74) |
| December 31, 2017 | 223,900 | 57,391 | 32,139 | 8,361 | 135 | 155,582 | 477,508 |
| Accumulated amortization and impairment Brands and other intangible assets (Euro/000) |
Brands | Key money | Software | Other intangible assets |
Assets in progress and advances |
Goodwill | Total |
| January 1, 2017 | 0 | (22,509) | (15,719) | (4,497) | 0 | 0 | (42,725) |
| Depreciation | 0 | (4,458) | (3,926) | (1,283) | 0 | 0 | (9,667) |
| Disposals | 0 | 0 | 178 | 320 | 0 | 0 | 498 |
| Translation adjustement | 0 | 518 | 129 | 8 | 0 | 0 | 655 |
| Other movements, including transfers |
0 | 0 | 0 | 0 | 0 | 0 | 0 |
| December 31, 2017 | 0 | (26,449) | (19,338) | (5,452) | 0 | 0 | (51,239) |
The increase in the caption software pertains to the investments in information technology to support the business and the corporate functions.
No indicators were identified suggesting impairment of the residual carrying amounts.
Please refer to the Directors' report for additional information related to investments made during the year.
The captions Brands, Other intangible fixed assets with an indefinite useful life and Goodwill deriving from previous acquisitions have not been amortised, but have been tested for impairment by management.
The impairment test on the brand was performed by comparing its carrying value with that derived from the discounted cash flow method applying the Royalty Relief Method, based on which the cash flows are linked to the recognition of a royalty percentage applied to revenues that the brand is able to generate.
The recoverable amount of goodwill has been tested based on the "asset side" approach which compares the value in use of the cash-generating unit with the carrying amount of its net invested capital.
For the 2018 measurement, expected cash flows and revenues are based on the 2018-2020 Business Plan approved by the Board of Directors on December 14, 2017, on the 2019 Budget approved by the Board of Directors on December 18, 2018 and on the projection for the years 2020 and 2021 of the main assumptions underlying the two previous documents.
The "g" rate used was 2%.
The discount rate was calculated using the Weighted Average Cost of Capital (WACC), by weighting the expected rate of return on invested capital, net of hedging costs from a sample of companies within the same industry. The calculation took into account fluctuation in the market as compared to the previous year and the resulting impact on interest rates. The weighted average cost of capital (WACC) was calculated at 9.30%.
The results of the sensitivity analysis indicate that the carrying amount of the Moncler brand is in line with the benchmark with a "g" rate = 0% and WACC = 26.7%.
Similarly, the same sensitivity analysis applied to the entire cash-generating unit shows a full recovery considering changes in parameters still higher than those indicated for the brand, showing the wide recoverability of goodwill.
It also shows that the market capitalization of the company, based on the average price of Moncler share in 2018, shows a significant positive difference with respect to the Group net equity, confirming again the value of the goodwill.
| Property, plant and equipments | December 31, 2018 | December 31, 2017 | ||
|---|---|---|---|---|
| (Euro/000) | Gross value depreciation and |
Net value | Net value | |
| Land and buildings | 6,339 | (863) | 5,476 | 2,398 |
| Plant and Equipment | 14,400 | (6,152) | 8,248 | 4,653 |
| Fixtures and fittings | 108,088 | (59,198) | 48,890 | 40,042 |
| Leasehold improvements | 187,319 | (96,855) | 90,464 | 80,035 |
| Other fixed assets | 18,730 | (13,368) | 5,362 | 4,173 |
| Assets in progress | 18,530 | 0 | 18,530 | 6,826 |
| Total | 353,406 | (176,436) | 176,970 | 138,127 |
The change in property, plant and equipment is included in the following tables:
| Gross value Property, plant and equipment (Euro/000) |
Land and buildings |
Plant and Equipment |
Fixtures and fittings |
Leasehold improvements |
Other fixed assets |
Assets in progress and advances |
Total |
|---|---|---|---|---|---|---|---|
| January 1, 2018 | 2,871 | 9,786 | 86,488 | 154,617 | 14,800 | 6,826 | 275,388 |
| Acquisitions | 2,855 | 4,844 | 18,922 | 33,127 | 4,238 | 17,499 | 81,485 |
| Disposals | 0 | (170) | (2,884) | (4,907) | (715) | (1) | (8,677) |
| Translation adjustement | 0 | 7 | 1,324 | 2,943 | 69 | 176 | 4,519 |
| Other movements, including transfers | 613 | (67) | 4,238 | 1,539 | 338 | (5,970) | 691 |
| December 31, 2018 | 6,339 | 14,400 | 108,088 | 187,319 | 18,730 | 18,530 | 353,406 |
| Accumulated depreciation and impairment PPE (Euro/000) |
Land and buildings |
Plant and Equipment |
Fixtures and fittings |
Leasehold improvements |
Other fixed assets |
Assets in progress and advances |
Total |
| January 1, 2018 | (473) | (5,133) | (46,446) | (74,582) | (10,627) | 0 | (137,261) |
| Depreciation | (326) | (1,154) | (14,117) | (25,621) | (3,435) | 0 | (44,653) |
| Disposals | 0 | 146 | 2,407 | 5,156 | 698 | 0 | 8,407 |
| Translation adjustement | 0 | (4) | (1,013) | (1,914) | (52) | 0 | (2,983) |
| Other movements, including transfers | (64) | (7) | (29) | 106 | 48 | 0 | 54 |
As at December 31, 2017
| Gross value Property, plant and equipment (Euro/000) |
Land and buildings |
Plant and Equipment |
Fixtures and fittings |
Leasehold improvements |
Other fixed assets |
Assets in progress and advances |
Total |
|---|---|---|---|---|---|---|---|
| January 1, 2017 | 2,586 | 10,519 | 77,737 | 135,498 | 14,823 | 3,287 | 244,450 |
| Acquisitions | 624 | 2,190 | 16,690 | 31,979 | 1,571 | 6,054 | 59,108 |
| Disposals | (528) | (2,775) | (3,818) | (5,899) | (1,266) | (5) | (14,291) |
| Translation adjustement | (15) | (63) | (5,144) | (8,293) | (280) | (158) | (13,953) |
| Other movements, including transfers | 204 | (85) | 1,023 | 1,332 | (48) | (2,352) | 74 |
| December 31, 2017 | 2,871 | 9,786 | 86,488 | 154,617 | 14,800 | 6,826 | 275,388 |
| Accumulated depreciation and impairment PPE (Euro/000) |
Land and buildings |
Plant and Equipment |
Fixtures and fittings |
Leasehold improvements |
Other fixed assets |
Assets in progress and advances |
Total |
| January 1, 2017 | (283) | (6,936) | (40,774) | (62,402) | (10,130) | 0 | (120,525) |
| Depreciation | (312) | (1,008) | (12,330) | (22,099) | (1,857) | 0 | (37,606) |
| Disposals | 120 | 2,736 | 3,726 | 5,772 | 1,227 | 0 | 13,581 |
| Translation adjustement | 2 | 27 | 2,743 | 4,362 | 155 | 0 | 7,289 |
| Other movements, including transfers | 0 | 48 | 189 | (215) | (22) | 0 | 0 |
The change in property plant and equipment in 2018 shows an increase in the captions plant and equipment, fixtures and fittings, leasehold improvements and assets in progress and advances: these captions are mainly related to the development of the retail network, the expansion/relocation of some important stores and the expansion/automation of the Italian logistics hub.
During the year, no indicators were found requiring impairment testing to be performed on tangible assets.
Please refer to the Directors' report for an analysis of investments made during the year.
Deferred tax assets and deferred tax liabilities are offset only when there is a law within a given tax jurisdiction that provides for such right to offset. The balances were as follows as at December 31, 2018 and December 31, 2017:
| Deferred taxation | ||||||
|---|---|---|---|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 | ||||
| Deferred tax assets | 91,898 | 78,991 | ||||
| Deferred tax liabilities | (70,106) | (68,699) | ||||
| Net amount | 21,792 | 10,292 |
Deferred tax liabilities resulting from temporary differences associated with intangible assets are related to fiscal year 2008 in connection with the allocation of the brand name Moncler resulting from the excess price paid during acquisition.
The change in deferred tax assets and liabilities, without taking into consideration the right of offset of a given tax jurisdiction, is detailed in the following table:
| Deferred tax assets (liabilities) (Euro/000) |
Opening balance - January 1, 2018 |
Taxes charged to the income statement |
Taxes accounted for in Equity |
Effect of currency translation |
Other movements |
Closing balance - December 31, 2018 |
|---|---|---|---|---|---|---|
| Tangible and intangible assets | 5,677 | 1,134 | 0 | 140 | (41) | 6,910 |
| Financial assets | 0 | 0 | 0 | 0 | 0 | 0 |
| Inventories | 59,201 | 7,884 | 0 | 478 | 26 | 67,589 |
| Trade receivables | 4,215 | 1,246 | 0 | 26 | 0 | 5,487 |
| Derivatives | 0 | 0 | 478 | 0 | 0 | 478 |
| Employee benefits | 2,391 | 891 | (16) | 87 | 0 | 3,353 |
| Provisions | 4,399 | 249 | 0 | 166 | 0 | 4,814 |
| Trade payables | 414 | 181 | 0 | 10 | (8) | 597 |
| Other temporary items | 2,574 | 39 | 0 | 51 | 16 | 2,680 |
| Tax loss carried forward | 120 | (11) | 0 | 15 | (134) | (10) |
| Tax assets | 78,991 | 11,613 | 462 | 973 | (141) | 91,898 |
| Tangible and intangible assets | (66,195) | (835) | 0 | (81) | (6) | (67,117) |
| Financial assets | 52 | (1) | 0 | 0 | 0 | 51 |
| Inventories | (633) | 79 | 0 | 0 | (1) | (555) |
| Trade receivables | 0 | 0 | 0 | 0 | 0 | 0 |
| Derivatives | (306) | 0 | 656 | 0 | 0 | 350 |
| Employee benefits | 0 | 0 | 0 | 0 | 0 | 0 |
| Provisions | 0 | 0 | 0 | 0 | 0 | 0 |
| Trade payables | 0 | 0 | 0 | 0 | 0 | 0 |
| Other temporary items | (1,617) | (1,156) | 0 | (62) | 0 | (2,835) |
| Tax loss carried forward | 0 | 0 | 0 | 0 | 0 | 0 |
| Tax liabilities | (68,699) | (1,913) | 656 | (143) | (7) | (70,106) |
| Net deferred tax assets (liabilities) | 10,292 | 9,700 | 1,118 | 830 | (148) | 21,792 |
| Deferred tax assets (liabilities) (Euro/000) |
Opening balance - January 1, 2017 |
Taxes charged to the income statement |
Taxes accounted for in Equity |
Effect of currency translation |
Other movements |
Closing balance - December 31, 2017 |
|---|---|---|---|---|---|---|
| Tangible and intangible assets | 4,841 | 888 | 0 | (178) | 126 | 5,677 |
| Financial assets | 0 | 0 | 0 | 0 | 0 | 0 |
| Inventories | 56,517 | 6,852 | 0 | (4,074) | (94) | 59,201 |
| Trade receivables | 2,739 | 1,334 | 0 | (43) | 185 | 4,215 |
| Derivatives | 0 | 0 | 0 | 0 | 0 | 0 |
| Employee benefits | 1,681 | 837 | 0 | (127) | 0 | 2,391 |
| Provisions | 5,568 | (453) | 0 | (532) | (184) | 4,399 |
| Trade payables | 119 | 94 | 0 | (23) | 224 | 414 |
| Other temporary items | 3,216 | (280) | 0 | (100) | (262) | 2,574 |
| Tax loss carried forward | 1 | 122 | 0 | (3) | 0 | 120 |
| Tax assets | 74,682 | 9,394 | 0 | (5,080) | (5) | 78,991 |
| Tangible and intangible assets | (68,888) | 2,025 | 0 | 664 | 4 | (66,195) |
| Financial assets | 52 | 0 | 0 | 0 | 0 | 52 |
| Inventories | (610) | (27) | 0 | 3 | 1 | (633) |
| Trade receivables | 0 | 0 | 0 | 0 | 0 | 0 |
| Derivatives | (29) | 0 | (160) | 0 | (117) | (306) |
| Employee benefits | (117) | 0 | 0 | 0 | 117 | 0 |
| Provisions | 0 | 0 | 0 | 0 | 0 | 0 |
| Trade payables | (2) | 0 | 0 | 0 | 2 | 0 |
| Other temporary items | (1,359) | (525) | 267 | 1 | (1) | (1,617) |
| Tax loss carried forward | 0 | 0 | 0 | 0 | 0 | 0 |
| Tax liabilities | (70,953) | 1,473 | 107 | 668 | 6 | (68,699) |
| Net deferred tax assets (liabilities) | 3,729 | 10,867 | 107 | (4,412) | 1 | 10,292 |
The taxable amount on which deferred tax assets have been calculated is detailed in the following table:
| Deferred tax assets (Euro/000) |
Taxable Amount 2018 |
Closing balance - December 31, 2018 |
Taxable Amount 2017 |
Closing balance - December 31, 2017 |
|---|---|---|---|---|
| Tangible and intangible assets | 26,883 | 6,910 | 20,665 | 5,677 |
| Inventories | 252,566 | 66,902 | 222,702 | 59,201 |
| Trade receivables | 16,942 | 3,930 | 17,307 | 4,215 |
| Derivatives | 1,992 | 478 | 0 | 0 |
| Employee benefits | 12,240 | 3,354 | 8,676 | 2,391 |
| Provisions | 17,238 | 4,785 | 16,010 | 4,399 |
| Trade payables | 10,245 | 2,869 | 1,583 | 414 |
| Other temporary items | 10,080 | 2,680 | 9,510 | 2,574 |
| Tax loss carried forward | (69) | (10) | 539 | 120 |
| Tax assets | 348,117 | 91,898 | 296,992 | 78,991 |
| Tangible and intangible assets | (246,143) | (67,117) | (242,195) | (66,195) |
| Financial assets | 215 | 51 | 217 | 52 |
| Inventories | (1,989) | (555) | (2,268) | (633) |
| Derivatives | 0 | 350 | (1,274) | (306) |
| Other temporary items | (14,122) | (2,835) | (6,051) | (1,617) |
| Tax liabilities | (262,039) | (70,106) | (251,571) | (68,699) |
| Net deferred tax assets (liabilities) | 86,078 | 21,792 | 45,421 | 10,292 |
As at December 31, 2018 Inventory amounts to Euro 173.1 million (Euro 136.22 as at December 31, 2017) and is broken down as follows:
| Inventory | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Raw materials | 65,365 | 48,695 |
| Work-in-progress | 32,929 | 21,281 |
| Finished products | 178,503 | 150,293 |
| Inventories, gross | 276,797 | 220,269 |
| Obsolescence provision | (103,648) | (84,110) |
| Total | 173,149 | 136,159 |
Inventory (gross amount) increased by approximately Euro 56.5 million, equal to 25.7%, due to the increase in business and largely included raw materials and finished products for the forthcoming seasons.
The obsolescence provision is calculated using management's best estimate based on the season needs and the inventory balance based on passed sales trends through alternative channels and future sales volumes.
| The change in the obsolescence provision is summarized in the following table: | |||||||
|---|---|---|---|---|---|---|---|
| Obsolescence provision - movements (Euro/000) |
January 1, 2018 |
Accrued | Used | Translation Difference |
December 31, 2018 |
|---|---|---|---|---|---|
| Obsolescence provision | (84,110) | (30,208) | 11,607 | (937) | (103,648) |
| Total | (84,110) | (30,208) | 11,607 | (937) | (103,648) |
| Obsolescence provision - movements (Euro/000) |
January 1, 2017 |
Accrued | Used | Translation Difference |
December 31, 2017 |
| Obsolescence provision | (76,031) | (25,047) | 14,347 | 2,621 | (84,110) |
As at December, 31 2018 Trade receivables amount to Euro 155.0 million (Euro 120.73 million as at December, 31 2017) and they are as follows:
2 Taking account of the effects of the application of IFRS 15, the amount of Inventory as at December 31, 2017 would have been Euro 137.5 million.
3 Taking account of the effects of the application of IFRS 15, the amount of trade receivables as at December 31, 2017, would have been Euro 124.3 million.
| Trade receivables | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Trade account receivables | 163,725 | 132,040 |
| Allowance for doubtful debt | (8,290) | (6,929) |
| 4 Allowance for returns and discounts |
(388) | (4,403) |
| Total, net value | 155,047 | 120,708 |
Trade receivables4 are related to the Group's wholesale business and they include balances with a collection time not greater than three months. During 2018 and 2017, there were no concentration of credit risk greater than 10% associated to individual customers. Please refer to note 9.1 for information regarding the exposure of trade receivables to currency risks.
The change in the allowance for doubtful debt and sales return is detailed in the following tables:
| Doubtful debt and sales returns allowance (Euro/000) |
January 1, 2018 |
Other movements |
Accrued | Used | Translation Difference |
December 31, 2018 |
|---|---|---|---|---|---|---|
| Allowance for doubtful debt Allowance for returns and discount |
(6,929) (4,403) |
7 4,046 |
(1,494) 0 |
146 0 |
(20) (31) |
(8,290) (388) |
| Total | (11,332) | 4,053 | (1,494) | 146 | (51) | (8,678) |
| Doubtful debt and sales returns allowance (Euro/000) |
January 1, 2017 |
Other movements |
Accrued | Used | Translation Difference |
December 31, 2017 |
| Allowance for doubtful debt Allowance for returns and discount |
(5,408) (3,659) |
0 0 |
(1,853) (4,469) |
269 3,608 |
63 117 |
(6,929) (4,403) |
| Total | (9,067) | 0 | (6,322) | 3,877 | 180 | (11,332) |
The allowance for doubtful debt was calculated in accordance with management's best estimate based on the ageing of accounts receivable as well as the solvency of the most aged accounts and also taking into consideration any balances turned over into collection proceedings. Trade receivables written down are related to specific balances that were past due and for which collection is uncertain.
As at December 31, 2018 the caption cash on hand and in bank amounts to Euro 546.3 million (Euro 394.1 million as at December 31, 2017) and includes cash and cash equivalents as well as the funds available in banks.
The amount included in the consolidated financial statements represents the fair value at the date of the financial statements. The credit risk is very limited since the other parties are class A financial institutions.
4 With reference to December 31, 2018, the item Allowance for returns and discounts does not include the liabilities for returns as, due to the application of IFRS 15, this item has been reclassified as described in paragraph 2.20.
The consolidated statement of cash flows includes the changes in cash and cash in bank as well as the bank overdrafts.
The following table shows the reconciliation between cash and cash in bank with those included in the consolidated statement of cash flows:
| Cash and cash equivalents included in the Statement of | ||
|---|---|---|
| cash flows | ||
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Cash in hand and at banks | 546,282 | 394,144 |
| Bank overdraft | (14) | 0 |
| Total | 546,268 | 394,144 |
The caption financial current assets refers to the receivables arising from the market valuation of the derivatives on exchange rates hedges.
| Other current and non-current assets | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Prepayments and accrued income - current | 7,227 | 5,269 |
| Other current receivables | 8,908 | 14,015 |
| Other current assets | 16,135 | 19,284 |
| Prepayments and accrued income - non-current | 1,756 | 1,429 |
| Security / guarantees deposits | 27,676 | 22,192 |
| Investments in associated companies | 45 | 0 |
| Other non-current receivables | 474 | 443 |
| Other non-current assets | 29,951 | 24,064 |
| Total | 46,086 | 43,348 |
As at December 31, 2018, prepayments and accrued income current amount to Euro 7.2 million (Euro 5.3 million as at December 31, 2017) and mainly pertain to deferred expenses for rent.
Other current receivables mainly comprise the receivable due from the tax authority for value added tax.
Prepayments and accrued income non-current amount to Euro 1.8 million (Euro 1.4 million as at December 31, 2017) and pertain to prepaid rents that extend over the current year.
Deposits are mostly related to the amounts paid on behalf of the lessee as a guarantee to the lease agreement.
The caption investments in associated companies includes the 45% interest in the company 3B Restaurant S.r.l., which will deal with catering.
There are no differences between the amounts included in the consolidated financial statements and their fair values.
As at December 31, 2018 Trade payables amount to Euro 225.0 million (Euro 167.25 million as at December 31, 2017) and pertain to current amounts due to suppliers for goods and services. These payables pertain to amounts that are payable within the upcoming year and do not include amounts that will be paid after 12 months.
In 2018 and 2017 there are no outstanding positions associated to individual suppliers that exceed 10% of the total value.
There are no differences between the amounts included in the consolidated financial statements and their respective fair values.
Please refer to note 9.1 for an analysis of trade payable denominated in foreign currencies.
| Other current and non-current liabilities | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Deferred income and accrued expenses - current | 2,893 | 4,563 |
| Advances and payments on account to customers | 4,596 | 4,738 |
| Employee and social institutions | 46,163 | 37,661 |
| Tax accounts payable, excluding income taxes | 13,917 | 13,036 |
| Other current payables | 14,989 | 8,026 |
| Other current liabilities | 82,558 | 68,024 |
| Deferred income and accrued expenses - non-current | 15,885 | 12,220 |
| Other non-current liabilities | 15,885 | 12,220 |
| Total | 98,443 | 80,244 |
The caption deferred income and accrued expenses current pertains mainly to accrued expenses on rents.
The caption taxes payable includes mainly value added tax (VAT) and payroll tax withholding.
The caption deferred income and accrued expenses non-current pertains to accrued expenses on rents extending over a year.
5 Taking account of the effects of the application of IFRS 15, the amount of Trade payables as at December 31, 2017 would have been Euro 172.1 million.
Tax assets amount to Euro 11.5 million as at December 31, 2018 (Euro 38.4 million as at December 31, 2017) and mainly refer to the tax credit related to the Patent Box tax relief, net of partial uses.
Tax liabilities amounted to Euro 53.4 million as at December 31, 2018 (Euro 36.7 million as at December 31, 2017). They are recognized net of current tax assets, where the offsetting relates to the same tax jurisdiction and tax system.
| Provision for contingencies and losses (Euro/000) |
January 1, 2018 |
Increase | Decrease | Translation differences |
Other movements |
December 31, 2018 |
|---|---|---|---|---|---|---|
| Tax litigations | 0 | 0 | 0 | 0 | 0 | 0 |
| Other non current contingencies | (4,946) | (3,771) | 1,407 | (167) | 0 | (7,477) |
| Total | (4,946) | (3,771) | 1,407 | (167) | 0 | (7,477) |
| Provision for contingencies and losses (Euro/000) |
January 1, 2017 |
Increase | Decrease | Translation differences |
Other movements |
December 31, 2017 |
| Tax litigations | (8,515) | 0 | 8,515 | 0 | 0 | 0 |
| Other non current contingencies | (3,365) | (2,577) | 826 | 170 | 0 | (4,946) |
| Total | (11,880) | (2,577) | 9,341 | 170 | 0 | (4,946) |
Provision changes are shown in the following table:
The caption other non current contingencies includes costs for restoring stores, costs associated with ongoing disputes and product warranty costs.
The changes in the funds are depicted in the following table:
| Employees pension funds | ||||||
|---|---|---|---|---|---|---|
| (Euro/000) | January 1, 2018 | Increase | Decrease | Translation differences |
Other movements |
December 31, 2018 |
| Pension funds | (3,094) | (534) | 160 | (4) | 68 | (3,404) |
| Agents leaving indemnities | (2,558) | 0 | 0 | 0 | 0 | (2,558) |
| Total | (5,652) | (534) | 160 | (4) | 68 | (5,962) |
| Employees pension funds | ||||||
| (Euro/000) | January 1, 2017 | Increase | Decrease | Translation | Other | December 31, 2017 |
| differences | movements | |||||
| Pension funds | (2,700) | (588) | 151 | 87 | (44) | (3,094) |
| Agents leaving indemnities | (2,558) | 0 | 0 | 0 | 0 | (2,558) |
| Total | (5,258) | (588) | 151 | 87 | (44) | (5,652) |
The pension funds pertain mainly to the Italian entities of the Group. Following the recent welfare reform, beginning on January 1, 2007, the liability has taken the form of a defined contribution plan. Therefore, the amount of pension fund (TFR) accrued prior to the application of the reform and not yet paid to the employees as at the date of the consolidated financial statements is considered as a defined benefit plan, changes in which are shown in the following table:
| Employees pension funds - movements | ||||
|---|---|---|---|---|
| (Euro/000) | December 31, | December 31, | ||
| 2018 | 2017 | |||
| Net recognized liability - opening | (2,288) | (2,192) | ||
| Interest costs | (30) | (49) | ||
| Service costs | (236) | (236) | ||
| Payments | 160 | 151 | ||
| Actuarial Gains/(Losses) | 53 | 38 | ||
| Net recognized liability - closing | (2,341) | (2,288) |
The actuarial valuation of employee termination benefits (TFR) is based on the Projected Unit Credit Cost method. Reported below are the main economic and demographic assumptions utilised for actuarial valuations.
(*) Table ISTAT - resident population
The following table shows the effect of variations, within reasonable limits, in key actuarial assumptions on defined benefit plan obligations at year end.
| Sensitivity analysis | |
|---|---|
| (Euro/000) | Variation |
| Discount rate +0,5% | (113) |
| Discount rate -0,5% | 122 |
| Rate of payments Increases x(1+20%) Rate of payments Decreases x(1-20%) |
(7) 7 |
| Rate of Price Inflation Increases (+0,5%) Rate of Price Inflation Decreases (-0,5%) |
83 (80) |
| Rate of Salary Increases (+0,5%) | 23 |
| Rate of Salary Decreases (-0,5%) | (22) |
| Increase the retirement age (+1 year) | 5 |
| Decrease the retirement age (-1 year) | (5) |
| Increase longevity (+1 year) | 0 |
| Decrease longevity (-1 year) | (0) |
Financial liabilities are detailed in the following table:
| Borrowings | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Bank overdraft | 14 | 0 |
| Short-term portion of long-term bank loans | 0 | 2,098 |
| Other short-term loans | 15,635 | 23,104 |
| Short-term borrowings | 15,649 | 25,202 |
| Long-term borrowings | 80,783 | 67,874 |
| Total | 96,432 | 93,076 |
Short-term borrowings include bank overdraft and, in the caption other short-term loans, mainly the current portion of financial liabilities payable to non-banking third parties.
Long-term borrowings include the portion with a due date greater than a year of financial liabilities payable to non-banking third parties.
The following tables show the break down of the borrowing in accordance with their maturity date:
| Ageing of the financial liabilities | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Within 2 years | 16,328 | 26,251 |
| From 2 to 5 years | 54,587 | 36,182 |
| Beyond 5 years | 9,868 | 5,441 |
| Total | 80,783 | 67,874 |
No new medium/long-term loans were taken out during 2018. The change in short and long terms borrowings reflects the evaluation of the financial liabilities payable to non-banking third parties.
During 2018, the Group wholly reimbursed the medium term unsecured loans (Euro 2.1 million as at December 31, 2017).
Finally, the caption other short-term loans includes also the negative fair value, equal to Euro 4.2 million (negative Euro 1.3 million as at December 31, 2017), related to the contracts to hedge the exchange rate risk. Please refer to note 9.3 for more details.
The net financial position is detailed in the following table:
| Net financial position | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Cash and cash equivalents | 546,282 | 394,144 |
| Other short-term financial receivables | 259 | 3,884 |
| Debts and other current financial liabilities | (15,649) | (25,202) |
| Debts and other non-current financial liabilities | (80,783) | (67,874) |
| Total | 450,109 | 304,952 |
| Net financial position | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| A. Cash in hand | 1,799 | 1,655 |
| B. Cash at banks and cash equivalents | 544,483 | 392,489 |
| C. Available for sale securities | 0 | 0 |
| D. Liquidity (A)+(B)+(C) | 546,282 | 394,144 |
| E .Current financial assets | 259 | 3,884 |
| F. Payable to banks, current | (14) | 0 |
| G. Current portion of long-term debt | 0 | (2,098) |
| H. Other current financial debt | (15,635) | (23,104) |
| I. Current financial debt (F)+(G)+(H) | (15,649) | (25,202) |
| J. Net current financial debt (I)+(E)+(D) | 530,892 | 372,826 |
| K. Payable to bank, non-current | 0 | 0 |
| L. Bonds issued | 0 | 0 |
| M. Other non-current payables | (80,783) | (67,874) |
| N. Non-current financial debt (K)+(L)+(M) | (80,783) | (67,874) |
| O. Net financial debt (J)+(N) | 450,109 | 304,952 |
Net financial position as defined by the CESR Recommendation of February 10, 2005 (referred to by the Consob Communication of July 28, 2006).
Changes in shareholders' equity for 2018 and the comparative period are included in the consolidated statements of changes in equity.
As at December 31, 2018 the subscribed share capital constitute by 255,820,124 shares was fully paid and amounted to Euro 51,164,024.80 with a nominal value of Euro 0.20 per share.
During 2018, Moncler S.p.A. bought 4,100,000 Company shares, equal to 1.6% of the current share capital, for a total amount of Euro 148.6 million. As at December 31, 2018 6,100,000 treasury shares were held, equal to 2.4% of the share capital, for a total value of Euro 182.7 million.
The legal reserve and premium reserve pertain to the parent company Moncler S.p.A.
In 2018 the parent company distributed dividends to the Group Shareholders for an amount of Euro 70.5 million (Euro 45.5 million in 2017).
The increase of the share capital and the share premium reserve arises from the exercise of n. 6,683 vested options (for the same number of shares) in relation to the stock option plan approved by the shareholders meeting of Moncler S.p.A. dated February 28, 2014 at the exercise price of Euro 10.20 per share and from the exercise of n. 1,034,700 vested options (for the same number of shares) in relation to the stock option plan approved by the shareholders meeting of Moncler S.p.A. dated April 23, 2015 at the exercise price of Euro 16.34 per share.
The other changes in shareholders' equity result from the accounting treatment of stock option and performance shares plans.
The change in retained earnings mainly relates to the payment of dividends to shareholders, to the treasury shares purchase and the adjustment to market value of the financial liabilities towards non-banking third parties.
The caption other reserves includes other comprehensive income comprising the exchange rate translation reserve of financial statements reported in foreign currencies, the reserve for hedging interest rate risks and exchange rates risks and the reserve for actuarial gains/losses. The translation reserve includes the exchange differences emerging from the conversion of the financial statements of the foreign consolidated companies; the changes are mainly due to the differences resulting from the consolidation of Japanese, Turkish, Hong Kong and American companies. The hedging reserve includes the effective portion of the net differences accumulated in the fair value of the derivative hedge instruments. Changes to these reserves were as follows:
| Other comprehensive income | Cumulative translation adj. reserve | Other OCI items | ||||
|---|---|---|---|---|---|---|
| (Euro/000) | Value before tax effect |
Tax effect | Value after tax effect |
Value before tax effect |
Tax effect | Value after tax effect |
| Reserve as at January 1, 2017 | 5,273 | 0 | 5,273 | (237) | 42 | (195) |
| Changes in the period | (16,242) | 0 | (16,242) | 687 | (156) | 531 |
| Translation differences of the period | 0 | 0 | 0 | 0 | 0 | 0 |
| Reversal in the income statement of | 0 | 0 | 0 | 0 | 0 | 0 |
| Reserve as at December 31, 2017 | (10,969) | 0 | (10,969) | 450 | (114) | 336 |
| Reserve as at January 1, 2018 | (10,969) | 0 | (10,969) | 450 | (114) | 336 |
| Changes in the period | 4,898 | 0 | 4,898 | (4,693) | 1,118 | (3,575) |
| Translation differences of the period | 0 | 0 | 0 | 0 | 0 | 0 |
| Reversal in the income statement of | 0 | 0 | 0 | 0 | 0 | 0 |
| Reserve as at December 31, 2018 | (6,071) | 0 | (6,071) | (4,243) | 1,004 | (3,239) |
Earning per share for the years ended December 31, 2018 and December 31, 2017 is included in the following table and is based on the relationship between net income attributable to the Group and the average number of shares, net of treasury shares owned.
The diluted earnings per share is in line with the basic earnings per share as at December 31, 2018 as there are no significant dilutive effects arising from stock based compensation plans.
It should be noted that, for the diluted earnings per share calculation, the treasury share method has been applied, prescribed by IAS 33 paragraph 45 for stock-based compensation plans.
| Earnings per share | ||
|---|---|---|
| 2018 | 2017 | |
| Net result of the period (Euro/000) | 332,395 | 249,688 |
| Average number of shares related to parent's Shareholders |
251,473,499 | 252,060,094 |
| Earnings attributable to Shareholders (Unit of Euro) |
1.32 | 0.99 |
| Diluited earnings attributable to Shareholders (Unit of Euro) |
1.31 | 0.98 |
For the purposes of IFRS 8 "Operating Segments", the Group's activity is part of a single operating segment referred to Moncler business.
The Group's commitments pertain mostly to lease agreements related to the location where sales are generated (stores, outlets and showrooms), the location where inventories are stored and the location where the administrative functions are performed.
The table below shows the amount of lease payments still due as at December 31, 2018 for operating leases, identified in accordance with the outcome of the analyses carried out for the purposes of the future application of IFRS 16, in the absence of discounting effects.
| Operating lease commitments - future minimum payments (Euro/000) |
Less than 1 year | Between 1 and 5 years |
Beyond 5 years | Total |
|---|---|---|---|---|
| DOS | 89,291 | 232,868 | 199,308 | 521,467 |
| Outlet | 5,956 | 22,893 | 16,941 | 45,790 |
| Other contracts | 9,025 | 20,519 | 11,403 | 40,947 |
| Total | 104,272 | 276,280 | 227,652 | 608,204 |
As at December 31, 2018 the Group had given the following guarantees:
| Guarantees and bails given | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Guarantees and bails given for the benefit of: | ||
| Third parties/companies | 17,044 | 14,726 |
| Total guarantees and bails given | 17,044 | 14,726 |
Guarantees pertain mainly to lease agreements for the new stores.
As the Group operates globally, it is subject to legal and tax risks which may arise during the performance of its ordinary activities. Based on information available to date, the Group believes that as at the date of the consolidated financial statements, the provisions in consolidated financial statements are adequate to ensure that the consolidated financial statements give a true and fair view of the Group's financial position and results of operations.
The Group's financial instruments include cash and cash equivalents, loans, receivables and trade payables and other current receivables and payables and non-current assets as well as derivatives.
The Group is exposed to financial risks related to its operations: market risk (mainly related to exchange rates and interest rates), credit risk (associated with both regular client relations and financing activities), liquidity risk (with particular reference to the availability of financial resources and access to the credit market and financial instruments) and capital risk.
Financial risk management is carried out by Headquarters, which ensures primarily that there are sufficient financial resources to meet the needs of business development and that resources are properly invested in income-generating activities.
The Group uses derivative instruments to hedge its exposure to specific market risks, such as the risk associated with fluctuations in exchange rates and interest rates, on the basis of the policies established by the Board of Directors.
The Group operates internationally and is exposed to foreign exchange rate risk primarily related to the U.S. Dollar, the Japanese Yen and the Chinese Renminbi and to a lesser extent to the Hong Kong Dollar, the British Pound, Korean Won, Canadian Dollars, the Swiss Franc and Taiwan Dollars.
The Group regularly assesses its exposure to financial market risks and manages these risks through the use of derivative financial instruments, in accordance with its established risk management policies.
The Group's policy permits derivatives to be used only for managing the exposure to fluctuations in exchange rates connected with future cash flows and not for speculative purposes.
During 2018, the Group put in place a policy to hedge the exchange rates risk on transactions with reference to the major currencies to which it is exposed: USD, JPY, CNY, HKD, GBP, KRW, CAD, CHF and TWD.
The instruments used for these hedges are mainly Currency Forward Contracts and Currency Option Contracts.
The Group uses derivative financial instruments as cash flow hedges for the purpose of redetermining the exchange rate at which forecasted transactions denominated in foreign currencies will be accounted for.
Counterparties to these agreements are major and diverse financial institutions.
The exposure of contingent assets and liabilities denominated in currencies is detailed in the following table (the Euro amount of each currency):
| Details of the balances expressed in foreign currency |
December 31, 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Euro/000) | Euro | JP Yen US Dollar CN Yuan | HK | Dollar CH Franc | GB Pound |
KR Won | CD Dollar | Other | Total | ||
| Cash and cash equivalent | 287,503 | 76,497 | 38,733 | 29,281 | 25,111 | 4,956 | 11,993 | 21,239 | 17,023 | 33,946 | 546,282 |
| Financial assets | 259 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 259 |
| Trade receivable | 32,684 | 47,303 | 13,695 | 35,239 | 1,251 | 116 | 6,544 | 11,063 | 2,908 | 4,244 | 155,047 |
| Other current assets | 7,797 | 991 | 586 | 1,538 | 195 | 141 | 1,555 | 301 | 12 | 3,019 | 16,135 |
| Other non-current assets | 5,088 | 5,858 | 3,460 | 3,424 | 7,095 | 484 | 728 | 761 | 578 | 2,475 | 29,951 |
| Total assets | 333,331 130,649 | 56,474 | 69,482 | 33,652 | 5,697 | 20,820 | 33,364 | 20,521 | 43,684 | 747,674 | |
| Trade payables | (155,071) (26,386) (17,379) | (7,940) | (5,107) | (1,220) | (2,715) | (799) | (2,627) | (5,745) | (224,989) | ||
| Borrowings | (4,801) (69,799) | (2) | 0 | 0 | 0 | 0 | (15,771) | 0 | (6,059) | (96,432) | |
| Other current payables | (46,061) | (4,089) | (8,821) | (6,592) | (3,025) | (547) | (4,047) | (5,783) | (711) | (2,882) | (82,558) |
| Other non-current payables | (2,331) | 0 (11,049) | 0 | (687) | 0 | 0 | (652) | (463) | (703) | (15,885) | |
| Total liabilities | (208,264) (100,274) (37,251) (14,532) | (8,819) | (1,767) | (6,762) | (23,005) | (3,801) | (15,389) | (419,864) | |||
| Total, net foreign positions | 125,067 | 30,375 | 19,223 | 54,950 | 24,833 | 3,930 | 14,058 | 10,359 | 16,720 | 28,295 | 327,810 |
| Details of the balances expressed in foreign currency |
December 31, 2017 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (Euro/000) | Euro | JP Yen US Dollar CN Yuan | HK | Dollar CH Franc | GB Pound |
KR Won | CD Dollar | Other | Total | ||
| Cash and cash equivalent | 259,847 | 56,658 | 15,895 | 12,378 | 14,099 | 4,623 | 6,953 | 2,627 | 2,382 | 18,682 | 394,144 |
| Financial assets | 3,884 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 3,884 |
| Trade receivable | 29,281 | 34,149 | 9,056 | 25,719 | 1,252 | 114 | 5,904 | 2,627 | 1,197 | 11,409 | 120,708 |
| Other current assets | 10,294 | 933 | 738 | 2,178 | 57 | 140 | 880 | 67 | 1 | 3,996 | 19,284 |
| Other non-current assets | 3,964 | 4,852 | 3,589 | 2,654 | 4,957 | 469 | 729 | 774 | 600 | 1,476 | 24,064 |
| Total assets | 307,270 | 96,592 | 29,278 | 42,929 | 20,365 | 5,346 | 14,466 | 6,095 | 4,180 | 35,563 | 562,084 |
| Trade payables | (115,042) (17,775) | (8,029) | (8,828) | (5,563) | (756) | (2,968) | (1,215) | (801) | (6,235) | (167,212) | |
| Borrowings | (3,969) (70,886) | 0 | 0 | 0 | 0 | 0 | (11,446) | 0 | (6,775) | (93,076) | |
| Other current payables | (38,720) | (5,014) | (7,096) | (4,970) | (2,517) | (807) | (3,490) | (1,798) | (1,025) | (2,587) | (68,024) |
| Other non-current payables | (1,513) | 0 | (8,658) | 0 | (1,116) | 0 | 0 | (577) | (280) | (76) | (12,220) |
| Total liabilities | (159,244) (93,675) (23,783) (13,798) | (9,196) | (1,563) | (6,458) | (15,036) | (2,106) | (15,673) | (340,532) | |||
| Total, net foreign positions | 148,026 | 2,917 | 5,495 | 29,131 | 11,169 | 3,783 | 8,008 | (8,941) | 2,074 | 19,890 | 221,552 |
At the reporting date, the Group had outstanding hedges for Euro 64.7million (Euro 52.5 million as at December 31, 2017) against receivables still to be collected and outstanding hedges for Euro 133.2 million (Euro 182.8 million as at December 31, 2017) against future revenues. As far as the currency transactions are concerned, it should be noted that a + / -1% change in their exchange rates would have the following effects:
| Details of the transactions expressed in | |||||||
|---|---|---|---|---|---|---|---|
| (Euro/000) | JP Yen US Dollar | CN Yuan HK Dollar | Korean Wong |
GBP | Other | ||
| Effect of an exchange rate increase | |||||||
| amounting to +1% | |||||||
| Revenue | 2,671 | 3,047 | 1,961 | 962 | 1,010 | 1,070 | 1,172 |
| Operating profit | 1,589 | 1,983 | 1,244 | 584 | 622 | 740 | 450 |
| amounting to -1% | |||||||
|---|---|---|---|---|---|---|---|
| Revenue | (2,725) | (3,108) | (2,000) | (982) | (1,031) | (1,092) | (1,195) |
| Operating profit | (1,621) | (2,023) | (1,269) | (595) | (635) | (755) | (459) |
With reference to the provisions of IFRS 13, it should be pointed out that the category of financial instruments measured at fair value are mainly attributable to the hedging of exchange rates risk. The valuation of these instruments is based on the discounting of future cash flows
considering the exchange rates at the reporting date (level 2 as explained in the section related to principles).
The Group's exposure to interest-rate risk is mainly related to cash, cash equivalents and bank loans and it is centrally managed.
During 2018, the Group wholly reimbursed the medium term unsecured loans (Euro 2.1 million as at December 31, 2017), therefore any changes in interest rates at the end of the reporting period would not have significant effects on the result of the year.
As at 31 December 2018, there was no hedging on interest rates, given the limited exposure to financial institutions.
The Group has no significant concentrations of financial assets (trade receivables and other current assets) with a high credit risk. The Group's policies related to the management of financial assets are intended to reduce the risks arising from non solvency of wholesale customers. Sales in the retail channel are made through cash and credit cards. In addition, the amount of loans outstanding is constantly monitored, so that the Group's exposure to bad debts is not significant and the percentage of writeoffs remain low. The maximum exposure to credit risk for the Group at December 31, 2018 is represented by the carrying amount of trade receivables reported in the consolidated financial statements.
As far as the credit risk arising from other financial assets other than trade receivables (including cash and short-term bank deposits) is concerned, the theoretical credit risk for the Group arises from default of the counterparty with a maximum exposure equal to the carrying amount of financial assets recorded in the consolidated financial statements, as well as the nominal value of guarantees given for third parties debts or commitments indicated in note 7 of the Explanatory Notes. The Group's policies limit the amount of credit exposure in different banks.
Liquidity risk arises from the ability to obtain financial resources at a sustainable cost in order for the Group to conduct its daily business operations. The factors that influence this risk are related to the resources generated/absorbed by operating activities, by investing and financing activities and by availability of funds in the financial market.
Following the dynamic nature of the business, the Group has centralized its treasury functions in order to maintain the flexibility in finding financial sources and maintain the availability of credit lines. The procedures in place to mitigate the liquidity risk are as follows:
Management believes that the financial resources available today, along with those that are generated by the current operations will enable the Group to achieve its objectives and to meet its investment needs and the repayment of its debt at the agreed upon maturity date.
It should also be noted, with reference to the provisions of IFRS 13, financial liabilities relating to commitment to purchase minority interests are accounted for at fair value based on valuation models primarily attributable to level 3, as explained in the section related to principles.
It is reported in the following table an analysis of the contractual maturities (including interests), for financial liabilities.
| Contractual cash flows | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Non derivative financial liabilities | Total book value |
Total | 6 months or less 6-12 months | 1-2 years | 2-3 years | 3-4 years | 4-5 years | more than 5 years |
|
| (Euro/000) | |||||||||
| Bank overdraft | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Self-liquidating loans | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Financial debt to third parties | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Unsecured loans | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Contractual cash flows | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Derivative financial liabilities | Total book | more than 5 | |||||||
| value | Total | 6 months or less 6-12 months | 1-2 years | 2-3 years | 3-4 years | 4-5 years | years | ||
| (Euro/000) | |||||||||
| Interest rate swap hedging | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Forward contracts on exchange rate | |||||||||
| hedging | 3,974 | 3,974 | 2,724 | 1,250 | 0 | 0 | 0 | 0 | 0 |
| - Outflows | 4,233 | 4,233 | 2,924 | 1,309 | 0 | 0 | 0 | 0 | 0 |
| - Inflows | (259) | (259) | (200) | (59) | 0 | 0 | 0 | 0 | 0 |
In the management of operating risk, the Group's main objective is to manage the risks associated with the development of business in foreign markets that are subject to specific laws and regulations. The Group has implemented guidelines in the following areas:
As far as the capital management risk is concerned, the Group's objectives are aimed at the going concern issue in order to ensure a fair economic return to shareholders and other stakeholders while maintaining a good rating in the capital debt market. The Group manages
its capital structure and makes adjustments in line with changes in general economic conditions and with the strategic objectives.
Set out below are the transactions with related parties deemed relevant for the purposes of the "Related-party procedure" adopted by the Group.
The "Related-party procedure" is available on the Company's website (www.monclergroup.com, under "Governance/Corporate documents").
Transactions and balances with consolidated companies have been eliminated during consolidation and are therefore not commented here.
During 2018, related-party transactions mainly relate to trading transactions carried out on an arm's length basis with the following parties:
The company Industries S.p.A. adhere to the Parent Company Moncler S.p.A. fiscal consolidation.
Compensation paid to directors, board of statutory auditors and executives with strategic responsibilities
Compensation paid to the members of the Board of Directors in 2018 amounted to Euro 4,979 thousand (Euro 4,868 thousand in 2017).
Compensation paid to the members of the Board of Auditors in 2018 amounted to Euro 164 thousand (Euro 179 thousand in 2017).
In 2018 total compensation paid to executives with strategic responsibilities amounted to Euro 2,940 thousand (Euro 2,818 thousand in 2017).
In 2018 the costs relating to stock option plans (described in note 10.2) referring to members of the Board of Directors and Key management personnel amount to Euro 10,858 thousand (Euro 8,300 thousand in 2017).
The following tables summarize the afore-mentioned related-party transactions that took place during 2018 and the prior year.
| (Euro/000) | Type of relationship | Note December 31, 2018 |
% | December 31, 2017 |
% | |
|---|---|---|---|---|---|---|
| Yagi Tsusho Ltd | Distribution agreement | a | 86,808 | (27.1)% | 65,289 | (23.6)% |
| Yagi Tsusho Ltd | Distribution agreement | a | (99,434) | 31.1% | (74,580) | 27.0% |
| GokseTekstil Kozmetik | ||||||
| Sanayi ic ve dis ticaret limited sirketi |
Service agreement | b | (291) | 0.2% | (238) | 0.2% |
| La Rotonda S.r.l. | Trade transactions | c | 990 | 0.1% | 884 | 0.1% |
| La Rotonda S.r.l. | Trade transactions | d | (163) | 0.0% | (157) | 0.0% |
| Shinsegae International Inc. |
Trade transactions | b | 0 | 0.0% | (5) | 0.0% |
| Shinsegae International Inc. |
Trade transactions | d | 0 | 0.0% | 0 | 0.0% |
| Directors, board of statutory auditors and executives with strategic responsibilities |
Labour services | b | (7,310) | 5.7% | (7,198) | 6.6% |
| Executives with strategic responsibilities |
Labour services | d | (774) | 0.2% | (667) | 0.2% |
| Directors and executives with strategic responsibilities |
Labour services | e | (10,858) | 36.7% | (8,300) | 35.3% |
| Total | (31,032) | (24,972) |
a effect in % based on cost of sales
b effect in % based on general and administrative expenses
c effect in % based on revenues
d effect in % based on selling expenses
e effect in % based on non recurring expenses
| (Euro/000) | Type of relationship | Note | December 31, 2018 |
% | December 31, 2017 |
% |
|---|---|---|---|---|---|---|
| Yagi Tsusho Ltd | Trade payables | a | (17,295) | 7.7% | (9,676) | 5.8% |
| Yagi Tsusho Ltd | Trade receivables | b | 11,757 | 7.6% | 9,674 | 8.0% |
| Gokse Tekstil Kozmetik | ||||||
| Sanayi ic ve dis ticaret | Trade payables | a | (59) | 0.0% | (46) | 0.0% |
| limited sirketi | ||||||
| La Rotonda S.r.l. | Trade receivables | b | 896 | 0.6% | 771 | 0.6% |
| La Rotonda S.r.l. | Trade payables | a | (47) | 0.0% | (120) | 0.1% |
| Directors, board of | ||||||
| statutory auditors and | ||||||
| executives with strategic | Other current liabilities | c | (4,014) | 4.9% | (3,909) | 5.7% |
| responsibilities | ||||||
| Total | (8,762) | (3,306) |
a effect in % based on trade payables
b effect in % based on trade receivables
c effect in % based on other current liabilities
The following tables summarize the weight of related-party transactions on the consolidated financial statements as at and for the years ended December 31, 2018 and 2017:
| (Euro/000) | December 31, 2018 | |||||||
|---|---|---|---|---|---|---|---|---|
| General and | ||||||||
| Selling | administrative | Stock based | ||||||
| Revenue | Cost of sales | expenses | expenses | compensation | ||||
| Total related parties | 990 | (12,626) | (937) | (7,601) | (10,858) | |||
| Total consolidated financial statements | 1,420,074 | (320,232) | (428,864) | (127,794) | (29,604) | |||
| weight % | 0.1% | 3.9% | 0.2% | 5.9% | 36.7% | |||
| (Euro/000) | December 31, 2018 | |||||||
| Trade | Trade | Other current | ||||||
| receivables | Payables | liabilities | ||||||
| Total related parties | 12,653 | (17,401) | (4,014) | |||||
| Total consolidated financial statements | 155,047 | (224,989) | (82,558) | |||||
| weight % | 8.2% | 7.7% | 4.9% | |||||
| (Euro/000) | December 31, 2017 | |||||||
| General and | ||||||||
| Selling | administrative | Stock based | ||||||
| Revenue | Cost of sales | expenses | expenses | compensation | ||||
| Total related parties | 884 | (9,291) | (824) | (7,441) | (8,300) | |||
| Total consolidated financial statements | 1,193,704 | (276,186) | (365,103) | (108,660) | (23,485) | |||
| weight % | 0.1% | 3.4% | 0.2% | 6.8% | 35.3% | |||
| (Euro/000) | December 31, 2017 | |||||||
| Trade | Trade | Other current | ||||||
| receivables | Payables | liabilities | ||||||
| Total related parties | 10,445 | (9,842) | (3,909) | |||||
| Total consolidated financial statements | 120,708 | (167,212) | (68,024) | |||||
| weight % | 8.7% | 5.9% | 5.7% |
The Consolidated Financial Statements at December 31, 2018 reflects the values of the Stock Option Plans approved in 2014 and 2015 and of the Performance Share Plan approved in 2016 and the Performance Share Plan approved in 2018.
With regard to "Top Management and Key People" and "Corporate Structure" stock option plans approved in 2014, please note that:
With regard to stock option plan approved in 2015, please note that:
• As at December 31, 2018 110,300 options are still in circulation, after that, during the year 2018, 1,034,700 options were exercised.
On April 20, 2016, the shareholders' meeting of Moncler approved the adoption of a stock grant plan entitled "2016-2018 Performance Shares Plan" ("2016 Plan") addressed to Executive Directors and/or Key Managers, and/or employees, and/or collaborators, and/or external consultants of Moncler S.p.A. and of its subsidiaries, which have strategically relevant roles or are otherwise capable of making a significant contribution, with a view to pursuing Group's strategic objectives.
The object of the Plan is the free granting of the Moncler shares in case certain performance targets are achieved at the end of the vesting period of 3 years.
The performance targets are expressed base on the earning per share index ("EPS") of the Group in the vesting period, adjusted by the conditions of over/under performance.
The proposed maximum number of shares serving the Plan is equal to No. 3,800,000 resulting from a capital increase and/or from the allocation of treasury shares.
The Plan provides for a maximum of 3 cycles of attribution; the first attribution cycle, approved during 2016, ended with the assignment of 2,856,000 Moncler Rights, the second attribution cycle approved on June 29, 2017 assigned 365,500 Moncler Rights.
As at December 31, 2018 there are still in circulation 2,576,000 rights related to the first cycle of attribution (the effect on the income statement on the year 2018 amounted to Euro 15.5 million) and 341,500 rights related to the second cycle of attribution (the effect on the income statement in the year 2018 amounted to Euro 3.2 million).
On April 16, 2018 the Shareholders' meeting of Moncler approved the adoption of a stock grant plan entitled "2018-2020 Performance Shares Plan" ("2018 Plan") addressed to Executive Directors and/or Key Managers, and/or employees, and/or collaborators, and/or external consultants of Moncler S.p.A. and of its subsidiaries, which have strategically relevant roles or are otherwise capable of making a significant contribution, with a view of pursuing the Group's strategic objectives.
The object of the Plan is the free granting of the Moncler shares in case certain performance targets are achieved at the end of the vesting period of 3 years.
The performance targets are expressed base on the earning per share index ("EPS") of the Group in the vesting period, adjusted by the conditions of over/under performance.
The proposed maximum number of shares serving the Plan is equal to n. 2,800,000 resulting from the allocation of treasury shares.
The Plan provides for a maximum of 3 cycles of attribution; the first attribution cycle, approved during 2018, ended with the assignment of 1,365,531 Moncler Rights.
As at December 31, 2018 there are still in circulation 1,358,429 rights related to the first cycle of attribution. The effect on the income statement on the year 2018 amounted to Euro 9.4 million.
As stated by IFRS 2, these plans are defined as Equity Settled.
For information regarding the plan, please see the company's website, www.monclergroup.com, in the "Governance/Shareholders' Meeting" section.
Following are the financial information of the subsidiaries that have significant minority interests.
| Summary of subsidiary's financial information |
December 31, 2018 | |||||
|---|---|---|---|---|---|---|
| (Euro/000) | Assets | Liabilities | Net equity | Revenues | Profit/(Loss) | Profit/(Loss) attributable to minority |
| White Tech Sp.zo.o. | 260 | 31 | 229 | 153 | 34 | 10 |
| Summary of subsidiary's financial information |
December 31, 2017 | |||||
| (Euro/000) | Assets | Liabilities | Net equity | Revenues | Profit/(Loss) | Profit/(Loss) attributable to minority |
| White Tech Sp.zo.o. | 228 | 26 | 202 | 145 | 42 | 13 |
| Ciolina Moncler SA | 3,123 | 2,847 | 276 | 1,858 | 75 | 37 |
Profit/(Loss) attributable to minority differs from consolidated Profit/(Loss) attributable to minority since the data are presented gross of intercompany eliminations.
| (Euro/000) | White Tech Sp.zo.o. |
|---|---|
| Operating Cash Flow | 40 |
| Free Cash Flow | 37 |
| Net Cash Flow | 32 |
| (Euro/000) | White Tech Sp.zo.o. Ciolina Moncler SA | |
|---|---|---|
| Operating Cash Flow | 70 | 149 |
| Free Cash Flow | 56 | 115 |
| Net Cash Flow | 65 | (92) |
(*) Amounts showed according to the Cash Flow Statements included in the Directors' Report
On May 4, 2018, Moncler Board of Directors, putting into effect the resolutions adopted by the Shareholders' Meeting of April 16, 2018, resolved to implement the stock grant plan denominated "2018-2020 Performance Shares Plan" approved by that Shareholders' Meeting and, as a consequence, approved the plan's implementation regulation and resolved the granting of 1,365,531 shares to 99 beneficiaries, including also Executive Directors and Key Managers of the Group.
The description of the incentive loyalty plans and the related costs are included in note 10.2.
It should be noted that during 2018 the Group did not enter into any atypical and/or unusual transactions.
The following table shows the carrying amount and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy for financial instruments measured at fair value. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
| (Euro/000) | |||||
|---|---|---|---|---|---|
| December 31, 2018 | Current | Non-current | Fair value | Level | |
| Financial assets measured at fair value | |||||
| Interest rate swap used for hedging | - | - | - | ||
| Forward exchange contracts used for hedging | 259 | - | 259 | 2 | |
| Sub-total | 259 | - | 259 | ||
| Financial assets not measured at fair value | |||||
| Trade and other receivables (*) | 155,047 | 27,676 | |||
| Cash and cash equivalents (*) | 546,282 | - | |||
| Sub-total | 701,329 | 27,676 | - | ||
| Total | 701,588 | 27,676 | 259 | ||
| (Euro/000) | |||||
| December 31, 2017 | Current | Non-current | Fair value | Level | |
| Financial assets measured at fair value | |||||
| Interest rate swap used for hedging | - | - | - | ||
| Forward exchange contracts used for hedging | 3,884 | - | 3,884 | 2 | |
| Sub-total | 3,884 | - | 3,884 | ||
| Financial assets not measured at fair value | |||||
| Trade and other receivables (*) | 120,708 | 22,192 | |||
| Cash and cash equivalents (*) | 394,144 | - | |||
| Sub-total | 514,852 | 22,192 | - | ||
| Total | 518,736 | 22,192 | 3,884 | ||
| (Euro/000) | |||||
| December 31, 2018 | Current | Non-current | Fair value | Level | |
| Financial liabilities measured at fair value | |||||
| Interest rate swap used for hedging | - | - - |
2 | ||
| Forward exchange contracts used for hedging | (4,233) | - (4,233) |
2 | ||
| Other financial liabilities | (11,402) | (80,783) | (92,185) | 3 | |
| Sub-total | (15,635) | (80,783) | (96,418) | ||
| Financial liabilities not measured at fair value | |||||
| Trade and other payables (*) | (244,574) | - | |||
| Bank overdrafts (*) | (14) | - | |||
| Short-term bank loans (*) | - | - | |||
| Bank loans (*) | - | - | |||
| Sub-total | (244,588) | - - |
|||
| Total | (260,223) | (80,783) | (96,418) |
| (Euro/000) | ||||
|---|---|---|---|---|
| December 31, 2017 | Current | Non-current | Fair value | Level |
| Financial liabilities measured at fair value | ||||
| Interest rate swap used for hedging | - | - | - | 2 |
| Forward exchange contracts used for hedging | (1,250) | - | (1,250) | 2 |
| Other financial liabilities | (21,854) | (67,874) | (89,728) | 3 |
| Sub-total | (23,104) | (67,874) | (90,978) | |
| Financial liabilities not measured at fair value | ||||
| Trade and other payables (*) | (179,976) | - | ||
| Bank overdrafts (*) | - | - | ||
| Short-term bank loans (*) | - | - | ||
| Bank loans (*) | (2,098) | - | ||
| Sub-total | (182,074) | - | - | |
| Total | (205,178) | (67,874) | (90,978) |
(*) Such items refer to short-term financial assets and financial liabilities whose carrying value is a reasonable approximation of fair value, which was therefore not disclosed.
Fees paid to independent auditors are summarized below:
| Audit and attestation services | ||
|---|---|---|
| (Euro) | Entity that has provided the service |
Fees 2018 |
| Audit | KPMG S.p.A. | 382,508 |
| Network KPMG S.p.A. | 169,952 | |
| Attestation services | KPMG S.p.A. | 38,760 |
| Network KPMG S.p.A. | 2,500 | |
| Other services | KPMG S.p.A. | 53,531 |
| Network KPMG S.p.A. | 85,800 | |
| Total | 733,051 |
Pursuant to the requirements of Law no. 124/2017, in 2018 the company Moncler S.p.A. benefited from Euro 3,957 thousand in tax credit relating to research and development for the years 2015, 2016 and 2017, while the company Industries S.p.A. received employee training grants of Euro 35 thousand from Fondimpresa and Euro 7 thousand from Fondirigenti.
For the purposes of the above requirements and with regard to any other grants received falling among the cases provided for, reference is also made to the specific Italian national register, which can be consulted by the public.
On 16 January 2019, Moncler launched a share buyback program for a maximum of 1,000,000 ordinary shares, equal to 0.4% of share capital, in accordance with the resolution of the Shareholders' Meeting of 16 April 2018. As of that date, Moncler held 6,100,000 Moncler S.p.A. ordinary shares. In implementation of the program completed on 20 February 2019, Moncler held 6,598,603 treasury shares (equal to 2.6% of Moncler share capital).
The consolidated financial statements, comprised of the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of financial position, consolidated statement of changes in equity, consolidated statement of cash flows and explanatory notes to the consolidated financial statements give a true and fair view of the financial position and the results of operations and cash flows and corresponds to the accounting records of the Parent Company and the companies included in the consolidation.
***
On behalf of the Board of Directors of Moncler S.p.A.
Remo Ruffini Chairman and Chief Executive Officer
Income statement
Comprehensive income
Financial position
Changes in equity
Cash flows
General information Significant accounting principles Comments on the income statement Comments on the statement of financial position Commitments and guarantees given Contingent liabilities Information about financial risks Other information Significant events after the reporting date Motion to approve the financial statements and the allocation of the result for the year ended December 31, 2018
Moncler S.p.A. Registered office: Via Stendhal 47, MILAN – ITALY Share capital: Euro 51,164,024.80 fully paid-in – Registration number CCIAA: MI-1763158 Tax code: 04642290961
MONCLER – ANNUAL REPORT AT DECEMBER 31, 2018 128
| Income statement | of which related | of which related | |||
|---|---|---|---|---|---|
| (Euro) | Notes | 2018 | parties (note 8.1) | 2017 | parties (note 8.1) |
| Revenue | 3.1 | 237,564,586 | 236,806,569 | 199,951,147 | 199,217,263 |
| General and administrative expenses | 3.2 | (25,579,858) | (6,326,727) | (21,357,141) | (4,399,324) |
| Marketing expenses | 3.3 | (40,896,990) | (61,906) | (34,261,506) | (46,094) |
| Stock based compensation | 3.4 | (7,250,728) | (4,831,509) | (6,144,043) | (4,115,884) |
| Operating result | 163,837,010 | 138,188,457 | |||
| Financial income | 3.6 | 80,463 | 74,665 | 199,210 | 34,757 |
| Financial expenses | 3.6 | (292,510) | (139,649) | (238,590) | |
| Result before taxes | 163,624,963 | 138,149,077 | |||
| Income taxes | 3.7 | (24,882,762) | (4,895,303) | ||
| Net result | 138,742,201 | 133,253,774 |
| Statement of comprehensive income (Euro) |
Note | 2018 | 2017 |
|---|---|---|---|
| Net profit (loss) for the period | 138,742,201 | 133,253,774 | |
| Gains/(Losses) on fair value of hedge derivatives | 4.15 | 0 | 0 |
| Items that are or may be reclassified to profit | |||
| or loss | 0 | 0 | |
| Actuarial Gains/(Losses) on pension funds | 4.15 | 523 | 36,514 |
| Items that will never be reclassified to profit or | |||
| loss | 523 | 36,514 | |
| Other comprehensive income/(loss), net of tax | 523 | 36,514 | |
| Total Comprehensive income/(loss) | 138,742,724 | 133,290,288 |
| Statement of financial position | of which | of which | |||
|---|---|---|---|---|---|
| December 31, | related parties | December 31, | related parties | ||
| (Euro) | Notes | 2018 | (note 8.1) | 2017 | (note 8.1) |
| Brands and other intangible assets - net | 4.1 | 225,716,448 | 225,869,157 | ||
| Property, plant and equipment - net | 4.3 | 157,200 | 60,346 | ||
| Investments in subsidiaries | 4.4 | 272,523,690 | 250,455,026 | ||
| Other non-current assets | 4.9 | 40,650 | 17,400 | ||
| Deferred tax assets | 4.5 | 459,578 | 1,182,515 | ||
| Non-current assets | 498,897,566 | 477,584,444 | |||
| Trade accounts receivable | 4.6 | 510,969 | 661,732 | ||
| Intra-group accounts receivable | 4.6 | 54,299,770 | 54,299,770 | 45,451,862 | 45,451,862 |
| Income taxes | 4.14 | 0 | 35,225,920 | ||
| Other current assets | 4.9 | 1,582,006 | 2,738,930 | ||
| Other current assets intra-group | 4.9 | 7,512,663 | 7,512,663 | 0 | |
| Intra-group financial receivables | 4.8 | 9,797,715 | 9,797,715 | 42,456,202 | 42,456,202 |
| Cash and cash equivalent | 4.7 | 1,299,721 | 1,330,225 | ||
| Current assets | 75,002,844 | 127,864,871 | |||
| Total assets | 573,900,410 | 605,449,315 | |||
| Share capital | 4.15 | 51,164,025 | 50,955,748 | ||
| Premium reserve | 4.15 | 171,593,981 | 154,827,093 | ||
| Other reserve | 4.15 | 114,372,729 | 170,870,380 | ||
| Net result | 4.15 | 138,742,201 | 133,253,774 | ||
| Equity | 475,872,936 | 509,906,995 | |||
| Employees pension fund | 4.12 | 995,413 | 822,218 | ||
| Deferred tax liabilities | 4.5 | 64,860,580 | 64,580,989 | ||
| Non-current liabilities | 65,855,993 | 65,403,207 | |||
| Short-term borrowings | 4.13 | 84,387 | 0 | ||
| Intra-group short-term borrowings | 4.13 | 0 | 0 | ||
| Trade accounts payable | 4.10 | 17,412,133 | 20,528,578 | ||
| Intra-group accounts payable | 4.10 | 2,287,854 | 2,287,854 | 348,044 | 348,044 |
| Income taxes | 4.14 | 6,762,876 | 1,260,022 | ||
| Other current liabilities | 4.11 | 5,624,231 | 2,155,504 | 5,473,249 | 2,219,456 |
| Other current liabilities intra-group | 4.11 | 0 | 2,529,220 | 2,529,220 | |
| Current liabilities | 32,171,481 | 30,139,113 | |||
| Total liabilities and equity | 573,900,410 | 605,449,315 |
| Statement of changes in equity | Share capital |
Premium reserve |
Legal reserve | Other comprehensive |
Other reserves IFRS 2 reserve |
Retained earnings |
Result of the period |
Net Equity | |
|---|---|---|---|---|---|---|---|---|---|
| (Euro) | Notes | income | |||||||
| Shareholders' equity at January 1, 2017 | 4.15 | 50,042,945 | 109,186,923 | 10,300,000 | (145,112) | 26,659,632 | 96,137,537 | 81,544,489 | 373,726,414 |
| Allocation of Last Year Result | 0 | 0 | 0 | 0 | 0 | 81,544,489 | (81,544,489) | 0 | |
| Share capital and reserves increase | 912,803 | 45,640,170 | 0 | 0 | 0 | 0 | 0 | 46,552,973 | |
| Reclassification | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Dividends | 0 | 0 | 0 | 0 | 0 | (45,490,615) | 0 | (45,490,615) | |
| Other movements in Equity | 0 | 0 | 0 | 36,514 | 23,157,125 | (21,329,190) | 0 | 1,864,449 | |
| Result of the period | 0 | 0 | 0 | 0 | 0 | 0 | 133,253,774 | 133,253,774 | |
| Shareholders' equity at December 31, 2017 | 4.15 | 50,955,748 | 154,827,093 | 10,300,000 | (108,598) | 49,816,757 | 110,862,221 | 133,253,774 | 509,906,995 |
| Shareholders' equity at January 1, 2018 | 4.15 | 50,955,748 | 154,827,093 | 10,300,000 | (108,598) | 49,816,757 | 110,862,221 | 133,253,774 | 509,906,995 |
| Allocation of Last Year Result | 0 | 0 | 0 | 0 | 0 | 133,253,774 | (133,253,774) | 0 | |
| Share capital and reserves increase | 208,277 | 16,766,888 | 0 | 0 | 0 | 0 | 0 | 16,975,165 | |
| Reclassification | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
| Dividends | 0 | 0 | 0 | 0 | 0 | (70,464,120) | 0 | (70,464,120) | |
| Other movements in Equity | 0 | 0 | 0 | 523 | 29,285,256 | (148,573,084) | 0 | (119,287,305) | |
| Result of the period | 0 | 0 | 0 | 0 | 0 | 0 | 138,742,201 | 138,742,201 | |
| Shareholders' equity at December 31, 2018 | 4.15 | 51,164,025 | 171,593,981 | 10,300,000 | (108,075) | 79,102,013 | 25,078,791 | 138,742,201 | 475,872,936 |
| of which | of which | |||
|---|---|---|---|---|
| Statement of cash flow | 2018 | related parties | 2017 | related parties |
| (Euro) | (note 8.1) | (note 8.1) | ||
| Cash flow from operating activities | ||||
| Net result of the period | 138,742,201 | 133,253,774 | ||
| Depreciation and amortization | 1,077,000 | 936,926 | ||
| Net financial (income)/expenses | 212,047 | 39,380 | ||
| Other non cash (income)/expenses | 7,216,592 | 5,817,931 | ||
| Income tax expenses | 24,882,762 | 4,895,303 | ||
| Changes in trade receivables - (Increase)/Decrease | (8,697,145) | (8,847,908) | 8,053,367 | 8,491,614 |
| Changes in trade payables - Increase/(Decrease) | (1,176,635) | 1,939,810 | 1,870,772 | (14,683) |
| Changes in other current assets/liabilities | 1,191,338 | (63,952) | 2,075,150 | (61,500) |
| Cash flow generated/(absorbed) from operating activities | 163,448,160 | 156,942,603 | ||
| Interest paid | (175,942) | (181,407) | ||
| Interest received | 80,463 | 54,850 | ||
| Income tax paid | (435,418) | (59,344,613) | ||
| Income tax received from fiscal consolidation | 7,235,301 | 0 | ||
| Changes in other non-current assets/liabilities | 157,242 | 137,779 | ||
| Net cash flow from operating activities (a) | 170,309,806 | 97,609,212 | ||
| Cash flow from investing activities | ||||
| Purchase of tangible and intangible fixed assets | (1,021,145) | (643,777) | ||
| Net cash flow from investing activities (b) | (1,021,145) | (643,777) | ||
| Cash flow from financing activities | ||||
| Repayment of borrowings | 0 | (24,000,000) | ||
| Changes in intercompany short term borrowings | 32,742,874 | 32,658,487 | (52,854,924) | (52,854,924) |
| Transaction related to equity | (148,573,084) | (21,329,191) | ||
| Dividends paid to shareholders | (70,464,120) | (45,490,615) | ||
| Share Capital and reserves increase | 16,975,165 | 46,552,974 | ||
| Net cash flow from financing activities (c) | (169,319,165) | (97,121,756) | ||
| Net increase/(decrease) in cash and cash equivalents (a)+(b)+(c) | (30,504) | (156,321) | ||
| Cash and cash equivalents at the beginning of the period | 1,330,225 | 1,486,546 | ||
| Net increase/(decrease) in cash and cash equivalents | (30,504) | (156,321) | ||
| Cash and cash equivalents at the end of the period | 1,299,721 | 1,330,225 |
On behalf of the Board of Directors
Remo Ruffini
Chairman and Chief Executive Officer
Moncler S.p.A. (the "Company" or "Moncler") is a company established and domiciled in Italy, with its registered office located at Via Stendhal 47 Milan, Italy, and registration number of 04642290961.
The Company is de facto indirectly controlled by Remo Ruffini through Ruffini Partecipazioni Holding S.r.l., a company incorporated under the Italian law, wholly owned by Remo Ruffini. Ruffini Partecipazioni Holding S.r.l. controls Ruffini Partecipazioni S.r.l., a company incorporated under the Italian law, which, as at December 31, 2018, holds 26.2% of the share capital of Moncler S.p.A.
It is the parent company for the Moncler Group (hereinafter referred to as the "Group") comprising Industries S.p.A., the Italian subsidiary, and 35 other subsidiaries.
The Company's principal activities are the study, design, production and distribution of clothing for men, women and children and related accessories under the Moncler brand name.
The Moncler Group companies run their businesses in accordance with the guidelines and the strategies set up by Moncler's Board of Directors.
The Company also prepares the consolidated financial statements and the Management Report in a single document as permitted by. 40/2 bis, letter. B Legislative Decree 127/91.
The 2018 separate financial statements ("financial statements") have been prepared in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and endorsed by the European Union. IFRS also includes all International Accounting Standards ("IAS") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"), previously known as the Standing Interpretations Committee ("SIC").
The financial statements include the statement of financial position, the income statement, the statement of comprehensive income, the statement of changes in equity, the statement of cash flows and the explanatory notes to the financial statements.
The Company presents its income statement by destination, the method that is considered most representative for the business at hand. This method is in fact consistent with the internal reporting and management of the business.
With reference to the statement of financial position, a basis of presentation has been chosen which makes a distinction between current and non-current assets and liabilities, in accordance with the provisions of paragraph 60 and thereafter of IAS 1.
The statement of cash flows is prepared under the indirect method.
The financial statements have been prepared on the historical cost basis except for the measurement of certain financial instruments (i.e. derivative measured at fair value in accordance with IFRS 9) and on a going concern basis.
The financial statements are presented in Euro thousand, which is the functional currency of the markets where the Company mainly operates.
The explanatory notes have been prepared in thousands of Euros unless stated otherwise.
The preparation of the financial statements and the related explanatory notes in conformity with IFRS requires that management make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the reporting date. The actual results could differ from those estimates.
The estimates and underlying assumptions are reviewed periodically and any variations are reflected in the income statement in the period in which the estimate is revised if the revision affects only that period or even in subsequent periods if the revision affects both current and future periods.
In the event that management's estimate and judgment had a significant impact on the amounts recognized in the financial statements or in case that there is a risk of future adjustments on the amounts recognized for assets and liabilities in the period immediately after the reporting date, the following notes will include the relevant information.
The estimates pertain mainly to the following captions of the consolidated financial statements:
Management periodically reviews non-current assets, assets held for sale and investments in subsidiaries for impairment if events or changes in circumstances indicate that the carrying amount may not be recoverable. When a review for impairment is conducted, the recoverable amount is estimated based on the present value of future cash flows expected to derive from the asset or from the sale of the asset itself, at a suitable discount rate.
When the recoverable amount of a non-current asset is less than its carrying amount, an impairment loss is recognized immediately in the income statement and the carrying amount is reduced to its recoverable amount determined based on value-in-use calculation or its sale's value in an arm's length transaction, with reference to the most recent Group business plan.
The bad debt provision represents management's best estimate of the probable loss for unrecoverable trade receivables. For a description of the criteria applied to estimate the bad debt provision, please refer to paragraph 2.6 Financial instruments - Trade receivables and other current and non-current receivables.
The Company is subject to income taxes in numerous jurisdictions. Judgment is required in determining the provision for income taxes in each territory. The Company recognizes deferred tax assets when it is expected that they will be realised within a period that is consistent with management estimate and business plans.
The Group could be subject to legal and tax litigations arising in the countries where it operates. Litigation is inevitably subject to risk and uncertainties surrounding the events and circumstances associated with the claims and associated with local legislation and jurisdiction. In the normal course of business, management requests advice from the Group legal consultants and tax experts. The recognition of a provision is based on management's best estimate when an outflow of resources is probable to settle the obligation and the amount can be reliably estimated. In those circumstances where the outflow of resources is possible or the amount of the obligation cannot be reliably measured, the contingent liabilities are disclosed in the notes to consolidated financial statements.
The accounting principles set out below have been applied consistently for fiscal year 2018 and the prior year.
Property, plant and equipment are stated at acquisition or manufacturing cost, not revalued net of accumulated depreciation and impairment losses ("impairment"). Cost includes original purchase price and all costs directly attributable to bringing the asset to its working condition for its intended use.
Depreciation of property, plant and equipment is calculated and recognized in the income statement on a straight-line basis over the estimated useful lives as reported in the following table:
| Category | Depreciation period |
|---|---|
| Land | No depreciation |
| Buildings | From 25 to 33 years |
| Plant and equipment | From 8 to 12 years |
| Fixtures and fittings | From 5 to 10 years |
| Electronic machinery and equipment | From 3 to 5 years |
| Leasehold improvements | Lower between lease period and useful life of improvements |
| Other fixed assets | Depending on market conditions generally within the expected utility to the entity |
Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will take ownership of the asset by the end of the lease term.
Depreciation methods, useful lives and residual value are reviewed at each reporting period and adjusted if appropriate.
Gains and losses on the disposal of property, plant and equipment represent the difference between the net proceeds and net book value at the date of sale. Disposals are accounted for when the relevant transaction becomes unconditional.
Brands
Separately acquired brands are shown at historical cost. Brands acquired in a business combination are recognized at fair value at the acquisition date.
Brands have a indefinite useful life and are carried at cost less accumulated impairment. Brands are not amortized but subject to impairment test performed annually or more frequently if events or changes in circumstances indicate that the carrying value may not be recoverable.
For further details please refer to note 2.5 "Impairment of non-financial assets".
Software (including licenses and separately identifiable external development costs) is capitalized as intangible asset at purchase price, plus any directly attributable cost of preparing that asset for its intended use. Software and other intangible assets that are acquired by the Group and have definite useful lives are measured at cost less accumulated amortization and accumulated impairment losses.
Intangible assets with a definite useful life are amortized on a straight line basis over their estimated useful lives as described in the following table:
| Category | Depreciation period |
|---|---|
| License rights | Based on market conditions within the licence period or legal limits to use the assets |
| Software | From 3 to 5 years |
| Other intangible assets | Based on market conditions generally within the period of control over the asset |
Non-current assets available for sale and discontinued operations are classified as available for sale when their values are recoverable mainly through a probable sale transaction. In such conditions, they are valued at the lower of their carrying value or fair value, net of cost to sell if their value is mainly recoverable through a sale transaction instead of continued use.
Discontinued operations are operations that:
In the income statement, non-current assets held for sale and disposal groups that meet the requirements of IFRS 5 to be defined as "discontinued operations", are presented in a single caption that includes both gains and losses, as well as losses or gains on disposal and the related tax effect. The comparative period is subsequently restated in accordance with IFRS 5.
As far as the financial position is concerned, non-current assets held for sale and disposal groups that meet the requirements of IFRS 5 are reclassified as current assets and liabilities in the period in which such requirements arise. The comparative financial statements are not restated nor reclassified.
Investments in subsidiaries, associates and others are accounted for as follows:
The Company recognizes dividends from subsidiaries, associates and others in its income statement when the right to receive such dividends has materialized.
On an annual basis, the Company tests for impairment property, plant and equipment and intangible assets with a definite useful life. Whenever events or changes in circumstance indicate that the carrying amount may not be recoverable, an impairment loss is recognized for the amount by which the carrying amount exceeds its recoverable amount.
Assets with an indefinite useful life are not subject to amortization and are tested annually or more frequently for impairment, whenever events or changes in circumstance indicate that the carrying amount may not be recoverable.
When the recoverable amount for individual asset cannot be reliably estimated, the Company determines the recoverable amount of the cash-generating unit to which the asset belongs. The recoverable amount is the higher of an asset's fair value less costs to sell and value-in-use. The Group determines the value in use as the present value of future cash flows expected to be derived from the asset or from the cash-generating unit, gross of tax effects, by applying an appropriate discount rate that reflects market time value of money and the risks inherent to the asset. An impairment loss is recognized for the amount by which the carrying amount exceeds its recoverable amount.
With the exception of impairment losses recognized on goodwill, when the circumstances that led to the loss no longer exist, the carrying amount of the asset is increased to its recoverable amount and cannot exceed the carrying amount that would have been determined had there been no loss in value. The reversal of an impairment loss is recognized immediately in the income statement.
Trade receivables and debt securities issued are recognised when they are originated. All other financial assets and liabilities are initially recognised at the trade date, i.e., when the Company becomes a contractual party to the financial instrument.
Except for trade receivables that do not comprise a significant financing component, financial assets are initially measured at fair value plus or minus, in the case of financial assets or liabilities not measured at FVTPL, the transaction costs directly attributable to the acquisition or issue of the financial asset. At the time of initial recognition, trade receivables that do not have a significant financing component are valued at their transaction price.
On initial recognition, a financial asset is classified based on its valuation: at amortised cost, at fair value through other comprehensive income (FVOCI) and at fair value through profit/(loss) for the period (FVTPL).
Financial assets are not reclassified after initial recognition, unless the Company changes its business model for managing financial assets. In that case, all the financial assets concerned are reclassified on the first day of the first reporting period following the change in business model.
A financial asset shall be measured at amortised cost if both of the following conditions are met and if it is not designated at FVTPL:
At the time of subsequent measurement, assets belonging to this category are valued at amortised cost, using the effective interest rate. The effects of measurement are recognised among the financial income components. These assets are also subject to the impairment model described in the paragraph Trade receivables, financial assets and other current and non-current receivables.
A financial asset shall be measured at FVOCI if both of the following conditions are met and if it is not designated at FVTPL:
On initial recognition of a security not held for trading, the Company may make an irrevocable choice to present subsequent changes in fair value in the other components of the comprehensive income statement. This choice is made for each asset.
At the time of subsequent measurement, the measurement made at the time of recognition is updated and any changes in fair value are recognised in the statement of comprehensive income. As for the category above, these assets are subject to the impairment model described in the paragraph Trade receivables, financial assets and other current and non-current receivables.
All financial assets not classified as valued at amortised cost or at FVOCI, as indicated above, are valued at FVTPL. All derivative financial instruments are included. On initial recognition, the Company may irrevocably designate the financial asset as measured at fair value through profit/(loss) for the period if this eliminates or significantly reduces a misalignment in accounting that would otherwise result from measuring the financial asset at amortised cost or at FVOCI.
At the time of subsequent measurement, financial assets measured at FVTPL are valued at fair value. Gains or losses arising from changes in fair value are recognised in the consolidated income statement in the period in which they are recognised under financial income/expenses.
Financial assets are derecognised from the financial statements when the contractual rights to receive cash flows from them expire, when the contractual rights to receive cash flows from a transaction in which all the risks and rewards of ownership of the financial asset are materially transferred or when the Company neither transfers nor retains materially all the risks and rewards of ownership of the financial asset and does not retain control of the financial asset.
Financial liabilities are classified as valued at amortised cost or at FVTPL. A financial liability is classified at FVTPL when it is held for trading, it represents a derivative or is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and any changes, including interest expense, are recognised in profit or loss for the period. Other financial liabilities are measured at amortised cost using the effective interest method. Interest expense and exchange rate gains/(losses) are recognised in profit or loss for the period, as are any gains or losses from derecognition.
The Company's financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable, other current and non-current assets and liabilities, investments, borrowings and derivative financial instruments.
Cash and cash equivalents include cash and short-term deposits held with banks and most liquid assets that are readily convertible into cash and that have insignificant risk of change in value. Bank overdrafts are recorded under current liabilities on the Company's statement of financial position.
Trade and other receivables generated when the Company provides money, goods or services directly to a third party are classified as current assets, except for items with maturity dates greater than twelve months after the reporting date.
Receivables are valued if they have a fixed maturity, at amortised cost calculated using the effective interest method. When financial assets do not have a fixed maturity, they are valued at cost. Receivables with a maturity of over one year, which are non-interest bearing or which accrue interest below market rates, are discounted using market rates.
The financial assets listed above are valued based on the impairment model introduced by IFRS 9 or by adopting an expected loss model, replacing the IAS 39 framework, which is typically based on the valuation of the incurred loss.
For trade receivables, the Company adopts the so-called simplified approach, which does not require the recognition of periodic changes in credit risk, but rather the accounting of an Expected Credit Loss ("ECL") calculated over the entire life of the credit (so-called lifetime ECL).
In particular, the policy implemented by the Company provides for the stratification of trade receivables based on the days past due and an assessment of the solvency of the counterparty and applies different write-down rates that reflect the relative expectations of recovery. The Company then applies an analytical valuation of impaired receivables based on a debtor's reliability and ability to pay the due amounts.
The value of receivables is shown in the statement of financial position net of the related bad debt provision. Write-downs made in accordance with IFRS 9 are recognised in the consolidated income statement net of any positive effects associated with reversals of impairment.
Trade and other payables arise when the Company acquires money, goods or services directly from a supplier. They are included in current liabilities, except for items with maturity dates greater than twelve months after the reporting date.
Payables are stated, at initial recognition, at fair value, which usually comprises the cost of the transaction, inclusive of transaction costs. Subsequently, they are stated at amortized cost using the effective interest method.
The classification of financial liabilities has not changed since the introduction of IFRS 9. Amounts due to banks and other lenders are initially recognised at fair value, net of directly attributable incidental costs, and are subsequently measured at amortised cost, applying the effective interest rate method. If there is a change in the expected cash flows, the value of the liabilities is recalculated to reflect this change on the basis of the present value of the new expected cash flows and the internal rate of return initially determined. Amounts due to banks and other lenders are classified as current liabilities, unless the Company has an unconditional right to defer their payment for at least 12 months after the reference date. Loans are classified as non-current when the company has an unconditional right to defer payments for at least twelve months from the reporting date.
Consistent with the provisions of IFRS 9, derivative financial instruments may be accounted for using hedge accounting only when:
the hedge ratio defined in the hedging relationship is met, including through rebalancing actions, and is consistent with the risk management strategy adopted by the Company.
A derivative instrument is designated as fair value hedge when it hedges the exposure to changes in fair value of a recognized asset or liability, that is attributable to a particular risk and could affect profit or loss. The gain or loss on the hedged item, attributable to the hedged risk, adjusts the carrying amount of the hedged item and is recognized in the consolidated income statement.
When a derivative financial instrument is designated as a hedging instrument for exposure to variability in cash flows, the effective portion of changes in fair value of the derivative financial instrument is recognised among the other components of the comprehensive income statement and stated in the cash flow hedge reserve. The effective portion of changes in fair value of the derivative financial instrument that is recognised in the other components of the comprehensive income statement is limited to the cumulative change in the fair value of the hedged instrument (at present value) since the inception of the hedge. The ineffective portion of changes in fair value of the derivative financial instrument is recognised immediately in the profit/(loss) for the period.
If the hedge ceases to meet the eligibility criteria or the hedging instrument is sold, matures or is exercised, hedge accounting ceases prospectively. When hedge accounting for cash flow hedges ceases, the accrued amount in the cash flow hedge reserve remains in equity until, in the case of a hedge of a transaction that results in the recognition of a non-financial asset or non-financial liability, it is included in the cost of the non-financial asset or non-financial liability on initial recognition or, in the case of other cash flow hedges, it is reclassified in profit or loss for the period in the same period or periods in which the hedged expected future cash flows affects profit/(loss) for the period.
If no more hedged future cash flows are expected, the amount shall be reclassified immediately from the cash flow hedge reserve and the reserve for hedging costs to profit/(loss) for the period.
If hedge accounting cannot be applied, gains or losses arising from the fair value measurement of a derivative financial instrument are immediately recognised in income statement.
Short-term employee benefits, such as wages, salaries, social security contributions, paid leave and annual leave due within twelve months of the statement of financial position date and all other fringe benefits are recognised in the year in which the service is rendered by the employee.
Benefits granted to employees which are payable on or after the termination of employment through defined benefit and contribution plans are recognised over the vesting period.
Defined benefit schemes are retirement plans determined based on employees' remuneration and years of service.
The Company's obligation to contribute to employees' benefit plans and the related current service cost is determined by using an actuarial valuation defined as the projected unit credit method. The cumulative net amount of all actuarial gains and losses are recognised in equity within other comprehensive income.
With reference to defined benefit plans, the increase in present value of the defined benefit obligation for employee service in prior periods (past service cost) is accounted as an expense on a straight-line basis over the average period until the benefits become vested.
The amount recognised as a liability under the defined benefit plans is the present value of the related obligation, taking into consideration expenses to be recognised in future periods for employee service in prior periods.
Contribution made to a defined contribution plan is recognised as an expense in the income statement in the period in which the employees render the related service.
Up to December 31, 2006 Italian employees were eligible to defined benefit schemes referred as post-employment benefit ("TFR"). With the act n. 296 as of December 27, 2006 and subsequent decrees ("Pension Reform") issued in early 2007, the rules and the treatment of TFR scheme were changed. Starting from contribution vested on or after January 1, 2007 and not yet paid at the reporting date, referring to entities with more than 50 employees, Italian postemployment benefits is recognised as a defined contribution plan. The contribution vested up to December 31, 2006 is still recognised as a defined benefit plan and accounted for using actuarial assumptions.
The fair value at grant date of the incentives granted to employees in the form of share-based payments that are equity settled is usually included in expenses, with a matching increase in equity, over the period during which the employees obtain the incentives rights. The amount recognized as an expense is adjusted to reflect the actual number of incentives for which the continued service conditions are met and the achievement of non-market conditions, so that the final amount recognized as an expense is based on the number of incentives that fulfill these conditions at the vesting date. In case the incentives granted as share-based payments whose conditions are not to be considered to maturity, the fair value at the grant date of the share-based payment is measured to reflect such conditions. With reference to the non-vesting conditions, any differences between amounts at the grant date and the actual amounts will not have any impact on the financial statements.
The fair value of the amount payable to employees related to share appreciation rights, settled in cash, is recognized as an expense with a corresponding increase in liabilities over the period during which the employees unconditionally become entitled to receive the payment. The liability is measured at year-end and the settlement date based on the fair value of the share appreciation rights. Any changes in the fair value of the liability are recognized in profit or loss for the year.
Provisions for risks and charges are recognised when the Company has a present legal or constructive obligation as a result of past events, for which it is probable that an outflow of resources will be required to settle the obligation and where the amount of the obligation can be reliably estimated.
Changes in estimates are recognised in the income statement in the period in which they occur.
Based on the five-step model introduced by IFRS 15, the Group recognises revenues after identifying the contracts with its clients and the related services to be provided (transfer of goods and/or services), determining the consideration which it believes it is entitled to in exchange for the provision of each of these services, and assessing the manner in which these services are provided (at a given time or over time). Variable components of the consideration are recognised in the financial statements only when it is highly probable that there will be no significant adjustment to the amount of revenue recognised in the future.
Royalties received from licensee are accrued as earned on the basis of the terms of the relevant royalty agreement which is typically based on sales volumes.
Borrowing costs are recognized on an accrual basis taking into consideration interest accrued on the net carrying amount of financial assets and liabilities using the effective interest rate method.
Tax expense recognised in the consolidated income statement represents the aggregate amount related to current tax and deferred tax.
Current tax is determined in accordance with enforced rules established by local tax authorities. Current taxes are recognised in the consolidated income statement for the period, except to the extent that the tax arises from transactions or events which are recognised directly either in equity or in other comprehensive income.
Deferred tax liabilities and assets are determined based on temporary taxable or deductible differences arising between the tax bases of assets and liabilities and their carrying amounts in the Company's financial statements. Current and deferred tax assets and liabilities are offset when income taxes are levied by the same tax authority and when there is a legally enforceable right to offset the amounts.
Deferred tax liabilities and assets are determined using tax rates that have been enacted by the reporting date and are expected to be enforced when the related deferred income tax asset is realised or the deferred tax liability is settled. Deferred tax assets and liabilities are not discounted.
Deferred tax assets recognised on tax losses and on deductible differences are recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised.
The amounts included in the financial statements of each Group company are prepared using the currency of the country in which the company conducts its business.
Foreign currency transactions are recorded at the exchange rate in effect at the transaction date. The assets and liabilities denominated in foreign currencies at the reporting date are translated at the exchange rate prevailing at that date. Exchange differences arising from the conversion or settlement of these items due to different rates used from the time of initial recognition are recorded in the income statement.
IFRS 13 is the only point of reference for the fair value measurement and related disclosures when such an assessment is required or permitted by other standards. Specifically, the principle defines fair value as the consideration received for the sale of an asset or the amount paid to settle a liability in a regular transaction between market participants at the measurement date. In addition, the new standard replaces and provides for additional disclosures required in relation to fair value measurements by other accounting standards, including IFRS 7.
IFRS 13 establishes a hierarchy that classifies within different levels the inputs used in the valuation techniques necessary to measure fair value. The levels, presented in a hierarchical order, are as follows:
Accounting standards, amendments and interpretations effective from January 1, 2018
On May 28, 2014 the IASB published a document which requires an entity to recognise revenue at the time the control of goods or services is transferred to the customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for these goods or services. The new revenue recognition model sets out a process in five steps:
The new standard also requires additional disclosures regarding the nature, amount, timing and uncertainty of the revenue and cash flows arising from these contracts with customers. The IASB expects to adopt it from 2018, while the European Union endorsed it on September 22, 2016. Furthermore, on April 12, 2016 the IASB published amendments to the standard: Clarifications to IFRS 15 "Revenue from Contracts with Customers", which are also applicable as from January 1, 2018. These amendments are aimed at clarifying the procedures to identify an
entity as a "Principal" or as an "Agent" and to establish whether revenue from licences must be deferred throughout the term thereof.
The Company has applied IFRS 15 retroactively with a cumulative effect as at the date of first application (i.e. January 1, 2018). Therefore, information relating to 2017 has not been restated and is presented according to IAS 18, IAS 11 and relevant interpretations.
There are no significant effects deriving from IFRS 15 adoption.
IFRS 9 - Financial Instruments, published by the IASB in July 2014 and endorsed by the European Union in November 2016, replaced IAS 39 - Financial Instruments with effect from 1 January 2018: Recognition and measurement. IFRS 9 introduces new criteria for the classification and measurement of financial assets and liabilities, a new model for calculating the impairment of financial assets and new provisions for the accounting of hedging transactions (hedge accounting).
IFRS 9 was applied by the Company retrospectively at the date of initial application, availing itself of the relief from restating comparative periods, as provided for by the standard.
The adoption of IFRS 9 did not have a significant impact on the Company's financial statements and did not entail the need to recognise adjustments to the consolidated statement of financial position at the date of initial application of the standard.
IFRS 9 classifies financial assets into three main categories: at amortised cost, at fair value through other comprehensive income (FVOCI) and at fair value through profit/(loss) for the period (FVTPL). The classification required by the standard is usually based on the entity's business model for the management of financial assets and on the characteristics of the contractual cash flows of the financial asset. The categories provided for by IAS 39, i.e., held-tomaturity, loans and receivables and available for sale, have been eliminated. According to IFRS 9, derivatives embedded in contracts where the primary element is a financial asset falling within the scope of the standard shall never be separated. The hybrid instrument is examined as a whole for classification.
IFRS 9 essentially maintains the requirements of IAS 39 for the classification and measurement of financial liabilities.
The adoption of IFRS 9 did not have a significant effect on the measurement criteria applied by the Company to financial assets and liabilities.
According to IFRS 9, the write-down of the financial assets shown in the financial statements at amortised cost must be calculated according to an Expected Loss method, replacing the provisions of IAS 39, which was typically based on the measurement of the incurred losses. Based on the analyses carried out, the Company deemed that there is no need to recognise adjustments to the consolidated statement of financial position at the date of initial application
of the standard. In particular, with reference to trade receivables, the Company has confirmed its policy of making allocations to the bad debt provision as the calculation method applied substantially reflects the Expected Credit Losses.
The Company does not currently carry out hedging transactions, therefore the application of the standard did not have an impact at the date of first application.
At the date when these annual financial statements were prepared, the European Union's competent authorities concluded the approval process needed for the adoption of the accounting standards and amendments described below. With reference of the applicable principles, the Company has decided not to exercise the option of the early adoption, if applicable.
On January 13, 2016, the IASB published the new standard IFRS 16 Leases, which replaces IAS 17. This standard was endorsed by the European Union, with its publication on November 9, 2017. IFRS 16 is effective for financial statements commencing on or after 1 January 2019. The new standard eliminates the difference in the recognition of operating and finance leases, even despite elements that simplify its adoption, and introduces the concept of control in the definition of a lease. To determine whether a contract is a lease, IFRS 16 establishes that the contract must convey the right to control the use of an identified asset for a given period of time. Early adoption is permitted for entities that also adopt IFRS 15 "Revenue from contracts with customers".
The Company has estimated that the adoption of IFRS 16 on 1 January 2019 will not have a significant impact on the financial statements, as the Company does not have significant commitments arising from lease agreements, as referred to in note 5.1 "Commitments" of this document.
The Company intends to apply IFRS 16 from the date of first application (i.e., January 1, 2019) using the modified retrospective method. Therefore, the cumulative effect of the adoption of IFRS 16 will be recognised as an adjustment to the opening balance of retained earnings at January 1, 2019, without restating comparative periods. In compliance with this method, the intention is to use the practical expedient that allows the adoption of the new definition of leasing not only at the time of the transition to the new standard, but also to all contracts entered into prior to January 1, 2019 that had already been identified as leases in accordance with IAS 17 and IFRIC 4. Moreover, as also provided for under the possible options, it will not be applied to contracts with a duration of less than 12 months and an amount below the thresholds indicated in the standard.
The assessment of the impacts deriving from the entry into force of this standard is currently being completed. Based on the current level of analysis of the contracts, the Company
estimates that the application of the standard, using the method indicated above, will result in the recognition of financial debt of approximately Euro 300 thousand.
Amendments to IFRS 4 were issued by the IASB on September 12th, 2016, with the effective date being expected on January 1st, 2018. The amendments were intended to address concerns about the application of IFRS 9 on financial instruments before the introduction of the new insurance contract standards.
In addition, at the date of these financial statements the competent bodies of the European Union had not yet completed their endorsement process for the following accounting standards and amendments:
| Document title | Issue date by IASB | Effective from |
|---|---|---|
| Standards | ||
| IFRS 14 Regulatory Deferral Accounts | January, 2014 | (Note 1) |
| IFRS 17 Insurance Contracts | May, 2017 | January 1, 2021 |
| Amendments | ||
| Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28) |
September, 2014 | Deferred until the completion of IASB's equity method project |
| Long-term Interests in Associates and Joint Ventures (Amendments to IAS 28) |
October, 2017 | January 1, 2019 |
| Annual Improvements to IFRS Standards (2015-2017 Cycle) |
December, 2017 | January 1, 2019 |
| Plan Amendment, Curtailment or Settlement (Amendments to IAS 19) |
February, 2018 | January 1, 2019 |
| Amendments to References to the Conceptual Framework in IFRS Standards |
March, 2018 | January 1, 2020 |
| Definition of business (Amendments to IFRS 3) |
October, 2018 | January 1, 2020 |
| Definition of material (Amendments to IAS 1 and IAS 8) |
October, 2018 | January 1, 2020 |
(Note 1) IFRS 14 became effective on 1 January 2016, but the European Commission decided to stop the approval process pending the new accounting standard on "rate-regulated activities".
The Company will comply with these new standards and amendments based on their relevant effective dates when endorsed by the European Union and it will evaluate their potential impacts on the financial statements.
The company's revenues mainly include royalty income from the use of Moncler trademark and management fees.
The increase of Euro 37,613 thousand when compared to the prior year is due to greater business volume.
General and administrative expenses primarily include designing and product development expenses in the amount of Euro 9,134 thousand (Euro 5,635 thousand in 2017), the personnel expenses of other functions in the amount of Euro 5,923 thousand (Euro 5,423 thousand in 2017), legal, financial and administrative expenses in the amount of Euro 1,710 thousand (Euro 1,791 thousand in 2017), directors' fees in the amount of Euro 4,254 thousand (Euro 4,254 thousand in 2017), auditing and attestation service, statutory auditors expenses, costs for supervisory body and internal audit in the amount of Euro 418 thousand (Euro 423 thousand in 2017).
Marketing expenses amount to Euro 40,897 thousand (Euro 34,262 thousand in 2017) and are mostly made up of expenses related to media-plan and events.
The caption stock based compensation in 2018 amounted to Euro 7,251 thousand and includes the costs incurred for the stock option and performance shares plans approved by the Shareholders' Meeting of Moncler on April 23, 2015, on April 20, 2016 and on April 16, 2018 (Euro 6,144 thousand in 2017).
The description of the incentive loyalty schemes and the related costs are included in note 8.2.
The total personnel expenses, included under general and administrative expenses, amounted to Euro 7,383 thousand (Euro 6,352 thousand in 2017) including social security contribution of Euro 1,552 thousand (Euro 1,476 thousand in 2017) and leaving indemnity expenses of Euro 370 thousand (Euro 315 thousand in 2017).
The average number of FTE ("full-time-equivalent") in 2018 is 66 (56 in 2017).
In 2018 depreciation and amortization amount to Euro 1,077 thousand (Euro 937 thousand in 2017).
The caption is broken down as follows:
| (Euro/000) | 2018 | 2017 |
|---|---|---|
| Interest income and other financial income | 80 | 55 |
| Dividends | 0 | 0 |
| Foreign currency differences - positive | 0 | 145 |
| Gain from investments | 0 | 0 |
| Total financial income | 80 | 200 |
| Interests expenses and bank charges Foreign currency differences - negative |
(187) (105) |
(239) 0 |
| Total financial expenses | (292) | (239) |
| Total net | (212) | (39) |
The caption interest expenses and bank charges mainly refers to the interests accrued on the correspondent account with the subsidiary Industries S.p.A.
In 2018 and 2017 the company has not received dividends.
The tax impact on the income statement is detailed as follows:
| (Euro/000) | 2018 | 2017 |
|---|---|---|
| Current income taxes Deferred tax (income) expenses |
(23,887) (996) |
(4,015) (880) |
| Income statement | (24,883) | (4,895) |
The caption current income taxes in 2017 was affected by the recording of the tax credit, equal to Euro 34 million, relating to the agreement signed with the Italian Revenue Agency for access to the Patent Box tax relief for the years 2015, 2016 and 2017; the same caption in 2018 is affected by the recording of the tax credit relating to the Patent Box tax relief for 2018 only and to the research and development for the years 2015, 2016 and 2017.
The reconciliation between the theoretical tax burden by applying the theoretical rate of the parent company, and the effective tax burden is shown in the following table:
| Reconciliation theoretic-effective tax rate (Euro/000) |
Taxable Amount 2018 |
Tax Amount 2018 |
Tax rate 2018 |
Taxable Amount 2017 |
Tax Amount 2017 |
Tax rate 2017 |
|---|---|---|---|---|---|---|
| Profit before tax | 163,625 | 138,149 | ||||
| Income tax using the Company's theoretic tax rate | (39,270) | 24.0% | (33,156) | 24.0% | ||
| Temporary differences | (127) | (0.1)% | (76) | 0.1% | ||
| Permanent differences | (272) | (0.2)% | 97 | (0.1)% | ||
| Other differences | 14,786 | 9.0% | 28,240 | (20.4)% | ||
| Income tax at effective tax rate | (24,883) | 15.2% | (4,895) | 3.5% |
The caption other differences in 2017 and in 2018 mainly refers to the recognition of the above mentioned tax credit relative to the Patent Box tax relief and to the current IRAP and in 2018 also for the tax credit related to the research and development.
| Brands and other intangible assets | 2018 | 2017 | |||
|---|---|---|---|---|---|
| Gross value | depreciation and | Net value | Net value | ||
| (Euro/000) | impairment | ||||
| Brands | 223,900 | 0 | 223,900 | 223,900 | |
| Software | 434 | (405) | 29 | 42 | |
| Other intangible assets | 6,175 | (4,388) | 1,787 | 1,927 | |
| Assets in progress | 0 | 0 | 0 | 0 | |
| Total | 230,509 | (4,793) | 225,716 | 225,869 |
Intangible assets changes for the years 2018 and 2017 are shown in the following tables:
| Gross value Brands and other intangible assets (Euro/000) |
Brands | Software | Other intangible assets |
Assets in progress and advances |
Total |
|---|---|---|---|---|---|
| January 1, 2018 | 223,900 | 433 | 5,256 | 0 | 229,589 |
| Acquisitions | 0 | 1 | 919 | 0 | 920 |
| Disposals | 0 | 0 | 0 | 0 | 0 |
| Impairment | 0 | 0 | 0 | 0 | 0 |
| Other movements, including transfers | 0 | 0 | 0 | 0 | 0 |
| December 31, 2018 | 223,900 | 434 | 6,175 | 0 | 230,509 |
| Accumulated amortization Brands and other intangible assets (Euro/000) |
Brands | Software | Other intangible assets |
Assets in progress and advances |
Total |
| January 1, 2018 | 0 | (391) | (3,329) | 0 | (3,720) |
| Depreciation | 0 | (14) | (1,059) | 0 | (1,073) |
| Disposals | 0 | 0 | 0 | 0 | 0 |
| Other movements, including transfers | 0 | 0 | 0 | 0 | 0 |
| December 31, 2018 | 0 | (405) | (4,388) | 0 | (4,793) |
| Gross value Brands and other intangible assets (Euro/000) |
Brands | Software | Other intangible assets |
Assets in progress and advances |
Total |
|---|---|---|---|---|---|
| January 1, 2017 | 223,900 | 496 | 4,650 | 38 | 229,084 |
| Acquisitions | 0 | 16 | 568 | 0 | 584 |
| Disposals | 0 | (79) | 0 | 0 | (79) |
| Impairment | 0 | 0 | 0 | 0 | 0 |
| Other movements, including transfers | 0 | 0 | 38 | (38) | 0 |
| December 31, 2017 | 223,900 | 433 | 5,256 | 0 | 229,589 |
| Accumulated amortization Brands and other intangible assets (Euro/000) |
Brands | Software | Other intangible assets |
Assets in progress and advances |
Total |
| January 1, 2017 | 0 | (459) | (2,405) | 0 | (2,864) |
| Depreciation | 0 | (11) | (924) | 0 | (935) |
| Disposals | 0 | 79 | 0 | 0 | 79 |
| Other movements, including transfers | 0 | 0 | 0 | 0 | 0 |
| December 31, 2017 | 0 | (391) | (3,329) | 0 | (3,720) |
The increase in the caption other intangible assets mainly refer to the brand registration expenses.
The Moncler brand, which has an indefinite useful life, has not been amortized, but has been tested for impairment by management.
The impairment test on the brand was performed by comparing its carrying value with that derived from the discounted cash flow method applying the Royalty Relief Method, based on which the cash flows are linked to the recognition of a royalty percentage applied to the revenues that the brand is able to generate.
For the 2018 measurement, expected cash flows and revenues are based on the 2018-2020 Business Plan approved by the Board of Directors on December 14, 2017, on the 2019 Budget approved by the Board of Directors on December 18, 2018 and on the projection for the years 2020 and 2021 of the main assumptions underlying the two previous documents.
The "g" rate used was 2%.
The discount rate was calculated using the weighted average cost of capital ("WACC"), by weighting the expected rate of return on invested capital, net of hedging costs from a sample of companies within the same industry. The calculation took into account fluctuation in the market as compared to the previous year and the resulting impact on interest rates. The cost of capital (WACC) was calculated at 9.3%.
The results of the sensitivity analysis indicate that the carrying amount of the Moncler brand is in line with the benchmark with a "g" rate = 0% and WACC = 26.7%.
| Property, plant and equipment | 2017 | |||
|---|---|---|---|---|
| Gross value | depreciation and | Net value | Net value | |
| (Euro/000) | ||||
| Land and buildings | 0 | 0 | 0 | 0 |
| Plant and Equipment | 5 | (5) | 0 | 0 |
| Fixtures and fittings | 0 | 0 | 0 | 0 |
| Leasehold improvements | 4 | 0 | 4 | 0 |
| Other fixed assets | 201 | (109) | 92 | 3 |
| Assets in progress | 61 | 0 | 61 | 57 |
| Total | 271 | (114) | 157 | 60 |
The changes in property, plant and equipment from for 2018 and 2017 is included in the following tables:
As at December 31, 2018
| Gross value Property, plant and equipment (Euro/000) |
Land and buildings |
Plant and Equipment |
Fixtures and fittings |
Leasehold improvements |
Other fixed assets |
Assets in progress and advances |
Total |
|---|---|---|---|---|---|---|---|
| January 1, 2018 | 0 | 5 | 0 | 0 | 108 | 57 | 170 |
| Discontinued operations | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Acquisitions | 0 | 0 | 0 | 4 | 93 | 4 | 101 |
| Disposals | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Other movements, including transfers | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| December 31, 2018 | 0 | 5 | 0 | 4 | 201 | 61 | 271 |
| Accumulated depreciation (Euro/000) |
Land and buildings |
Plant and Equipment |
Fixtures and fittings |
Leasehold improvements |
Other fixed assets |
Assets in progress and advances |
Total |
| January 1, 2018 | 0 | (5) | 0 | 0 | (105) | 0 | (110) |
| Discontinued operations | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Depreciation | 0 | 0 | 0 | 0 | (4) | 0 | (4) |
| Disposals | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Other movements, including transfers | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| December 31, 2018 | 0 | (5) | 0 | 0 | (109) | 0 | (114) |
As at December 31, 2017
| Gross value Property, plant and equipment (Euro/000) |
Land and buildings |
Plant and Equipment |
Fixtures and fittings |
Leasehold improvements |
Other fixed assets |
Assets in progress and advances |
Total |
|---|---|---|---|---|---|---|---|
| January 1, 2017 | 0 | 5 | 0 | 7 | 138 | 0 | 150 |
| Discontinued operations | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Acquisitions | 0 | 0 | 0 | 0 | 2 | 57 | 59 |
| Disposals | 0 | 0 | 0 | (7) | (32) | 0 | (39) |
| Other movements, including transfers | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| December 31, 2017 | 0 | 5 | 0 | 0 | 108 | 57 | 170 |
| Accumulated depreciation and impairment PPE (Euro/000) |
Land and buildings |
Plant and Equipment |
Fixtures and fittings |
Leasehold improvements |
Other fixed assets |
Assets in progress and advances |
Total |
| January 1, 2017 | 0 | (5) | 0 | (7) | (135) | 0 | (147) |
| Discontinued operations | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Depreciation | 0 | 0 | 0 | 0 | (2) | 0 | (2) |
| Disposals | 0 | 0 | 0 | 7 | 32 | 0 | 39 |
| Other movements, including transfers | 0 | 0 | |||||
| 0 | 0 | 0 | 0 | 0 |
| Investments in subsidiaries | % ownership | Carrying amount | |||
|---|---|---|---|---|---|
| (Euro/000) | Country | December 31, 2018 |
December 31, 2017 |
December 31, 2018 |
December 31, 2017 |
| Industries S.p.A. | Italia | 100% | 100% | 272,524 | 250,455 |
| Total | 272,524 | 250,455 |
Investments in subsidiaries are detailed in the following table:
Financial information related to the subsidiaries are detailed in the following table:
| Summary of subsidiary's financial information |
December 31, 2018 | ||||
|---|---|---|---|---|---|
| (Euro/000) | Assets | Liabilities | Net equity | Revenues | Profit/(Loss) |
| Industries S.p.A. | 861,779 | 294,551 | 567,228 | 859,310 | 145,195 |
| Total | 861,779 | 294,551 | 567,228 | 859,310 | 145,195 |
| Summary of subsidiary's financial information |
December 31, 2017 | ||||
| (Euro/000) | Assets | Liabilities | Net equity | Revenues | Profit/(Loss) |
| Industries S.p.A. | 664,445 | 258,295 | 406,150 | 724,735 | 75,389 |
| Total | 664,445 | 258,295 | 406,150 | 724,735 | 75,389 |
With reference to Industries S.p.A., it should be noted that the investment carrying value includes also the higher value recognized during its acquisition and attributable to the goodwill entirely allocated to Moncler business. At the reporting date, management found that there was no risk of impairment of the carrying amount, however lower than the net equity of the subsidiary, is fully recoverable given the positive performance of Moncler business and the current outlook; these assumptions are also supported by the impairment test performed on the consolidated cash generating unit of the Moncler business described in the consolidated financial statements of the Moncler Group. The increase of the carrying value of the investment arises from the accounting treatment of the stock option plans and performance shares adopted by the Company and described in note 8.2.
Furthermore, the market capitalization of the Company, based on the average price of Moncler share in 2018, shows a positive difference with respect to the net equity, indirectly confirming the value of the goodwill attributable to the Moncler business.
Please refer to the consolidated financial statements for a complete list of the Group companies directly and indirectly controlled by the Company.
Deferred tax assets and deferred tax liabilities are offset only when there is a law within a given tax jurisdiction which provides for such right to offset. The balances were as follows as at December 31, 2018 and December 31, 2017:
| Deferred taxation | ||
|---|---|---|
| December 31, | December 31, | |
| (Euro/000) | 2018 | 2017 |
| Deferred tax assets | 460 | 1,183 |
| Deferred tax liabilities | (64,861) | (64,581) |
| Net amount | (64,401) | (63,398) |
Changes in deferred tax assets and deferred tax liabilities are detailed in the following table:
| Deferred tax assets (liabilities) (Euro/000) |
Opening balance - January 1, 2018 |
Taxes charged to the income statement |
Taxes accounted for in Equity |
Other movements |
Closing balance - December 31, 2018 |
|---|---|---|---|---|---|
| Employee benefits | 26 | 0 | (6) | 0 | 20 |
| Other temporary items | 1,157 | (716) | 0 | (1) | 440 |
| Tax assets | 1,183 | (716) | (6) | (1) | 460 |
| Intangible assets | (62,167) | (280) | 0 | 0 | (62,447) |
| Financial assets | (2,414) | 0 | 0 | 0 | (2,414) |
| Tax liabilities | (64,581) | (280) | 0 | 0 | (64,861) |
| Net deferred tax assets (liabilities) | (63,398) | (996) | (6) | (1) | (64,401) |
| Deferred tax assets (liabilities) (Euro/000) |
Opening balance - January 1, 2017 |
Taxes charged to the income statement |
Taxes accounted for in Equity |
Other movements |
Closing balance - December 31, 2017 |
| Employee benefits | 24 | 0 | 2 | 0 | 26 |
| Other temporary items | 1,564 | (409) | 0 | 2 | 1,157 |
| Tax assets | 1,588 | (409) | 2 | 2 | 1,183 |
| Intangible assets Financial assets |
(61,696) (2,414) |
(471) 0 |
0 0 |
0 0 |
(62,167) (2,414) |
| Tax liabilities | (64,110) | (471) | 0 | 0 | (64,581) |
The taxable amount on which deferred tax have been calculated is detailed in the following table:
| Deferred tax assets (liabilities) (Euro/000) |
Taxable Amount 2018 |
Closing balance - December 31, 2018 |
Taxable Amount 2017 |
Closing balance - December 31, 2017 |
|---|---|---|---|---|
| Employee benefits | 83 | 20 | 111 | 26 |
| Other temporary items | 1,832 | 440 | 4,428 | 1,157 |
| Tax assets | 1,915 | 460 | 4,539 | 1,183 |
| Intangible assets | (223,818) | (62,447) | (222,816) | (62,167) |
| Financial assets | (10,064) | (2,414) | (10,064) | (2,414) |
| Tax liabilities | (233,882) | (64,861) | (232,880) | (64,581) |
| Net deferred tax assets (liabilities) | (231,967) | (64,401) | (228,341) | (63,398) |
The caption other temporary items mainly refers to the costs incurred for the listing process and to the Directors' remunerations.
| Trade receivables (Euro/000) |
December 31, 2018 December 31, 2017 | |
|---|---|---|
| Trade receivables, third parties | 511 | 669 |
| Trade receivables, intra-group | 54,300 | 45,452 |
| Provision for impairment | 0 | (7) |
| Total, net value | 54,811 | 46,114 |
Trade receivables are originated from the marketing and communication operations of the Company related to the brand development and Group operations and are mostly considered intercompany transactions.
There are no trade receivables with a due date greater than five years. There is no difference between the book value and the fair value of trade receivables.
Trade receivables from Group companies mainly related to the receivable from the subsidiary Industries S.p.A. resulting from the royalties for the use of the Moncler trademark and management fees.
As at December 31, 2018, the caption cash on hand and in bank amounts to Euro 1,300 thousand (Euro 1,330 thousand as at December 31, 2017) and includes funds available in banks. Please refer to the statement of cash flows for further information related to cash fluctuation.
| Cash and cash equivalents included in the Statement of | ||
|---|---|---|
| cash flow | ||
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Cash in hand and at the bank | 1,300 | 1,330 |
| Total | 1,300 | 1,330 |
The item intra-group financial receivables, equal to Euro 9,798 thousand, refers to the correspondent account with the subsidiary Industries S.p.A.
| Other current assets | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Advances on account to vendors | 30 | 1,231 |
| Prepaid expenses | 107 | 237 |
| Tax receivables excluding income taxes | 1,436 | 1,266 |
| Other current assets | 9 | 5 |
| Other current assets, intra-group | 7,513 | 0 |
| Total other current assets | 9,095 | 2,739 |
| Security / guarantees deposits | 17 | 17 |
| Other non-current assets | 17 | 17 |
| Total | 9,112 | 2,756 |
The caption other current taxes consists mainly of the receivable due from the tax authority related to IRES receivable for personnel expenses not deducted for IRAP purposes as well as the VAT receivable.
The caption other current assets, intra-group includes mainly amounts related to the fiscal consolidation.
Deposits are mostly related to the amounts paid on behalf of the lessee as a guarantee to the lease agreement.
There are no differences between the amounts included in the consolidated financial statements and their fair values.
As at December 31, 2018, the caption trade payables pertains mostly to marketing and communication services.
| Trade payables | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Trade payables, third parties Trade payables, intra-group |
17,412 2,288 |
20,529 348 |
| Total | 19,700 | 20,877 |
Details of the transactions with subsidiaries are provided in the note 8.1 on related parties.
As at December 31, 2018, the caption other current liabilities included the following:
| Other current liabilities | ||
|---|---|---|
| (Euro/000) | December 31, 2018 December 31, 2017 | |
| Directors and audit related payables | 2,156 | 2,219 |
| Amounts payable to employees and consultants | 2,169 | 1,834 |
| Employees taxation payables | 644 | 1,000 |
| Other current liabilities | 655 | 420 |
| Other current liabilities, intra-group | 0 | 2,529 |
| Total | 5,624 | 8,002 |
As at December 31, 2017 the caption other current liabilities, intra-group mainly included the amounts related to the fiscal consolidation. For additional information please see note 8.1.
As at December 31, 2018, the caption includes the employee pension fund as detailed in the following table:
| Employees pension funds - movements | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Net recognized liability - opening | 822 | 658 |
| Interest costs | 12 | 29 |
| Service costs | 236 | 236 |
| Payments | (68) | (67) |
| Actuarial (Gains)/Losses | (7) | (34) |
| Net recognized liability - closing | 995 | 822 |
The actuarial valuation of employee termination benefits (TFR) is based on the Projected Unit Credit Cost method. Reported below are the main economic and demographic assumptions utilised for actuarial valuations.
| Assumptions | |
|---|---|
| Discount rate | 1.57% |
| Inflation rate | 1.50% |
| Nominal rate of wage growth | 1.50% |
| Labour turnover rate | 6.60% |
| Probability of request of advances of TFR | 3.00% |
| Percentage required in case of advance | 70.00% |
| Life Table - Male | M2017 (*) |
| Life Table - Female | F2017 (*) |
(*) Table ISTAT - resident population
The following table shows the effect of variations, within reasonable limits, in key actuarial assumptions on defined benefit plan obligations at year end.
| Sensitivity analysis | |
|---|---|
| (Euro/000) | Variation |
| Discount rate +0,5% | (54) |
| Discount rate -0,5% | 59 |
| Rate of payments Increases x (+0,5%) | (4) |
| Rate of payments Increases x (-0,5%) | 5 |
| Rate of Price Inflation Increases (+0,5%) | 45 |
| Rate of Price Inflation Decreases (-0,5%) | (42) |
| Rate of Salary Increases (+0,5%) | 23 |
| Rate of Salary Decreases (-0,5%) | (22) |
| Increase the retirement age (+1 year) | 3 |
| Decrease the retirement age (-1 year) | (3) |
| Increase longevity (+1 year) | 0 |
| Decrease longevity (-1 year) | (0) |
| Borrowings | ||
|---|---|---|
| (Euro/000) | December 31, 2018 | December 31, 2017 |
| Short-term loans | 84 | 0 |
| Short-term borrowings | 84 | 0 |
| Long-term borrowings | 0 | 0 |
| Total | 84 | 0 |
The caption short-term loans refers to debt for the financial leasing of movable property.
Tax liabilities amounted to Euro 6,763 thousand as at December 31, 2018, net of current tax assets (Euro 1,260 as at December 31, 2017). The balance pertains to IRES and IRAP payable.
Tax assets at December 31, 2017 (Euro 35,226) mainly referred to the recognition of a tax credit, equal to Euro 34 million, relative to the agreement signed with the Italian Revenue Agency in December 2017 to access the Patent Box tax relief.
As at December 31, 2018 the subscribed share capital constitute by 255,820,124 shares was fully paid and amounted to Euro 51,164,024.80 with a nominal value of Euro 0.20 per share.
Changes in shareholders' equity for 2018 and the comparative period are included in the consolidated statements of changes in equity.
During 2018, the Company purchased a total of 4,100,000 treasury shares, equal to 1.6% of the share capital, for a total value of Euro 148,573 thousand. As at December 31, 2018, 6,100,000, treasury shares were held, equal to 2.4% of the share capital, for a total value of Euro 182,703 thousand.
The increase of the share capital and the share premium reserve arises from the exercise of n. 6,683 vested options (for the same number of shares) in relation to the stock option plan approved by the shareholders meeting of Moncler S.p.A. dated February 28, 2014 at the exercise price of Euro 10.20 per share and from the exercise of n. 1,034,700 vested options (for the same numbers of shares) in relation to the stock option plan approved by the shareholders meeting on April 23, 2015 at the exercise price of Euro 16.34 per share.
The other changes in shareholders' equity result from the accounting treatment of stock option and performance share plans.
The change in retained earnings mainly relates to the payment of dividends to shareholders and to the treasury shares purchase.
In 2018 the Company distributed dividends to the shareholders for an amount of Euro 70,464 thousand (Euro 45,491 thousand in 2017).
| Information on reserves | ||||||
|---|---|---|---|---|---|---|
| (Euro) | Amount | Possible use | Available amount | Non-available amount |
Amounts used in the previous 3 years to hedge losses |
Amounts used in the previous 3 years for other reason |
| Share capital | 51,164,025 | - | - | 51,164,025 | - | - |
| Reserves: | ||||||
| Legal reserve | 10,300,000 | B | - | 10,300,000 | - | - |
| Share premium | 171,593,981 | A, B, C | (*) 171,593,981 |
- | - | - |
| OCI Reserve | (108,075) | - | - | (108,075) | - | - |
| IFRS 2 Reserve | 79,102,013 | A, B, C | 79,102,013 | - | - | - |
| Retained earnings | 25,078,791 | A, B, C | 24,970,716 | 108,075 | - | 110,386,799 |
| Total share capital and reserves | 337,130,735 | 275,666,710 | 61,464,025 | - | 110,386,799 | |
| Non distributable amount | 12,261 | |||||
| Distributable remaining amount | 275,654,449 |
The following table includes details about how the shareholders reserve should be used:
Explanation: A share capital increase - B hedge of losses - C distribution to the shareholders
(*) Share premium reserve entirely available after allocating to legal reserve up to 20% of the share capital
The caption OCI ("Other Comprehensive Income") reserve includes the actuarial risks related to the employee pension fund.
| Changes in that reserve is as follows: | ||||||
|---|---|---|---|---|---|---|
| ---------------------------------------- | -- | -- | -- | -- | -- | -- |
| Other comprehensive income | Employees pension fund - actuarial valuation |
Fair value IRS | ||||
|---|---|---|---|---|---|---|
| (Euro/000) | Value before tax effect |
Tax effect | Value after tax effect |
Value before tax effect |
Tax effect | Value after tax effect |
| Reserve as at January 1, 2017 | (172) | 27 | (145) | 0 | 0 | 0 |
| Reclassification to Other reserves | 0 | 0 | 0 | 0 | 0 | 0 |
| Changes in the period | 34 | 2 | 36 | 0 | 0 | 0 |
| Translation differences of the period | 0 | 0 | 0 | 0 | 0 | 0 |
| Reversal in the income statement of the period | 0 | 0 | 0 | 0 | 0 | 0 |
| Reserve as at December 31, 2017 | (138) | 29 | (109) | 0 | 0 | 0 |
| Reserve as at January 1, 2018 | (138) | 29 | (109) | 0 | 0 | 0 |
| Reclassification to Other reserves | 0 | 0 | 0 | 0 | 0 | 0 |
| Changes in the period | 7 | (6) | 1 | 0 | 0 | 0 |
| Translation differences of the period | 0 | 0 | 0 | 0 | 0 | 0 |
| Reversal in the income statement of the period | 0 | 0 | 0 | 0 | 0 | 0 |
| Reserve as at December 31, 2018 | (131) | 23 | (108) | 0 | 0 | 0 |
The Company's commitments pertain mostly to lease agreements related to offices, apartments and cars.
The amount of lease payments still due as at December 31, 2018 for operating leases is Euro 522 thousand and it has been identified in accordance with the outcome of the analyses carried out for the purposes of the future application of IFRS 16, in the absence of discounting effects.
As at the date of the financial statements, the Company had no guarantees toward the Group companies nor third parties.
The Company is subject to risks which may arise during the performance of its ordinary activities. Based on information available to date, management believes that there currently are no contingent liability that need to be accrued in the financial statements.
The Company's financial instruments include cash and cash equivalents, loans, receivables and trade payables and other current receivables and payables and non-current assets as well as derivatives.
The Company is mostly exposed to interest rate risk, liquidity risk and capital risk.
The Company operated mostly with companies in Euro and, as such, the exposure to exchange rate risk was limited. As at December 31, 2018, a small portion of the Company's assets and liabilities (i.e. trade receivables and payables) denominated in a currency different from its functional currency.
The Company's exposure to interest rate risk is connected mostly to changes in interest rates relate to outstanding loans.
As at December 31, 2018 the Company has no bank loans and therefore there are no interest rate hedges, consequently any changes in interest rates at the year-end date would not have significant effects on the result of the year.
The Company is not exposed to changes in currency interest rates.
The Company has no significant concentrations of credit risk with companies that are not part of the Group. The maximum exposure to credit risk is represented by the amount reported in the financial statements.
As far as the credit risk arising from other financial assets other than trade receivables (including cash and short-term bank deposits) is concerned, the credit risk for the Company arises from default of the counterparty with a maximum exposure equal to the carrying amount of financial assets recorded in the financial statements.
Liquidity risk arises from the ability to obtain financial resources at a sustainable cost in order for the Group to conduct its daily business operations. The factors that influence this risk are related to the resources generated/absorbed by operating activities, by investing and financing activities and by availability of funds in the financial market.
Management believes that the financial resources available today, along with those that are generated by the current operations will enable the Company to achieve its objectives and to meet its investment needs and the repayment of its debt at the agreed upon maturity date.
As at December 31, 2018 there are no financial liabilities.
In the management of operating risk, the Company's main objective is to manage the risks associated with the development of business in foreign markets that are subject to specific laws and regulations.
The Group has implemented guidelines in the following areas:
As far as the capital management risk is concerned, the Company's objectives are aimed at the going concern issue in order to ensure a fair economic return to shareholders and other stakeholders while maintaining a good rating in the capital debt market. The Company manages its capital structure and makes adjustments in line with changes in general economic conditions and with the strategic objectives.
Set out below are the transactions with related parties deemed relevant for the purposes of the "Related-party procedure" adopted by the Group.
The "Related-party procedure" is available on the Company's website (www.monclergroup.com, under "Governance/Corporate documents").
Transactions with subsidiaries are of a commercial nature and are conducted at market conditions similar to those conducted with third parties and are detailed as follows:
| Intercompany balances | December 31, 2018 | ||||
|---|---|---|---|---|---|
| (Euro/000) | Receivables | Payables | Net value | ||
| Industries S.p.A. | 71,611 | (1,972) | 69,639 | ||
| Moncler USA Inc. | 0 | (150) | (150) | ||
| Moncler USA Retail Llc | 0 | (7) | (7) | ||
| Moncler Shinsegae Inc. | 0 | (159) | (159) | ||
| Total | 71,611 | (2,288) | 69,323 |
| Intercompany transactions | 2018 | ||||
|---|---|---|---|---|---|
| (Euro/000) | Revenues | Expenses/Other revenues net |
Net value | ||
| Industries S.p.A. | 236,807 | (2,039) | 234,768 | ||
| Moncler USA Inc. | 0 | (49) | (49) | ||
| Moncler USA Retail Llc | 0 | (6) | (6) | ||
| Moncler Shinsegae Inc. | 0 | (2) | (2) | ||
| Total | 236,807 | (2,096) | 234,711 |
Moncler S.p.A. granted to the subsidiary Industries S.p.A. a license to use the Moncler brand. Based on the license agreement, the Company is remunerated through payments of royalties.
The total amount of royalties and consulting fees for fiscal year 2018 amounted to Euro 236.8 million (Euro 199.2 million in 2017).
In addition, the Company has entered into a legal, fiscal and administrative consulting agreement with Industries S.p.A.
Please note that Moncler S.p.A. is part of the Group's fiscal consolidation and is responsible for taxes payable and the related interests associated with taxable income of Industries S.p.A.
Compensation paid of the members of the Board of Directors in 2018 are Euro 4,215 thousand (Euro 4,215 thousand in 2017).
Compensation paid of the members of the Board of Auditors in 2018 are Euro 142 thousand (same amount in 2017).
In 2018 the costs relating to stock option plans and performance shares (described in note 8.2) referring to members of the Board of Directors amount to Euro 4,832 thousand (Euro 4,116 thousand in 2017).
There are no other related-party transaction.
The following tables summarize the afore-mentioned related-party transactions that took place during 2018 and the prior year:
| (Euro/000) Type of relationship |
Note | December 31, 2018 |
% | December 31, 2017 |
% | |
|---|---|---|---|---|---|---|
| Industries S.p.A. | Trade transactions | c | 236,807 | 99.7% | 199,217 | 99.6% |
| Industries S.p.A. | Trade transactions | b | (1,974) | 2.7% | (60) | 0.1% |
| Industries S.p.A. | Interest income on correspondence current account |
75 | 93.8% | 35 | 17.6% | |
| Interest expense on financing Industries S.p.A. agreement |
a | (140) | 47.9% | 0 | 0.0% | |
| Moncler France S.a.r.l. | Trade transactions | b | 0 | 0.0% | (1) | 0.0% |
| Moncler USA Inc. | Trade transactions | b | (49) | 0.1% | (4) | 0.0% |
| Moncler USA Retail Llc | Trade transactions | b | (6) | 0.0% | 0 | 0.0% |
| Moncler Shinsegae Inc. | Trade transactions | b | (2) | 0.0% | (21) | 0.0% |
| Moncler Shanghai Commercial Ltd | Trade transactions | b | 0 | 0.0% | (2) | 0.0% |
| Directors and board of statutory auditors |
Labour services | b | (4,358) | 5.9% | (4,357) | 7.1% |
| Directors and board of statutory auditors |
Labour services | b | (4,832) | 6.6% | (4,116) | 6.7% |
| Total | 225,521 | 190,691 |
a- % calculated based on total financial costs
b- % calculated on operating costs
c- % calculated on revenues
d- % calculated based on total financial income
| (Euro/000) | Type of relationship | Note | December 31, 2018 |
% | December 31, 2017 |
% |
|---|---|---|---|---|---|---|
| Industries S.p.A. | Trade payables | b | (1,972) | 10.0% | (90) | 0.4% |
| Industries S.p.A. | Financial receivables | f | 9,798 | 100.0% | 42,456 | 100.0% |
| Industries S.p.A. | Debt from fiscal consolidation |
d | 0 | 0.0% | (2,529) | 31.6% |
| Industries S.p.A. | Trade receivables | c | 54,300 | 99.1% | 44,836 | 97.2% |
| Industries S.p.A. | Credit from fiscal consolidation |
e | 7,513 | 82.6% | 0 | 0.0% |
| Moncler USA Retail Llc | Trade receivables | c | 0 | 0.0% | 602 | 1.3% |
| Moncler USA Retail Llc | Trade payables | b | (7) | 0.0% | 0 | 0.0% |
| Industries Yield S.r.l. | Trade receivables | c | 0 | 0.0% | 5 | 0.0% |
| Moncler Suisse Sa | Trade receivables | c | 0 | 0.0% | 1 | 0.0% |
| Moncler France S.a.r.l. | Trade payables | b | 0 | 0.0% | (6) | 0.0% |
| Moncler USA Inc. | Trade receivables | c | 0 | 0.0% | 6 | 0.0% |
| Moncler USA Inc. | Trade payables | b | (150) | 0.8% | (95) | 0.5% |
| Moncler Shinsegae Inc. | Trade payables | b | (159) | 0.8% | (157) | 0.8% |
| Moncler Japan Corporation | Trade payables | c | 0 | 0.0% | 2 | 0.0% |
| Directors and board of statutory auditors |
Other current liabilities | d | (2,156) | 38.3% | (2,219) | 27.7% |
| Total | 67,167 | 82,812 |
a effect in % based on total financial debt
b effect in % based on trade payables
c effect in % based on trade receivables
d effect in % based on other current liabilities
e effect in % based on other current assets
f effect in % based on total financial receivables
The following tables summarize the weight of related-party transactions on the financial statements as at and for the years ended December 31, 2018 and 2017:
| (Euro/000) | December 31, 2018 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Revenues | Operating expenses |
Financial expenses |
Financial income |
Trade receivables |
Other current assets |
Trade payables |
Other payables, current |
Total financial debt |
Total financial receivables |
|
| Total related parties | 236,807 | (11,221) | (140) | 75 | 54,300 | 7,513 | (2,288) | (2,156) | 0 | 9,798 |
| Total financial statement | 237,565 | (73,728) | (292) | 80 | 54,811 | 9,095 | (19,700) | (5,624) | (84) | 9,798 |
| weight % | 99.7% | 15.2% | 47.9% | 93.8% | 99.1% | 82.6% | 11.6% | 38.3% | 0.0% | 100.0% |
| (Euro/000) | December 31, 2017 | |||||||||
| Revenues | Operating expenses |
Financial expenses |
Financial income |
Trade receivables |
Other current assets |
Trade payables |
Other payables, current |
Total financial debt |
Total financial receivables |
|
| Total related parties | 199,217 | (8,561) | 0 | 35 | 45,452 | 0 | (348) | (4,748) | 0 | 42,456 |
| Total financial statement | 199,951 | (61,763) | (238) | 199 | 46,114 | 2,739 | (20,877) | (8,002) | 0 | 42,456 |
| weight % | 99.6% | 13.9% | 0.0% | 17.6% | 98.6% | 0.0% | 1.7% | 59.3% | 0.0% | 100.0% |
The Financial Statements at December 31, 2018 reflects the values of the Stock Option Plans approved in 2014 and 2015 and of the Performance Share Plan approved in 2016 and the Performance Share Plan approved in 2018.
With regard to "Top Management and Key People" and "Corporate Structure" stock option plans approved in 2014, please note that:
With regard to stock option plan approved in 2015, please note that:
On April 20, 2016, the shareholders' meeting of Moncler approved the adoption of a stock grant plan entitled "2016-2018 Performance Shares Plan" ("2016 Plan") addressed to Executive Directors and/or Key Managers, and/or employees, and/or collaborators, and/or external consultants of Moncler S.p.A. and of its subsidiaries, which have strategically relevant roles or are otherwise capable of making a significant contribution, with a view to pursuing Group's strategic objectives.
The object of the Plan is the free granting of the Moncler shares in case certain performance targets are achieved at the end of the vesting period of 3 years.
The performance targets are expressed base on the earning per share index ("EPS") of the Group in the vesting period, adjusted by the conditions of over/under performance.
The proposed maximum number of shares serving the Plan is equal to No. 3,800,000 resulting from a capital increase and/or from the allocation of treasury shares.
The Plan provides for a maximum of 3 cycles of attribution; the first attribution cycle, approved during 2016, ended with the assignment of 2,856,000 Moncler Rights, the second attribution cycle approved on June 29, 2017 assigned 365,500 Moncler Rights.
As at December 31, 2018 there are still in circulation 2,576,000 rights related to the first cycle of attribution and 341,500 rights related to the second cycle of attribution. With reference to Moncler S.p.A., as at December 31, 2018 there are still in circulation 725,500 rights related to the first cycle of attribution and 76,000 rights related to the second cycle of attribution.
The effect on the income statement on the year 2018 amounted to Euro 5,068 thousand.
On April 16, 2018 the Shareholders' meeting of Moncler approved the adoption of a stock grant plan entitled "2018-2020 Performance Shares Plan" ("2018 Plan") addressed to Executive Directors and/or Key Managers, and/or employees, and/or collaborators, and/or external consultants of Moncler S.p.A. and of its subsidiaries, which have strategically relevant roles or are otherwise capable of making a significant contribution, with a view of pursuing the Group's strategic objectives.
The object of the Plan is the free granting of the Moncler shares in case certain performance targets are achieved at the end of the vesting period of 3 years.
The performance targets are expressed base on the earning per share index ("EPS") of the Group in the vesting period, adjusted by the conditions of over/under performance.
The proposed maximum number of shares serving the Plan is equal to n. 2,800,000 resulting from the allocation of treasury shares.
The Plan provides for a maximum of 3 cycles of attribution; the first attribution cycle, approved during 2018, ended with the assignment of 1,365,531 Moncler Rights.
As at December 31, 2018 there are still in circulation 1,358,429 rights related to the first cycle of attribution. With reference to Moncler S.p.A., as at December 31, 2018 there are still in circulation 290,139 rights related to the first cycle of attribution.
The effect on the income statement on the year 2018 amounted to Euro 2,140 thousand.
As stated by IFRS 2, these plans are defined as Equity Settled.
For information regarding the plan, please see the company's website, www.monclergroup.com, in the "Governance/Shareholders' Meeting" section.
On May 4, 2018, Moncler Board of Directors, putting into effect the resolutions adopted by the Shareholders' Meeting of April 16, 2018, resolved to implement the stock grant plan denominated "2018-2020 Performance Shares Plan" approved by that Shareholders' Meeting and, as a consequence, approved the plan's implementation regulation and resolved the granting of 1,365,531 shares to 99 beneficiaries, including also Executive Directors and Key Managers of the Group.
The description of the incentive loyalty plans and the related costs are included in note 8.2.
It should be noted that during 2018 the Company did not enter into any atypical and/or unusual transactions.
The following table shows the carrying amount and fair values of financial assets and financial
liabilities, including their levels in the fair value hierarchy for financial instruments measured at fair value. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.
| (Euro/000) | |||||
|---|---|---|---|---|---|
| December 31, 2018 | Current | Non-current | Fair value | Level | |
| Financial assets measured at fair value | |||||
| Interest rate swap used for hedging | - | - | - | ||
| Forward exchange contracts used for hedging | - | - | - | 2 | |
| Sub-total | - | - | - | ||
| Financial assets not measured at fair value | |||||
| Trade and other receivables (*) | 54,820 | - | |||
| Cash and cash equivalents (*) | 1,300 | - | |||
| Financial receivables (*) | 9,798 | ||||
| Sub-total | 65,917 | - | - | ||
| Total | 65,917 | - | - | ||
| (Euro/000) | |||||
| December 31, 2017 | Current | Non-current | Fair value | Level | |
| Financial assets measured at fair value | |||||
| Interest rate swap used for hedging | - | - | - | ||
| Forward exchange contracts used for hedging | - | - | - | ||
| Sub-total | - | - | - | ||
| Financial assets not measured at fair value | |||||
| Trade and other receivables (*) | 46,119 | - | |||
| Cash and cash equivalents (*) | 1,330 | - | |||
| Financial receivables (*) | 42,456 | ||||
| Sub-total | 89,905 | - | - | ||
| Total | 89,905 | - | - | ||
| (Euro/000) | |||||
| December 31, 2018 | Current | Non-current | Fair value | Level | |
| Financial liabilities measured at fair value | |||||
| Interest rate swap used for hedging | - | - | - | 2 | |
| Forward exchange contracts used for hedging | - | - | - | 2 | |
| Other financial liabilities | - | - | - | 3 | |
| Sub-total | - | - | - | ||
| Financial liabilities not measured at fair value | |||||
| Trade and other payables (*) | (20,355) | - | |||
| Bank overdrafts (*) | - | - | |||
| Short-term bank loans (*) | - | - | |||
| Bank loans (*) | (84) | - | |||
| Sub-total | (20,439) | - | - | ||
| Total | (20,439) | - | - | ||
| (Euro/000) | |||||
|---|---|---|---|---|---|
| December 31, 2017 | Current | Non-current | Fair value | Level | |
| Financial liabilities measured at fair value | |||||
| Interest rate swap used for hedging | - | - | - | 2 | |
| Forward exchange contracts used for hedging | - | - | - | 2 | |
| Other financial liabilities | - | - | - | 3 | |
| Sub-total | - | - | - | ||
| Financial liabilities not measured at fair value | |||||
| Trade and other payables (*) | (21,297) | - | |||
| Bank overdrafts (*) | - | - | |||
| Short-term bank loans (*) | - | - | |||
| Bank loans (*) | - | - | |||
| Sub-total | (21,297) | - | - | ||
| Total | (21,297) | - | - |
(*) Such items refer to short-term financial assets and financial liabilities whose carrying value is a reasonable approximation of fair value, which was therefore not disclosed.
Fees paid to independent auditors are summarized below:
| Audit and attestation services | |||
|---|---|---|---|
| (Euro) | Entity that has provided the service |
Fees 2018 | |
| Audit | KPMG S.p.A. | 156,246 | |
| Network KPMG S.p.A. | - | ||
| Attestation services | KPMG S.p.A. | 36,670 | |
| Network KPMG S.p.A. | 2,500 | ||
| Other services | KPMG S.p.A. | 53,531 | |
| Network KPMG S.p.A. | - | ||
| Total | 248,947 |
Pursuant to the requirements of Law no. 124/2017, in 2018 the company Moncler S.p.A. benefited from Euro 3,957 thousand in tax credit relating to research and development for the years 2015, 2016 and 2017.
For the purposes of the above requirements and with regard to any other grants received falling among the cases provided for, reference is also made to the specific Italian national register, which can be consulted by the public.
On 16 January 2019, Moncler launched a share buyback program for a maximum of 1,000,000 ordinary shares, equal to 0.4% of share capital, in accordance with the resolution of the Shareholders' Meeting of 16 April 2018. As of that date, Moncler held 6,100,000 Moncler S.p.A.
ordinary shares. In implementation of the program completed on 20 February 2019, Moncler held 6,598,603 treasury shares (equal to 2.6% of Moncler share capital).
In conclusion to these explanatory notes, we invite you to approve the Moncler S.p.A.'s stand alone financial statements.
We recommend that you approve the distribution of a gross dividend of Euro 0.40 per ordinary share, payable out of the net income of the 2018 fiscal year totaling Euro 138,742,201.
The total amount to distribute as dividends, having taken into consideration the number of shares issued as at December 31, 2018 (n. 249,720,124) net of the shares which are directly owned by the Company (No. 6,100,000) is equal to Euro 100 million.
It must be noted that the above-mentioned amounts are subject to changes due to the potential issue of new shares, following the exercise of stock based compensation plans.
***
The financial statements, comprised of the income statement, statement of comprehensive income, statement of financial position, statement of changes in equity, statement of cash flows and explanatory notes to the financial statements give a true and fair view of the financial position and the results of operations and cash flows and corresponds to the Company's accounting records.
On behalf of the Board of Directors
Remo Ruffini Chairman and Chief Executive Officer
The undersigned, Remo Ruffini, in his capacity as the Chief Executive Officer of the Company, and Luciano Santel, as the executive officer responsible for the preparation of Moncler S.p.A.'s financial statements, pursuant to the provisions of Article 154-bis, clauses 3 and 4, of Legislative Decree no. 58 of 1998, hereby attest:
the adequacy with respect to the Company structure
of the administrative and accounting procedures applied in the preparation of the Company's consolidated financial statements at 31 December 2018.
The assessment of the adequacy of the administrative and accounting procedures used for the preparation of the consolidated financial statements at 31 December 2018 was based on a process defined by Moncler S.p.A. in accordance with the Internal Control – Integrated Framework model issued by the Committee of Sponsoring Organizations of the Treadway Commission, an internationally-accepted reference framework.
3.2 the director's report includes a reliable operating and financial review of the Company and of the Group as well as a description of the main risks and uncertainties to which they are exposed.
February 28, 2019
DIRECTORS AND CHIEF EXECUTIVE FOR THE PREPARATION OF THE
CHAIRMAN OF THE BOARD OF EXECUTIVE OFFICER RESPONSIBLE FOR OFFICER COMPANY'S FINANCIAL STATEMENTS
Remo Ruffini Luciano Santel


| Key audit matter | Audit procedures addressing the key audit matter |
|---|---|
| The consolidated financial statements at 31 December 2018 include the Moncler trademark (the "trademark") with a carrying amount of €224 million, which is an intangible asset with an indefinite |
Our audit procedures, which also involved our own specialists, included: |
| · understanding the process adopted to prepare the impairment test; |
|
| useful life, and goodwill of €156 million. At least annually, at the reporting date, the group checks the recoverable amount of the trademark and goodwill. |
· understanding the process adopted for preparing the 2018-20 business plan approved by the parent's board of directors on 14 December 2017, updated on the basis of the 2019 budget approved by the board of directors on 18 December 2018 and supplemented by the 2020 and 2021 expected cash flows deriving from the projections of the key assumptions used to prepare such documents, as part of which the |
| It calculates the recoverable amount of the trademark and goodwill by estimating its value in use, using a method that discounts its expected cash flows. Specifically, with reference to the trademark, it used the royalty relief method. |
|
| These methods require a high level of directors' judgement about: |
expected cash flows used for impairment testing have been inferred: |
| · the expected cash flows, calculated by taking into account the general economic performance and that of the group's sector, the actual cash flows for the last few years and the projected growth rates; |
analysing the main assumptions used by the directors in estimating the expected cash flows, including the analysis of any discrepancies between the previous year business |
| · the financial parameters used to calculate the discount rate. |
plans' figures and actual figures; analysing the reasonableness of the |
| For the above reasons, we believe that the recoverability of the trademark and goodwill is a key audit matter. |
impairment testing model and the key assumptions used by the directors to determine the recoverable amount of the trademark and goodwill; |
| checking the sensitivity analyses presented in the notes with reference to the key assumptions used for impairment testing, including the interest and perpetual growth rates; |
|
| · assessing the appropriateness of the disclosures provided in the notes about the trademark and |

| Key audit matter | Audit procedures addressing the key audit matter |
|---|---|
| The consolidated financial statements at 31 December 2018 include inventories of €173 million, net of the allowance for inventory write-down of €104 million. |
Our audit procedures included: |
| understanding the process for the measurement of inventories and the related IT environment and assessing the design and implementation of controls and procedures to assess the operating effectiveness of material controls; checking changes in inventories during the year, considering their expected life cycle based on their age and analysing the historical sales and profitability figures by |
|
| Determining the allowance for inventory write-down is a complex accounting estimate, entailing a high level of judgement as it is affected by many factors, including: |
|
| - the characteristics of the group's business segment; |
|
| the sales' seasonality; | |
| - the price policies adopted and the distribution channels' selling ability. |
season; analysing documents and discussing |
| For the above reasons, we believe that the measurement of inventories is a key audit matter. |
the assumptions adopted to calculate the allowance for inventory write-down with the relevant internal departments, in order to understand the assumptions underlying the expectations of how goods will be sold; |
| assessing the appropriateness of the disclosures provided in the notes about inventories. |



The undersigned, Remo Ruffini, in his capacity as the Chief Executive Officer of the Company, and Luciano Santel, as the executive officer responsible for the preparation of Moncler S.p.A.'s financial statements, pursuant to the provisions of Article 154-bis, clauses 3 and 4, of Legislative Decree no. 58 of 1998, hereby attest:
the adequacy with respect to the Company structure
of the administrative and accounting procedures applied in the preparation of the Company's separate financial statements at 31 December 2018.
The assessment of the adequacy of the administrative and accounting procedures used for the preparation of the separate financial statements at 31 December 2018 was based on a process defined by Moncler S.p.A. in accordance with the Internal Control – Integrated Framework model issued by the Committee of Sponsoring Organizations of the Treadway Commission, an internationally-accepted reference framework.
The undersigned moreover attest that:
3.1 the separate financial statements:
3.2 the director's report includes a reliable operating and financial review of the Company, as well as a description of the main risks and uncertainties to which they are exposed.
February 28, 2019
DIRECTORS AND CHIEF EXECUTIVE FOR THE PREPARATION OF THE
CHAIRMAN OF THE BOARD OF EXECUTIVE OFFICER RESPONSIBLE FOR OFFICER COMPANY'S FINANCIAL STATEMENTS
Remo Ruffini Luciano Santel


| Key audit matter | Audit procedures addressing the key audit matter |
|---|---|
| The separate financial statements at 31 December 2018 include the Moncler trademark (the "trademark") with a carrying amount of €224 million, which is an intangible asset with an indefinite useful life. At least annually, at the reporting date, the company checks the recoverable amount of the trademark. It calculates the recoverable amount of the trademark by estimating its value in use, using a method that discounts its expected cash flows. Specifically, it used the royalty relief method. This method requires a high level of directors' judgement about: the expected cash flows, calculated |
Our audit procedures, which also involved our own specialists, included: · understanding the process adopted to prepare the impairment test; · understanding the process adopted for preparing the 2018-20 business plan approved by the company's board of directors on 14 December 2017, updated on the basis of the 2019 budget approved by the board of directors on 18 December 2018 and supplemented by the 2020 and 2021 expected cash flows deriving from the projections of the key assumptions used to prepare such documents, as part of which the expected cash flows used for impairment testing have been |
| by taking into account the general economic performance and that of the company's sector, the actual cash flows for the last few years and the projected growth rates; · the financial parameters used to calculate the discount rate. |
inferred: analysing the main assumptions used by the directors in estimating the expected cash flows, including the analysis of any discrepancies between the previous year business plans' figures and actual figures; |
| For the above reasons, we believe that the recoverability of the trademark is a key audit matter. |
analysing the reasonableness of the impairment testing model and the key assumptions used by the directors to determine the recoverable amount of the trademark; |
| · checking the sensitivity analyses presented in the notes with reference to the key assumptions used for impairment testing, including the interest and perpetual growth rates; |



* * *
In terms of Article 153 of Legislative Decree no.58 of 24 February, 1998
Dear Shareholders,
this report, prepared in accordance with Article 153 of Legislative Decree no. 58/1998 (hereinafter, also "T.U.F." – the Consolidated Finance Act), refers to the work performed by the Board of Statutory Auditors (the "Statutory Auditors") of Moncler S.p.A. (hereinafter "Moncler" or the "Company ") in the year ended 31 December 2018. During the year, the Board of Statutory Auditors met eleven times, attended five meetings of the Risk Control and Sustainability Committee and three meetings of the Appointments and Remuneration Committee; it also took part in five meetings of the Board of Directors. During its meetings, it met with the statutory auditors of the subsidiary companies and the Supervisory Board pursuant to Legislative Decree 231/2001.
Also by attending Board of Directors' meetings, the Board of Statutory Auditors regularly obtained from the Directors information on the Company's activities and on operations with a significant income statement, balance sheet and cash flow impact approved and carried out during the year by the Company and the Group companies, also in terms of Article 150 of the T.U.F. , paragraph 1. On the basis of available
information, the Board of Statutory Auditors can provide reasonable assurance that these operations were compliant with the law and the articles of association and were not clearly imprudent, risky, in breach of General Meeting resolutions or such as to compromise the Company's assets. Furthermore, operations involving a potential conflict of interests took place in accordance with the law, regulatory requirements and the Articles of Association.
We highlight some of the main events during the year as follows:
capital). Moncler possesses 6,100,000 treasury shares.
2. Supervision of compliance with principles of proper business management and presence of an appropriate organisational structure The Board of Statutory Auditors obtained information about and supervised the organisational structure, compliance with principles of proper business management and the adequacy of the instructions given by the Company to its subsidiaries in terms of Article 114, paragraph 2, of the T.U.F.
We did not note any issues based on a review of the annual reports issued by the respective Boards of Statutory Auditors on the financial statements of the subsidiaries. Likewise, no issues were brought to our attention during meetings with the members of the Boards of Statutory Auditors.
The Board of Statutory Auditors has also confirmed that there were no atypical and unusual transactions with Group companies, third parties or related parties.
The Board of Statutory Auditors has supervised the adequacy of the risk management and internal control system through the following activities:
The Board of Statutory Auditors has taken note of the risk mitigation plan which has involved the Control, Risk and Sustainability Committee, the Director responsible for controls and risks, the Internal Audit division and external advisors. Significant progress has been made in the area of risk mitigation.
During its supervisory activities, the Board of Statutory Auditors maintained a constant dialogue with the Company's Control Functions.
The Board of Statutory Auditors notes that the annual Reports of the Control Functions express a positive opinion on the overall internal control structure in terms of completeness, adequacy and reliability.
The Supervisory Board has reported on its work during the year ended 31 December 2018 without highlighting any issues worthy of mention. It noted that the situation was satisfactory, on the whole, and broadly in line with the requirements of the Organisation, Management and Control Model.
Based on the work done, the information obtained, the corrective action taken and the contents of the Reports of the Control Functions, the Board of Statutory Auditors does not believe there are any issues that could impact the effectiveness of the risk management and internal control system.
The Board of Statutory Auditors met periodically with the Manager in charge of preparing accounting and corporate reports in order to discuss the accounting system and its reliability in providing a proper representation of the Company's operating activities; it also reviewed the Report by the Manager in charge containing the results of control testing and the main issues identified in relation to application of Law 262/2005. The Board of Statutory Auditors also reviewed the declarations by the Chief Executive Officer and the Manager in charge in accordance with the requirements of Article 154 bis of the T.U.F.. No weaknesses that could affect the adequacy of the administrative and accounting procedures were identified by the Board of Statutory Auditors.
During their meetings with the Board of Statutory Auditors, senior personnel from the Independent Auditors did not highlight any issues regarding the internal control system in relation to administrative and accounting procedures.
The Board of Statutory Auditors confirmed that the information flow from material, non-EU subsidiaries was adequate for the purposes of checks on annual and interim accounts as required by article 36 of Market Regulations.
In light of the information acquired and the meetings held, the Board of Statutory Auditors has concluded that the administrative accounting system and the Company's financial reporting processes are adequate.
The Board of Statutory Auditors has reviewed the compliance of Related Party Procedures with applicable laws and regulations and confirmed that the procedures are duly applied. As far as the Board of Statutory Auditors is aware, there have been no intercompany transactions or related party transactions that may be considered not in the best interests of the Company.
Related party transactions are described in the notes to the financial statements.
The Board of Statutory Auditors has checked that, in the Management Report and in the Notes to the Financial Statements, the Board of Directors has provided adequate disclosure of Related party transactions, taking account of applicable reporting requirements.
The Board of Statutory Auditors has assessed the methods of implementation of the Self-regulatory Code issued by the Italian Stock Exchange and adopted by Moncler on the basis described in the "Report on Corporate Governance and Ownership Structures".
The Board of Statutory Auditors has also verified proper application of the criteria and procedures adopted by the Board of Directors to evaluate and confirm the independence of its members.
At the meeting held during the year to check whether or not independence requirements were still satisfied, the Statutory Auditors also performed a self-assessment to check the suitability for office of the members of the Board of Statutory Auditors and the satisfactory composition thereof. The positive results of these checks written up in minutes and duly reported to the Board of Directors.
Pursuant to Article 19 of Legislative Decree no. 39/2010, the Board of Statutory Auditors, identified in this article as the "Internal Control and Audit Committee", has performed supervisory activities on the work of the Independent Auditors.
The Board of Statutory Auditors met on several occasions with Independent Auditor KPMG S.p.A., also in terms of Article 150 of the T.U.F., in order to exchange information regarding the Independent Auditor's work. During these meetings, the Independent Auditor did not raise any matters deemed necessary to report in terms of Article 155,
paragraph 2, of the T.U.F.
On 25 March 2019, the Independent Auditor issued the following reports pursuant to Article 14 of Legislative Decree no 39 of 27 January 2010 and Article 10 of Regulation (EU) no 537 of 16 April 2014:
The above reports confirmed that the separate financial statements and the consolidated financial statements as at 31 December 2018 presented a true and fair view of the financial position, result of operations and cash flows of Moncler and the Group for the year then ended. Furthermore, in the opinion of the Independent Auditors, the Directors' Report which accompanies the separate financial statements and the consolidated financial statements at 31 December 2018, and the information referred to in paragraph 1, letter c), d), f), l), m) and paragraph 2, letter b), of Article 123-bis of the TUF, as presented in the "Report on Corporate Governance and Ownership Structures", are consistent with the separate financial statements and the consolidated financial statements at 31 December 2018. On 25 March 2019, during the planned exchange of information, the Independent Auditors also presented the Board of Statutory Auditors with a presentation that was attached to the Report in terms of Article 19 of Legislative Decree no. 39/2010 and required by Article 11 of the Regulation issued on 25 March 2019. It did not raise any significant weaknesses of the internal control system in relation to the financial reporting process.
On 21 March 2019, the Independent Auditors submitted to the Board of Statutory Auditors a Report on auditor independence, as required by Article 6(2)(a) of European Regulation 537/2014 and in terms of paragraph 17 of International Standard on Auditing (ISA Italia) 260. Said report does not highlight any matters that could compromise auditor independence or constitute a compatibility issue in terms of said decree. The Independent Auditor, together with other firms belonging to its network, has received the following fees:
Taking account of the engagements given by Moncler and other Group companies to it and other firms in its network, the Board of Statutory Auditors does not believe there are any issues in relation to the independence of auditor KPMG S.p.A.
8. Omissions or censurable matters, opinions given and initiatives
During the year, we did not receive any reports in terms of Article 2408 of the Italian Civil Code or reports of irregularities.
During the year, the Board of Statutory Auditors did not issue any opinions or make specific observations under legal requirements.
During the work done and based on the information obtained, we did not identify any omissions, censurable matters, irregularities or other significant issues in need of reporting to the Regulatory Authority or mention in this Report.
The Board of Statutory Auditors has reviewed the business processes that lead to the establishment of the Company's remuneration policies with particular reference to the remuneration and incentives of persons in charge of Control functions and the Manager in charge of preparing the Company's financial reports.
The Board of Statutory Auditors has attended all meetings of the Appointments and Remuneration Committee which has prepared remuneration plans in accordance with the proposals made by the Board of Directors.
In performance of its duties, the Board of Statutory Auditors supervised compliance with the requirements of Legislative Decree no 254 of 30 December 2016 and the CONSOB Regulation implementing the Decree as adopted by resolution no 20267 of 18 January 2018, with specific reference to the preparation process and the content of the Non-Financial Statement (NFS) issued by Moncler.
The NFS was approved by the Board of Directors on 28 February 2019 as a document separate from the Directors' Report on the Consolidated Financial Statements at 31 December 2018.
In its report issued on 25 March 2019, the audit firm appointed to perform a limited review of the NFS in terms of Article 3(10) of Legislative Decree 254/2016 states that no matters have come to its attention to suggest that the NFS of the Moncler Group for the year ended 31 December 2018 was not prepared, in all material regards, in accordance with Articles 3 and 4 of Legislative Decree 254/2016 and with the "Global Reporting Initiative Sustainability Reporting Standards".
The Board of Statutory Auditors is unaware of any breaches of the relevant regulatory requirements.
Taking account of the specific duties of the Independent Auditors in terms of accounting control and testing the reliability of the financial statements, the Board of Statutory Auditors has no comments to make to the Shareholders' General Meeting in terms of Article 153 of the T.U.F., in relation to approval of the financial statements for the year ended 31 December 2017 as accompanied by the Management Report as presented by the Board of Directors and the Board of Directors' proposal for the allocation of net profit for the year and for the distribution of dividends.
Milan, 25 March 2019
Riccardo Losi
Antonella Suffriti
Mario Valenti
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