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Openjobmetis — Interim / Quarterly Report 2016
Nov 14, 2016
4064_ir_2016-11-14_0366dfce-2f7d-4aab-8d95-76a28cd8b728.pdf
Interim / Quarterly Report
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INTERIM FINANCIAL STATEMENTS AS AT 30 SEPTEMBER 2016
| CORPORATE INFORMATION2 | |
|---|---|
| CORPORATE BOARDS 3 | |
| STRUCTURE OF THE GROUP 5 | |
| REPORT ON OPERATIONS6 | |
| Highlights (in millions of EUR) 6 | |
| Trends in key income, financial and operating indicators as at 30 September 2016 7 | |
| Operating performance and results of the Group 9 | |
| Relations with subsidiaries and related companies 21 | |
| Significant events occurred in the third quarter of 2016 and after 30 September 2016 23 | |
| Business outlook 24 | |
| Other information 25 | |
| Consolidated Statement of Financial Position28 | |
| Consolidated Statement of Comprehensive Income29 | |
| Consolidated Statement of Changes in Equity30 | |
| STATEMENT ON INTERIM FINANCIAL STATEMENTS PURSUANT TO ART. 154 BIS OF LEGISLATIVE DECREE 58/98 31 |
2
CORPORATE BOARDS
Board of Directors1
| Vice Chairman | Stefano Ghetti |
|---|---|
| Managing Director | Rosario Rasizza |
| Directors | Biagio La Porta |
Chairman Marco Vittorelli Mario Artali2 Alberica Brivio Sforza2 Valentina Franceschini Paolo Gambarini Alberto Picciau2 Alessandro Potestà Corrado Vittorelli
Board of Statutory Auditors1
Chairman Roberto Tribuno
Audit Company3 KPMG S.p.A.
Manager in charge of preparing company financial reports
Standing Auditors Francesco Di Carlo Elena Marzi Alternate Auditors Marzia Erika Ferrara Stefania Bettoni
Alessandro Esposti
1 In office until the Shareholders' Meeting called to approve the financial statements as at 31/12/2017
2 Independent Director
3 In office until 31 December 2023
Committees
Control and Risks Committee Mario Artali (Chairman)2
Remuneration Committee Mario Artali (Chairman)2
Related Parties Committee Mario Artali (Chairman)2
Alberto Picciau2 Corrado Vittorelli
Stefano Ghetti Alberica Brivio Sforza2
Alberica Brivio Sforza2 Alberto Picciau2
STRUCTURE OF THE GROUP
REPORT ON OPERATIONS
Highlights (in millions of EUR)
Trends in key income, financial and operating indicators as at 30 September 2016
| Income statement indicators | 30/09/2016 | 30/09/2015 | Δ 16 vs. 15 | |||
|---|---|---|---|---|---|---|
| % | EUR | % | EUR | % | ||
| First contribution margin (millions/margin) (1) | 43.1 | 13.1% | 43.0 | 13.4% | 0.1 | 0.4% |
| EBITDA (millions/margin) (2) | 10.6 | 3.2% | 10.9 | 3.5% | -0.3 | -2.3% |
| Adjusted EBITDA (millions/margin) (3) | 10.6 | 3.2% | 12.0 | 3.7% | -1.4 | -11.8% |
| EBITA (millions/margin) (4) | 9.1 | 2.8% | 7.5 | 2.4% | 1.6 | 22.7% |
| Adjusted EBITA (millions/margin) (5) | 9.1 | 2.8% | 10.0 | 3.1% | -0.9 | -8.6% |
| Profit (loss) for the period (millions/margin) | 5.4 | 1.6% | 2.4 | 0.9% | 3.0 | 124.9% |
| Adjusted profit (loss) for the period (millions/margin)(6) | 5.6 | 1.7% | 5.1 | 1.6% | 0.5 | 8.4% |
| Earnings (loss) per share (EUR) | 0.39 | - | 0.22 | - | 0.17 | - |
*Earnings per share as at 30/09/2015 are calculated based on the number of outstanding shares as at that date (10,812 thousand)
| Δ 16 vs. 15 | |||||
|---|---|---|---|---|---|
| Other indicators | 30/09/2016 | 31/12/2015 | Value | % | |
| Net financial position (EUR million) (7) | 33.9 | 43.5 | -9.7 | -22.2% | |
| Number of shares (thousand) | 13,712 | 10,812 | 2,900 | 26.8% | |
| Average no. of days to collect trade receivables (days) (8) | 75 | 71 | 4.0 | 5.6% |
(1) The first contribution margin is calculated as the difference between Revenue and Personnel expense for contract workers.
(2) EBITDA is calculated as Profit (loss) for the period before income taxes, net financial expense, amortisation/depreciation, provisions and impairment losses.
(3) Adjusted EBITDA is calculated as EBITDA before non-recurring income (charges) (as defined in the following pages of this report).
(4) EBITA is calculated as Profit (loss) for the period before income taxes, net financial expense and amortisation of customer relations included in the value of Intangible assets and goodwill.
(5) Adjusted EBITA is calculated as EBITA before non-recurring income (charges) (as defined in the following pages of this report).
(6) Adjusted Profit (loss) for the period is calculated as Profit (loss) for the year before nonrecurring income (charges) (as defined in the following pages of this report).
(7) Net financial position shows the company's financial exposure to lenders and is the difference between financial assets and the sum of current and non-current financial liabilities (see the section on "Operating performance and results of the Group" for its detail).
(8) Average number of days to collect trade receivables: I) as at 31 December, trade receivables / sales revenue x 360; II) as at 30 September, trade receivables / sales revenue x 270.
The above indexes are not identified as accounting measures under IFRS, therefore the quantitative determination thereof may not be univocal, nor can they be considered as alternative measures in assessing the Group's operating profit (loss). The determination criteria applied by the Group may not be consistent with those adopted by other groups, and therefore the balances obtained by the Group may not be comparable with those determined by the latter.
Operating performance and results of the Group
Analysis of the operating performance of the Openjobmetis S.p.A. Group in the first nine months of 2016
Revenue from sales for the first nine months of 2016 came to EUR 330.3 million compared to EUR 321.1 million for the same period in the previous year. Growth stood at 2.9%, in line with market growth; Revenue from personnel recruitment and selection increased by 6.7% compared with the same period in 2015. Operating profit (or EBIT, result before financial income and expense and taxes) went from EUR 7 million for the first nine months of 2015 to EUR 8.8 million for the same period in 2016, after amortisation/depreciation, provisions and impairment losses totalling EUR 1.8 million (2015: EUR 3.9 million).
The table below shows the figures for the consolidated profit or loss statement of the Group for the first nine months of the years 2016 and 2015.
| (In thousands of EUR) | Figures as at 30 September | 2016/2015 Change | ||||
|---|---|---|---|---|---|---|
| 2016 | % of Revenue |
2015 | % of Revenue |
Value | % | |
| Revenue from sales and services | 330,325 | 100.0% | 321,079 | 100.0% | 9,246 | 2.9% |
| Costs of contract work | (287,184) | (86.9%) | (278,112) | (86.6%) | (9,072) | 3.3% |
| First contribution margin | 43,141 | 13.1% | 42,967 | 13.4% | 174 | 0.4% |
| Other income | 7,942 | 2.4% | 7,211 | 2.3% | 731 | 10.1% |
| Employee costs | (20,434) | (6.2%) | (20,218) | (6.3%) | (216) | 1.1% |
| Cost of raw materials and consumables |
(187) | (0.1%) | (139) | (0.0%) | (48) | 34.5% |
| Costs for services | (19,254) | (5.8%) | (18,565) | (5.8%) | (689) | 3.7% |
| Other operating expenses | (592) | (0.2%) | (389) | (0.1%) | (203) | 52.2% |
| EBITDA | 10,616 | 3.2% | 10,867 | 3.5% | (251) | (2.3%) |
| Provisions and impairment losses | (1,010) | (0.3%) | (2,930) | (0.9%) | 1,920 | (65.5%) |
| Amortisation/depreciation | (458) | (0.1%) | (479) | (0.2%) | 21 | (4.4%) |
| EBITA | 9,148 | 2.8% | 7,458 | 2.4% | 1,690 | 22.7% |
| Amortisation of intangible assets | (300) | (0.1%) | (455) | (0.1%) | 155 | (34.1%) |
| EBIT | 8,848 | 2.7% | 7,003 | 2.3% | 1,845 | 26.3% |
| Financial income | 130 | 0.0% | 67 | 0.0% | 63 | 94.0% |
| Financial expense | (1,320) | (0.4%) | (2,648) | (0.8%) | 1,328 | (50.2%) |
| Profit (loss) before taxes | 7,658 | 2.3% | 4,422 | 1.5% | 3,236 | 73.2% |
| (In thousands of EUR) | Figures as at 30 September | 2016/2015 Change | ||||
|---|---|---|---|---|---|---|
| 2016 | % of Revenue |
2015 | % of Revenue |
Value | % | |
| Income taxes | (2,278) | (0.7%) | (2,030) | (0.6%) | (248) | 12.2% |
| Profit (loss) for the year | 5,380 | 1.6% | 2,392 | 0.9% | 2,988 | 124.9% |
The table below shows details of non-recurring costs and their impact on the income statement in the first nine months of 2015 and 2016.
| 30/09/2016 | 30/09/2015 | ||||
|---|---|---|---|---|---|
| Brief description | Amount in thousands of EUR |
% weight on the IS* item |
Amount in thousands of EUR |
% weight on the IS* item |
|
| Cost of services | Portion recognised in the income statement of costs for refinancing the senior debt and costs relating to the process of listing on the Italian screen-based stock exchange (MTA) |
- | - | 1,165 | 6.3% |
| Provisions and impairment losses |
Impairment carried out because of the progressive deterioration of significant exposure to a single customer currently under receivership |
- | - | 1,390 | 47.4% |
| Financial expense | Expenses arising from recognition in the income statement of the residual value at amortised cost as a result of early extinguishment of the medium long term loan subscribed in 2012 |
- | - | 520 | 19.6% |
| Total | - | - | 3,075 | - | |
| Amortisation/depreciation | Amortisation of customer relations included in the value of intangible assets and goodwill |
300 | 39.6% | 455 | 48.7% |
| Total non-recurring costs | - | - | 3,530 | - | |
| Tax effect | (94) | - | (773) | - | |
| Total impact on the income statement |
206 | 2,757 | - |
*Income Statement
Revenue from sales and services
At 30 September 2016, compared to 30 September 2015, there was an increase in total revenue, equal to EUR 9,246 thousand (2.88%), mainly in relation to an increase in the volume of business in terms of contract worker hours sold to customers and to an increase of the revenue from recruitment and selection. The following table provides a breakdown of revenue by type of business:
| (In thousands of EUR) | 30/09/2016 | 30/09/2015 | Change |
|---|---|---|---|
| Revenue from contract work | 325,260 | 315,865 | 9,395 |
| Revenue from personnel recruitment and selection | 1,313 | 1,231 | 82 |
| Revenue from outplacement | 174 | 347 | (173) |
| Revenue from other activities | 3,578 | 3,636 | (58) |
| Total Revenue | 330,325 | 321,079 | 9,246 |
Costs of contract work
Personnel expense for contract workers increased by EUR 9,072 thousand, from EUR 278,112 thousand as at 30 September 2015 to EUR 287,184 thousand as at 30 September 2016, with an 86.9% impact on revenue, a slight increase with respect to the previous period.
| (In thousands of EUR) | 30/09/2016 | 30/09/2015 | Change |
|---|---|---|---|
| Wages and salaries of contract workers | 205,845 | 198,127 | 7,718 |
| Social security charges of contract workers | 62,419 | 61,789 | 630 |
| Post-employment benefits of contract workers | 9,767 | 9,403 | 364 |
| Forma.Temp fees for contract workers | 7,764 | 7,497 | 267 |
| Other costs of contract workers | 1,389 | 1,296 | 93 |
| Total cost of contract work | 287,184 | 278,112 | 9,072 |
First contribution margin
In the first nine months of 2016, the Group's first contribution margin amounted to EUR 43,141 thousand, marginally up by EUR 174 thousand with respect to the same period in 2015, due to an increase in business volume in terms of contract worker hours sold to customers and an increase of the revenue from recruitment and selection. As at 30 September 2016, the impact on revenue was 13.1%, a slight drop compared to 30 September 2015.
Other income
The item Other income as at 30 September 2016 amounted to EUR 7,942 thousand (EUR 7,211 thousand as at 30 September 2015), with an increase of EUR 731 thousand with respect to 30 September 2015.
The item mostly includes fees from the entity Forma.Temp (EUR 7,372 thousand as at 30 September 2016, compared with EUR 6,382 thousand as at 30 September 2015) for costs incurred by the Group to deliver training courses for contract workers through qualified trainers, and other miscellaneous income (EUR 570 thousand, compared to EUR 829 thousand as at 30 September 2015). In the first nine months of 2016, fees from Forma.Temp increased as a result of the additional extraordinary payments provided for professional training courses aimed at aiding integration or reintegration into the labour market.
These fees are charged by the entity Forma.Temp on the basis of the specific reporting of costs for organising and carrying out training activities for each individual initiative.
Employee costs
The average number of employees as at 30 September 2016 was 578, compared to 571 as at 30 September 2015, and includes staff employed at the headquarters and at the Group's subsidiaries (146 employees as at 30 September 2016 for the Group) and at the branch offices located throughout the country (432 as at 30 September 2016 for the Group).
Personnel expense grew by EUR 216 thousand, from EUR 20,218 thousand as at 30 September 2015 to EUR 20,434 thousand as at 30 September 2016.
Costs for services
As at 30 September 2016, the item Costs for services was EUR 19,254 thousand (EUR 18,565 thousand as at 30 September 2015), with an increase of EUR 689 thousand (3.71%) with respect to the same period of 2015.
Net of the value of the fees charged by the entity Forma.Temp for the organisation of training courses for contract workers, costs for services were equal to EUR 11,882 thousand as at 30 September 2016, against EUR 12,183 thousand as at 30 September 2015. The impact on revenue was down slightly.
As at 30 September 2016 the costs for the organisation of training courses for contract workers, delivered to develop qualifications and professional skills so as to provide the best possible response to customers' needs, increased with respect to the same period of 2015 following the introduction of new types of training. The Group receives fees from the entity Forma.Temp that fully cover the costs incurred for training following accurate and timely reporting of these costs.
In the first nine months of 2015 there were non-recurring costs of EUR 1,165 thousand relating to the refinancing of the Senior debt and costs relating to the process of listing on the Italian screen-based stock exchange (MTA), while in the same period in 2016 there were no nonrecurring costs.
| (In thousands of EUR) | 30/09/2016 | 30/09/2015 | Change |
|---|---|---|---|
| Costs for organising courses for temporary workers | 7,372 | 6,382 | 990 |
| Costs for tax, legal, IT, business consultancy | 2,034 | 2,566 | (532) |
| Costs for marketing consultancy | 1,468 | 1,829 | (361) |
| Fees to sources and professional advisors | 1,615 | 1,068 | 547 |
| Rental expenditure | 1,780 | 1,711 | 69 |
| Costs for advertising and sponsorships | 1,021 | 1,035 | (14) |
| Costs for car rentals | 969 | 991 | (22) |
| Costs for utilities | 666 | 572 | 94 |
| Remuneration of the Board of Statutory Auditors | 66 | 39 | 27 |
| Other | 2,263 | 2,372 | (109) |
| Total costs for services | 19,254 | 18,565 | 689 |
EBITDA, EBITA
As at 30 September 2016 EBITDA (and adjusted EBITDA) was EUR 10,616 thousand, compared with EUR 10,867 thousand reported in the same period of 2015 (2015 adjusted EBITDA was EUR 12,032 thousand).
As at 30 September 2016 EBITA was EUR 9,148 thousand, compared with EUR 7,458 thousand reported in the same period of 2015. (2015 adjusted EBITA was EUR 10,013 thousand).
Amortisation/depreciation
Amortisation/depreciation stood at EUR 758 thousand as at 30 September 2016, down with respect to 30 September 2015 by EUR 176 thousand. This was mainly due to a decrease in the value of the amortisation of intangible assets for EUR 155 thousand, following the end of the amortisation period of part of the value of customer relations. The amortisation portion of the value of customer relations capitalised among intangible assets and goodwill, included in the amortisation value of intangible assets, amounted to EUR 300 thousand as at 30 September 2016 (EUR 455 thousand as at 30 September 2015).
Provisions and impairment losses
Total provisions and impairment losses as at 30 September 2016 were equal to EUR 1,010 thousand, a substantial decrease of EUR 1,920 thousand with respect to 30 September 2015. This decrease is primarily due to lower impairments of trade receivables in relation to specific actions for the reduction of overdue amounts, particularly with reference to the selection of customers based on timeliness of payments. The figure as at 30 September 2016 includes a provision for EUR 500 thousand for risks related to the estimation of discretionary bonuses (variable remuneration), the awarding of which to staff will be established in the coming months on the basis of business results.
EBIT
As a result of the above, the operating profit of the Group in the first nine months of 2016 was equal to EUR 8,848 thousand, up by EUR 1,845 thousand with respect to the same period of 2015.
Financial income and financial expense
The item "Net financial income and expense" shows a negative net balance of EUR 1,190 thousand as at 30 September 2016 (EUR 2,581 thousand as at 30 September 2015), an improvement of EUR 1,391 thousand with respect to 30 September 2015. This improvement was mainly due to the decrease in interest paid on loans as a result of a decrease of the average debt during 2016 compared with 2015, and improved contractual conditions, as well as the repayment of the bond issue. The expected cash flows associated with cash flow hedging derivative financial instruments are exclusively related to interest rate swaps partially hedging the Senior Loan, and amount to EUR 168 thousand as at 30 September 2016, compared to EUR 265 thousand in 2015.
Income taxes
As at 30 September 2016, income taxes totalled EUR 2,278 thousand, with a EUR 248 thousand increase compared to the same period of the previous year in relation to the increase in pre-tax profit. The item includes current taxes of EUR 598 thousand and deferred taxes of EUR 1,680 thousand.
Net profit / (Loss) for the year, net of expected taxes
As a result of the above, net profit was equal to EUR 5,380 thousand as at 30 September 2016, against EUR 2,392 thousand as at 30 September 2015, up by EUR 2,988 thousand. (Adjusted net profit for the first nine months of 2015 was EUR 5,149 thousand, compared with EUR 5,586 thousand in the same period in 2016).
| Adjusted Profit (in thousands of EUR) | 30/09/2016 | 30/09/2015 |
|---|---|---|
| Profit for the period | 5,380 | 2,392 |
| Cost of services (portion linked to IPO and the medium term loan) | - | 1,165 |
| Impairments (of a single significant receivable) | - | 1,390 |
| Amortisation of customer relations included in the value of intangible assets and goodwill | 300 | 455 |
| Financial expenses (repayment of the residual amortised cost of the previous loan to MT) | - | 520 |
| Tax effect | (94) | (773) |
| Adjusted profit for the period | 5,586 | 5,149 |
Statement of financial position
The table below shows the consolidated statement of financial position of the Group reclassified in a financial perspective as at 30 September 2016 and as at 31 December 2015.
| (In thousands of EUR) | 2016/2015 Change | |||||
|---|---|---|---|---|---|---|
| 30/09/2016 | % on NIC* or Total sources |
31/12/2015 | % on NIC* or Total sources |
Value | % | |
| Intangible assets and goodwill | 74,569 | 69.7% | 74,661 | 67.2% | (92) | (0.1%) |
| Property, plant and equipment | 2,188 | 2.0% | 2,173 | 2.0% | 15 | 0.7% |
| Other net non-current assets and liabilities |
3,579 | 3.3% | 5,264 | 4.7% | (1,685) | (32.0%) |
| Total non-current assets/liabilities |
80,336 | 75.1% | 82,098 | 73.9% | (1,762) | (2.1%) |
| Trade receivables | 92,324 | 86.3% | 85,359 | 76.8% | 6,965 | 8.2% |
| Other receivables | 4,953 | 4.6% | 6,357 | 5.7% | (1,404) | (22.1%) |
| Current tax assets | 1,096 | 1.0% | 414 | 0.4% | 682 | 164.7% |
| Trade payables | (8,719) | (8.1%) | (8,943) | (8.0%) | 224 | (2.5%) |
| Current employee benefits | (36,465) | (34.1%) | (27,459) | (24.7%) | (9,006) | 32.8% |
| Other payables | (23,670) | (22.1%) | (23,372) | (21.0%) | (298) | 1.3% |
| Current tax liabilities | (52) | (0.0%) | (834) | (0.8%) | 782 | (93.8%) |
| Provisions for current liabilities and charges |
(2,805) | (2.6%) | (2,459) | (2.2%) | (346) | 14.1% |
| Net working capital | 26,663 | 24.9% | 29,063 | 26.1% | (2,400) | (8.3%) |
| Total loans - net invested capital |
106,999 | 100.0% | 111,161 | 100.0% | (4,162) | (3.7%) |
| Equity | 72,022 | 67.2% | 66,506 | 59.8% | 5,516 | 8.3% |
| Net Financial Indebtedness | 33,864 | 31.6% | 43,539 | 39.2% | (9,675) | (22.2%) |
| Employee benefits | 1,112 | 1.0% | 1,116 | 1.0% | (4) | (0.4%) |
| Total sources | 106,999 | 100.0% | 111,161 | 100.0% | (4,162) | (3.7%) |
* Net Invested Capital
Intangible assets and goodwill
Intangible assets totalled EUR 74,569 thousand as at 30 September 2016, down by EUR 92 thousand (0.1%) from 31 December 2015. They consist primarily of goodwill, customer relations, software and other intangible assets in progress and advances.
At the end of each year, the Group assesses whether intangible assets with indefinite useful lives can be recovered. The impairment test on goodwill is carried out on the basis of the value in use through calculations based on projected cash flows taken from the five-year business plan.
With reference to intangible assets with indefinite useful lives, represented by goodwill, recognised as assets as at 30 September 2016, for a total value of EUR 73.5 million, albeit in a macroeconomic scenario characterised by a weak recovery, indicators of impairment losses, able to significantly affect the measurements made during the preparation of the consolidated financial statements as at 31 December 2015, were not identified in the first nine months of the year. On that occasion, the impairment tests carried out on intangible assets with indefinite useful lives did not require goodwill impairment.
The remarks made during the preparation of the interim consolidated financial statements as at 30 September 2016 showed, in the Company's opinion, results basically in line with the expectations for the period and the changes reported, compared to parameters already considered for impairment testing (expected cash flows and interest rates) carried out for the purposes of the consolidated financial statements as at 31 December 2015, are not deemed such as to make it necessary to perform a new calculation of the value in use in the interim consolidated financial statements.
Trade receivables
Total trade receivables as at 30 September 2016 amounted to EUR 92,324 thousand, compared with EUR 85,359 thousand as at 31 December 2015. The item is recorded in the consolidated financial statements net of an allowance for impairment of EUR 4,281 thousand (EUR 9,614 thousand as at 31 December 2015). The allowance for impairment decreased primarily as a result of the use of that set aside in previous financial years, following the write-off of a receivable from a single customer of a significant amount.
It should be noted that no transfers of receivables without recourse had been carried out as at 30 September 2016 (as none had been carried out as at 31 December 2015). The average collection period was equal to 75 days, up slightly compared to the 71 days as at 31 December 2015.
There are no receivables with insurance coverage.
There are no credit risk profiles for related parties.
Other receivables
As at 30 September 2016, total other receivables amounted to EUR 4,953 thousand, against EUR 6,357 thousand as at 31 December 2015.
Trade payables
As at 30 September 2016, total trade payables amounted to EUR 8,719 thousand, against EUR 8,943 thousand as at 31 December 2015.
Employee benefits
As at 30 September 2016, payables for current employee benefits amounted to EUR 36,465 thousand, from EUR 27,459 thousand as at 31 December 2015, a EUR 9,006 thousand, or 32.8%, increase. The item mainly refers to payables for salaries and compensation to contract workers and company employees, in addition to the payables for post-employment benefits to contract workers.
The increase recorded as at 30 September 2016 compared to 31 December 2015 is mainly due to the dynamics of employment contracts with contract workers for the recognition/settlement of deferred wages and salaries.
Given the nature of business carried out by the Group and the average duration of employment contracts with contract workers, employee benefits represented by the post-employment benefits of contract workers are paid on average during the first months of the following year and were consequently regarded as current liabilities. Therefore, the liability was not discounted and corresponds to the obligation due to temporary workers at the end of the contract, without application of the projected unit credit method.
Other payables
As at 30 September 2016, other payables amounted to EUR 23,670 thousand, compared with EUR 23,372 thousand as at 31 December 2015, a EUR 298 thousand (1.3%) increase.
Equity
As at 30 September 2016, equity amounted to EUR 72,022 thousand, up from EUR 66,506 thousand as at 31 December 2015.
Net Financial Position
Net Financial Position had a negative balance of EUR 33,864 thousand as at 30 September 2016, against a negative balance of EUR 43,539 thousand as at 31 December 2015.
This decrease with respect to the previous year is the result of both the positive contribution of the cash flows from the operating activities of the Group and the further optimisation of working capital.
The table below shows the net financial indebtedness of the Group as at 30 September 2016 and as at 31 December 2015 (calculated in accordance with the provisions of the Recommendation ESMA/2013/319).
| (In thousands of EUR) | 2016 vs. 2015 change | ||||
|---|---|---|---|---|---|
| 30/09/2016 | 31/12/2015 | Value | % | ||
| A | Cash | 29 | 24 | 5 | 20.8% |
| B | Other cash and cash equivalents | 8,616 | 22,388 | (13,772) | (61.5%) |
| C | Securities held for trading | - | - | - | - |
| D | Cash and cash equivalents (A+B+C) | 8,645 | 22,412 | 13,767 | 61.4% |
| E | Current financial receivables | - | - | - | - |
| F | Current bank payables | (11,821) | (31,283) | 19,462 | (62.2%) |
| G | Current portion of non-current debt | (7,710) | (6,000) | 1,710 | 28.5% |
| H | Other current financial payables | (98) | (258) | 160 | (62%) |
| I | Current financial indebtedness (F+G+H) | (19,629) | (37,541) | 17,912 | (47.7%) |
| J | Net current financial indebtedness (D+E+I) | (10,984) | (15,129) | 4,145 | (27.4%) |
| K | Non-current bank payables | (22,816) | (28,337) | 5,521 | (19.5%) |
| L | Bonds issued | - | - | - | - |
| M | Other non-current payables | (64) | (73) | 9 | (12.3%) |
| N | Non-current financial indebtedness (K+L+M) | (22,880) | (28,410) | 5,530 | (19.5%) |
| O | Net Financial Indebtedness (J+N) | (33,864) | (43,539) | 9,675 | (22.2%) |
Potential Liabilities
There have been no significant changes with respect to that indicated in the Half-Yearly Financial Report at 30 June 2016, with the exception of the filing of the sentence for the year 2010, which rejects the appeal in respect to the assessment notice for the said year. The Italian tax authorities subsequently issued a payment notice for EUR 252 thousand, which was paid on 31 October 2016.
On 4 November 2016, an unfavourable appeal sentence for 2007 and 2008 was issued. As soon as the sentence is available, the Company and its advisors will evaluate together what actions to take.
Relations with subsidiaries and related companies
The relationships between Group companies and by the Group with related parties, as identified on the basis of the criteria defined in IAS 24 - Related Party Disclosures, are mainly commercial in nature and relate to transactions carried out at arm's length.
During the meetings of 12 October 2015 and 6 November 2015, the Board of Directors approved the related party transactions policy and procedure, in accordance with article 2391-bis of the Italian Civil Code and the OPC Regulations containing provisions on related party transactions.
Relationships with subsidiaries
Openjobmetis S.p.A., whose core business is the provision of contract workers, owns 100% of:
- Seltis S.r.l.: focused on personnel recruitment and selection for third parties;
- Corium S.r.l.: focused on professional outplacement support;
- Openjob Consulting S.r.l.: focused on payroll processing for the parent, the provision of services to companies, and telemarketing and call centre activities.
Openjobmetis S.p.A. maintains relations with the other Group companies in matters of commercial transactions. The revenue invoiced by Openjobmetis S.p.A. to the subsidiaries relate primarily to a range of general management, accounting and administrative support, operational control, personnel management, sales management, debt collection, EDP and data processing, call centre and procurement services provided by the Parent to the other Group companies, as well as the supply of contract workers. The revenue invoiced by Openjob Consulting S.r.l. to Openjobmetis S.p.A. pertains to the processing of contract workers' payrolls, including the calculation and preparation of taxes and social security contributions and the processing of required periodic and annual documents. Openjobmetis S.p.A. believes that the terms and conditions of these operations are in line with normal market conditions. The following table shows the economic and equity relationships between the various Group companies.
Intra-group revenue/costs between Openjobmetis S.p.A. Group companies
(In thousands of EUR)
| Year | 30/09/2016 | 30/09/2015 |
|---|---|---|
| Revenue | ||
| Openjobmetis vs Openjob Consulting | 156 | 197 |
| Openjobmetis vs Corium | 31 | 63 |
| Openjobmetis vs Seltis | 91 | 85 |
| Seltis vs Openjobmetis | 11 | 12 |
| Seltis vs Corium | 0 | 0 |
| Openjob Consulting vs Openjobmetis | 881 | 781 |
| Total revenue/costs | 1,170 | 1,138 |
Intra-group receivables / payables between Openjobmetis S.p.A. Group companies
(In thousands of EUR)
| Year | 30/09/2016 | 30/09/2015 |
|---|---|---|
| Receivables | ||
| Openjobmetis vs Openjob Consulting | 0 | 28 |
| Openjobmetis vs Corium | 11 | 42 |
| Openjobmetis vs Seltis | 12 | 19 |
| Seltis vs Openjobmetis | 80 | 35 |
| Seltis vs Corium | 0 | 0 |
| Corium vs Openjobmetis | 0 | 8 |
| Openjob Consulting vs Openjobmetis | 337 | 318 |
| Total receivables/payables | 440 | 450 |
Remuneration to key management personnel
As at 30 September 2016, total remuneration to key management personnel amounted to EUR 1,118 thousand, against EUR 970 thousand as at 30 September 2015.
In addition to salaries, the Group also provides certain key management personnel with benefits in kind according to the ordinary contractual practice for company managers, such as company cars, company mobiles, health and injury insurance coverage.
Other Related Party transactions
The lesser transactions carried out by the companies of the group with related parties, which IAS 24 defines as the companies and the individuals exercising the control, joint control or significant influence on the Group and its subsidiaries, remained within ordinary management activities and were settled under market conditions.
Significant events occurred in the third quarter of 2016 and after 30 September 2016
No significant events occurred during the third quarter of 2016 or after 30 September 2016.
Business outlook
The Group operates in a sector that offers significant opportunities for growth. In recent years, as a result of its ability to capture those opportunities, the Group has laid the foundation for sustainable, long-term growth.
Other information
Treasury shares
The Company and its subsidiaries do not hold treasury shares, either directly or indirectly. The subsidiaries do not hold shares of the Parent, either directly or indirectly.
Management and Coordination
In accordance with Art. 2497-bis of the Italian Civil Code, the Parent is not subject to the management and coordination of other corporate structures, as all business decisions are taken independently by the Board of Directors.
Atypical or unusual transactions
The financial statements as at 30 September 2016 do not show any income components or capital and financial items, whether positive or negative, arising from atypical or unusual events and transactions.
Procedure adopted to ensure the transparency and fairness of related party transactions
The Board of Directors has appointed the Related Parties Committee and approved the procedure for the management of related party transactions, and has subsequently identified all the individuals and companies that, should they enter into business relations with the Group, could potentially give rise to significant transactions for the purposes of the above. The Committee reviews the transactions that are brought to its attention.
Accounting standards and valuation criteria
The Interim Financial Statements as at 30 September 2016 have been prepared pursuant to Art. 154-ter "Financial Statements" of the Consolidated Law on Finance (TUF), taking into account the right of the Italian Securities and Exchange Commission (CONSOB) to request the publication of additional financial information, and Art. 2.2.3, paragraph 3, of the Stock Exchange Regulations.
These interim financial statements have been prepared in compliance with the International Financial Reporting Standards (IAS/IFRS) issued by the International Accounting Standards Board (IASB) and endorsed by the European Union and relevant interpretations. It should be noted that the same consolidation principles and measurement criteria were used as were used in the preparation of the consolidated financial statements as at 31 December 2015, to which reference is made, as well as the new IFRS provisions in force from 1 January 2016.
Consolidation scope
Subsidiaries are companies controlled by the Group, or for which the Group is exposed to variable returns deriving from its relationship with the entity, or has claims over those returns, while having the ability to affect them by exercising its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the time when the parent starts to exercise control until the time when this control ends. Where necessary, the accounting policies of subsidiaries were changed to align them with the Group's accounting policies. The consolidated Interim Financial Statements as at 30 September 2016 include the financial statements of Openjobmetis S.p.A. and of the following subsidiaries, consolidated with the line-by-line method:
| Name | % held as at 30/09/2016 |
Registered office | Share capital |
|---|---|---|---|
| Openjob Consulting S.r.l. | 100% | Gallarate, Via Marsala 40/C | EUR 100,000 |
| Seltis S.r.l. | 100% | Milan, Via G. Fara 35 | EUR 110,000 |
| Corium S.r.l. | 100% | Milan, Via G. Fara 35 | EUR 32,000 |
| Name | % held as at 31/12/2015 |
Registered office | Share capital |
| Openjob Consulting S.r.l. | 100% | Gallarate, Via Marsala 40/C | EUR 100,000 |
| Seltis S.r.l. | 100% | Milan, Via G. Fara 35 | EUR 110,000 |
Discretional assessments and significant accounting estimates
The preparation of the Interim Financial Statements as at 30 September 2016 required the use of estimates and of assumptions that affect the amounts of assets, liabilities, costs and revenue at the reference date of the Statements. The results obtained on the basis of these estimates and assumptions may differ from the actual results obtained in future.
Information within the meaning of Articles 70 and 71 of the Issuers' Regulation approved by Consob Resolution No. 11971 of 14 May 1999 and subsequent amendments
The Company relies on the faculty, introduced by CONSOB with Resolution No. 18079 of 20 January 2012, to waive the obligation to make available to the public an information document on the occasion of significant transactions related to mergers, demergers, share capital increases by way of contributions in kind, acquisitions and sales.
Milan, 11 November 2016 For the Board of Directors The Chairman Signed Marco Vittorelli
Consolidated Statement of Financial Position
| (In thousands of EUR) | 30 September 2016 | 31 December 2015 | |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Property, plant and equipment | 2,188 | 2,173 | |
| Intangible assets and goodwill | 74,569 | 74,661 | |
| Financial assets | 28 | 34 | |
| Deferred tax assets | 3,551 | 5,230 | |
| Total non-current assets | 80,336 | 82,098 | |
| Current assets | |||
| Cash and cash equivalents | 8,645 | 22,412 | |
| Trade receivables | 92,324 | 85,359 | |
| Other receivables | 4,953 | 6,357 | |
| Current tax assets | 1,096 | 414 | |
| Total current assets | 107,018 | 114,542 | |
| Total assets | 187,354 | 196,640 | |
| LIABILITIES AND EQUITY | |||
| Non-current liabilities | |||
| Financial liabilities | 22,880 | 28,410 | |
| Employee benefits | 1,112 | 1,116 | |
| Total non-current liabilities | 23,992 | 29,526 | |
| Current liabilities | |||
| Bank loans and borrowings and other financial liabilities | 19,542 | 37,293 | |
| Derivative instruments | 87 | 248 | |
| Trade payables | 8,719 | 8,943 | |
| Employee benefits | 36,465 | 27,459 | |
| Other payables | 23,670 | 23,372 | |
| Current tax liabilities | 52 | 834 | |
| Provisions for risks and charges | 2,805 | 2,459 | |
| Total current liabilities | 91,340 | 100,608 | |
| Total liabilities | 115,332 | 130,134 | |
| EQUITY | |||
| Share capital | 13,712 | 13,712 | |
| Legal reserve | 666 | 426 | |
| Share premium reserve | 31,553 | 31,553 | |
| Other reserves | 20,711 | 16,314 | |
| Profit (loss) for the period | 5,380 | 4,501 | |
| Total equity | 72,022 | 66,506 | |
| Total liabilities and equity | 187,354 | 196,640 |
Consolidated Statement of Comprehensive Income
| (In thousands of EUR) | 30 September 2016 | 30 September 2015 |
|---|---|---|
| Revenue from sales and services | 330,325 | 321,079 |
| Costs of contract work | (287,184) | (278,112) |
| First contribution margin | 43,141 | 42,967 |
| Other income | 7,942 | 7,211 |
| Personnel expense | (20,434) | (20,218) |
| Cost of raw materials and consumables | (187) | (139) |
| Costs for services | (19,254) | (18,565) |
| Amortisation/depreciation | (758) | (934) |
| Provisions and impairment losses | (1,010) | (2,930) |
| Other operating expenses | (592) | (389) |
| Operating profit (loss) | 8,848 | 7,003 |
| Financial income | 130 | 67 |
| Financial expense | (1,320) | (2,648) |
| Pre-tax profit (loss) | 7,658 | 4,422 |
| Income taxes | (2,278) | (2,030) |
| Profit (loss) for the period | 5,380 | 2,392 |
| Other comprehensive income (expense) | ||
| Effective portion of changes in fair value of cash flow hedges | 161 | 245 |
| Actuarial gain (loss) from IAS post-employment benefit valuation | (25) | 39 |
| Taxes on other comprehensive income (expense) | 0 | 0 |
| Total other comprehensive income for the period | 136 | 284 |
| Total comprehensive income (expense) for the period | 5,516 | 2,676 |
| Net profit (loss) for the year attributable to: | ||
| Shareholders of the parent | 5,380 | 2,392 |
| Non-controlling investors | 0 | 0 |
| Profit (loss) for the period | 5,380 | 2,392 |
| Total comprehensive income (expense) for the year attributable to: | ||
| Shareholders of the parent | 5,516 | 2,676 |
| Non-controlling investors | 0 | 0 |
| Total comprehensive income (expense) for the period | 5,516 | 2,676 |
| Earnings (loss) per share (in EUR): | ||
| Basic | 0.39 | 0.22 |
| Diluted | 0.39 | 0.22 |
Consolidated Statement of Changes in Equity
| (In thousands of EUR) | Attributable to shareholders of the parent | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Share capital |
Legal reserve |
Share premium reserve |
Other reserves |
Hedging reserve and actuarial reserve |
Undivided profits |
Profit (loss) for the period |
Equity | Equity attributable to non controlling interests |
Total Equity |
|
| Balance as at 01.01.2015 | 10,637 | 346 | 16,821 | 14,873 | (689) | 0 | 1,939 | 43,927 | 0 | 43,927 |
| Allocation of profit (loss) for the year |
80 | 1,859 | (1,939) | 0 | 0 | |||||
| Effective portion of changes in fair value of cash flow hedges |
245 | 245 | 245 | |||||||
| Actuarial gain from IAS 19 post-employment benefit valuation |
39 | 39 | 39 | |||||||
| Bond conversion | 175 | 700 | 875 | 875 | ||||||
| Profit (loss) for the period | 2,392 | 2,392 | 2,392 | |||||||
| Rounding reserve | (1) | (1) | (2) | (2) | ||||||
| Total profit (loss) for the period |
175 | 700 | (1) | 283 | 0 | 2,392 | 3,549 | 3,549 | ||
| Balance as at 30.09.2015 | 10,812 | 426 | 17,521 | 16,731 | (406) | 0 | 2,392 | 47,476 | 47,476 | |
| Balance as at 01.01.2016 | 13,712 | 426 | 31,553 | 16,732 | (418) | 0 | 4,501 | 66,506 | 0 | 66,506 |
| Allocation of profit (loss) for the year |
240 | 4,261 | (4,501) | 0 | 0 | |||||
| Effective portion of changes in fair value of cash flow hedges |
161 | 161 | 161 | |||||||
| Actuarial gain (loss) from IAS 19 post-employment benefit valuation |
(25) | (25) | (25) | |||||||
| Profit (loss) for the period | 5,380 | 5,380 | 5,380 | |||||||
| Total profit (loss) for the period |
136 | 0 | 5,380 | 5,516 | 5,516 | |||||
| Balance as at 30.09.2016 | 13,712 | 666 | 31,553 | 20,993 | (282) | 0 | 5,380 | 72,022 | 72,022 |
STATEMENT ON INTERIM FINANCIAL STATEMENTS PURSUANT TO ART. 154 BIS OF LEGISLATIVE DECREE 58/98
We, the undersigned Rosario Rasizza, Managing Director, and Alessandro Esposti, Manager in charge of financial reporting at Openjobmetis S.p.A., hereby certify, pursuant to the provisions of Art. 154-bis of the Consolidated Law on Finance (TUF), that the financial information provided by the interim financial statements as at 30 September 2016 of the Group Openjobmetis S.p.A., accurately reflect the accounting books and records.
Milan, 11 November 2016
The Managing Director The Manager in charge of preparing company financial reports
Signed Signed
Rosario Rasizza Alessandro Esposti
Openjobmetis S.p.A. Employment agency Authorisation No. 1111-SG dated 26/11/2004
Registered office Via G. Fara 35 – 20124 Milan
Headquarters and Offices Via Marsala 40/C Centro Direzionale Le Torri, 21013 Gallarate, Varese
Legal information Approved and subscribed share capital: EUR 13,712,000 Registered in the Milan Register of Companies under tax code 13343690155
Website www.openjobmetis.it