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Virbac — Interim / Quarterly Report 2010
Aug 31, 2010
1753_ir_2010-08-31_04915d01-11ad-4547-b52c-014c0818ea91.pdf
Interim / Quarterly Report
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HALF YEARLY FINANCIAL REPORT (Ended June, 30 2010)
| I. | HALF YEARLY MANAGEMENT REPORT AS OF JUNE 30, 20103 | |
|---|---|---|
| 1. | KEY EVENTS OF FIRST SEMESTER3 | |
| 2. | GENERAL OVERWIEW OF VIRBAC FINANCIAL SITUATION AND PROFITS3 | |
| 3. | TURNOVER BREAKDOWS 4 | |
| 4. | DESCRIPTION OF MAIN RISKS AND UNCERTAINTIES FOR THE SIX COMING MONTHS5 | |
| 5. | TRANSACTION WITH RELATED PARTY5 | |
| II. | CONDENSED CONSOLIDATED FINANCIAL STATEMENTS6 | |
| 1. | FINANCIAL STATEMENTS 6 | |
| 1.1. | Balance sheet (statement of financial position) 6 | |
| 1.2. | Income statement7 | |
| 1.3. | Statement of comprehensive income7 | |
| 1.4. | Cash flow statement 8 | |
| 1.5. | Statement of change in cash position 9 | |
| 1.6. | Statement of change in shareholders' equity 9 | |
| 2. | NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 11 | |
| 2.1. | Accounting policies and methods11 | |
| 2.2. | Notes15 | |
| A1 – Goodwills 15 | ||
| A2. Intangibles assets 16 | ||
| A3. Tangible assets17 | ||
| A4. Share in companies accounted for by the equity method18 | ||
| A5. Inventory and work in progress 19 | ||
| A6. Trade receivables20 | ||
| A7. Other financial liabilities 21 | ||
| A8. Trade payables22 | ||
| A9. Revenue from ordinary activities22 | ||
| A10. Others non-recurring income and expenses23 | ||
| A11. Financial income and expenses 24 | ||
| A12. Income tax 24 | ||
| A13. Result per share 25 | ||
| A14. Treasury shares25 | ||
| A15. Operational sectors 25 | ||
| A16. Information on related parties26 A17. Scope of consolidation28 |
||
| III. | CERTIFICATE OF THE PERSON RESPONSIBLE FOR THE HALF |
YEARLY |
| IV. | STATUTORY AUDITORS' REPORT ON THE FIRST HALF YEARLY FINANCIAL | ||||
|---|---|---|---|---|---|
| INFORMATION30 |
I. HALF YEARLY MANAGEMENT REPORT AS OF JUNE 30, 2010
1. KEY EVENTS OF FIRST SEMESTER
On January 5th, 2010, Virbac has entered into a strategic alliance in food-producing animals vaccines by taking a 30% shareholding in the Uruguayan laboratory Santa Elena for an amount of USD 3.7 million. This company is established in Uruguay since more than 50 years and enjoys a large expertise in the development and manufacturing of vaccines, essentially for bovine, which are marketed in Uruguay and Latin American countries. Its revenues reached 7 million US dollars in 2009.Virbac will have the possibility to ultimately acquire whole of the capital stock of Santa Elena.
With this alliance, Santa Elena will be able to use the solid commercial platform brought by Virbac and introduce its vaccines range in many markets abroad. Virbac on its side will benefit from Santa Elena's skills and know-how in biology to help building up a development and manufacturing base for food-producing animals vaccines, allowing Virbac's entry into this market segment.
On January 29th, 2010, Virbac signed an agreement with Pfizer to acquire certain veterinary products and related assets, including a manufacturing facility, in Australia. The transaction was for a sum of AUD 11.7 million excluding acquisition and fiscal costs. The agreement has been approved by the Australian Competition and Consumer Commission; it was part of the divestment required by the Commission in connection with Pfizer's recent acquisition of Wyeth, including its Fort Dodge Animal Health business. Virbac has acquired rights to a portfolio of livestock products historically marketed in Australia by Fort Dodge Animal Health for use in farm animals, primarily cattle and sheep. The portfolio includes parasiticides (80% of sales) and vaccines (20%) that achieved net sales of approximately 36 million Australian dollars in 2009. This new portfolio will perfectly fit and complement the current range of products that Virbac Australia is bringing to its customers.
This acquisition constitutes a business combination within the meaning of revised IFRS 3 and is recorded as such in the present consolidated financial statements. The difference between the acquisition cost of the assets and their fair value is a negative goodwill of 11.5 million euros recorded as non recurring income in the income statement.
| Consolidated number (in million Euros) | First half 2010 | First half 2009 | Change 2010 / 2009 |
|---|---|---|---|
| Revenue from ordinary activities | 284.1 | 225,5 | 26,00% |
| Growth at constant exchange rates | 19,60% | ||
| Pro-forma growth at constant exchange rates | 14,40% | ||
| Current operating result | 41.7 | 24.8 | 68,40% |
| As a % of revenue | 14,70% | 11,00% | |
| Operating result | 52,2 | 24,8 | 110,80% |
| Net profit - Group share | 38 | 15.5 | 145,70% |
2. GENERAL OVERWIEW OF VIRBAC FINANCIAL SITUATION AND PROFITS
Net sales rose by 26% thanks to the sustained growth of all geographical areas, the integration of the Australian acquisition and a favourable exchange rate impact. Current operating result amounted to € 41,7 million, up 68,4% compared with the previous financial year thanks to the activity growth, the improvement of the gross profit rate and a controlled increase of expenses. The increase of the operating result is definitely higher than current operating result due to the booking of € 11.5 million corresponding to the difference between acquisition cost of the Australian assets and their fair value.
Financial expenses were € 1 million compared to € 1,5 million the previous year thanks to the reduction of the debt cost.
The Net profit – Group share amounted to € 38 million, up 145,7%.
Financial position :
The Group's net debt amounted to € 37,6 million against € 33,8 million at December 31, 2009, an increase of 11,2%.
The good generation of cash flow and the control of working capital have allowed, despite the Australian acquisition, limiting the seasonal increase of net debt to a much lower level than in previous years.
On 23rd December 2003, Virbac arranged an € 100 million seven-year credit facility with a banking pool. At 31st December 2009, the second repayment took place and the maximum amount was thus set at € 70 million until 23rd December 2010.
In July 2010, the Group arranged and put in place with a banking pool the refinancing of this line, through a new € 220 million 5 years credit facility extendible to six years.
Full year outlook :
Based of the first half performance, annual organic growth should exceed the 5 to 7% range announced earlier this year and could reach 8 to 10%. Besides, the successful integration of the Australian acquisition and the favourable exchange rates impact will continue to accelerate revenue growth. Current operating profit ratio, which has reached 12.5% in 2009, should exceed the +0.5% targeted improvement previously announced.
3. TURNOVER BREAKDOWS
Per Activity
| Consolidated number (in millions Euros) | First half 2010 | First half 2009 | Change | Change |
|---|---|---|---|---|
| (at constant (at constant rate | ||||
| rate) | and scope) | |||
| Companion Animals | 170.5 | 138.4 | 23.20% | 19,20% |
| Food Producing Animals | 107,4 | 82,3 | 30,50% | 5,50% |
| Others Activities | 6.2 | 4.8 | 30.40% | 27,40% |
| TOTAL | 284.1 | 225.5 | 26,00% | 14,40% |
• Companion animals
The organic growth in companion animals was very strong (+19.2%), accelerated by the one-off impact, on half year sales of the sell-in right at the beginning of the season of parasiticides based on Fipronil, Effipro and Fiproline, in Europe and the growth of Iverhart, in the United States, supported by its listing with new distributors at the beginning of year.
• Food producing animals
The Food producing animals segment show a good organic growth (+5.5%), with a contrast between the bovine area, growing by 9.7%, and the industrial breeding (swine and poultry), down -4.2% due to a market situation remaining difficult in Europe.
• Others activities
These businesses, which accounted for 2.2% of sales, involved markets of lesser strategic importance for the Group and mainly included contract manufacturing in the United States.
| Area / $M\epsilon$ | 2010 | 2009 | Change $(\%)$ | Change | |
|---|---|---|---|---|---|
| (at constant rate) | |||||
| France | 52,9 | 45,7 | 15,60% | 15,60% | |
| Europe excluding France | 89,7 | 80 | 12,10% | 11,40% | |
| North America | 44 | 35,7 | 23,00% | 22,00% | |
| Latin America | 17,4 | 13,6 | 27,40% | 12,50% | |
| Africa - Middle East | 14.7 | 11.6 | 26,70% | 6,70% | |
| Asia | 33,3 | 26.2 | 27,40% | 19,20% | |
| Pacific | 32,1 | 12.6 | 155,30% | 100,00% | |
| TOTAL | 284.1 | 225.5 | 26,00% | 19,60% |
Per area
On a half-year basis, all regions record a double digit organic growth. Major factors contributing to this performance are :
-
In Europe, the sell-in right at the beginning of the season of the parasiticides based on Fipronil, Effipro and Fiproline, combined with the good performance of product ranges for companion animals, as well as a recovery in the food producing animals business;
-
In the United States, the growth of Iverhart, supported by its listing with new distributors at the beginning of year, together with the very positive evolution of products in dermatology, dental care and other specialties; - In other regions, the sustained level of sales both in the food producing animals market, in particular in emerging countries and in Australia, and in the companion animals market (Japan).
In Australia, the integration of products acquired from Pfizer is going on as planned and has led Virbac to rank second in this market.
4. DESCRIPTION OF MAIN RISKS AND UNCERTAINTIES FOR THE SIX COMING MONTHS
The estimation of risks and their potential impact on the financial situation of the company for 2010 has not changed from what was described in the notes to the financial statements at December 31, 2009.
5. TRANSACTION WITH RELATED PARTY
Information on related parties is detailed in the A35 notes to the financial statements 2009. No significant changes were found in the first half of 2010. Related parties do not have any significant impact on the semester.
II. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. FINANCIAL STATEMENTS
1.1. Balance sheet (statement of financial position)
| € thous ands | Notes | 2010.06 | 2009.12 |
|---|---|---|---|
| Goodwills | A1 | 89 965 | 84 300 |
| Intangible assets | A2 | 87080 | 81 947 |
| Tangible assets | A3 | 93 463 | 76 961 |
| Other financial assets | 1 136 | 953 | |
| Investments accounted for by the equity method | A4 | 3458 | 494 |
| Deferred tax assets | 3 869 | 3 466 | |
| Non-current asset | 278 971 | 248 121 | |
| Inventories and work-in process | A5 | 94 397 | 70 633 |
| Trade receivables | A6 | 99 281 | 75 006 |
| Other financial assets | 1 0 0 5 | 568 | |
| Other receivables | 28 24 9 | 26 073 | |
| Cash and cash equivalents | 20 846 | 14 069 | |
| Assets held for sale | |||
| Current asset | 243 778 | 186 349 | |
| Asset | 522 749 | 434 470 | |
| Shared capital | 10 893 | 10 893 | |
| Reserves attributable to the owners of the parent company | 269 065 | 222 712 | |
| Capital and reserves attributable to the owners of the parent company | 279 958 | 233 605 | |
| Minority interests | 2 501 | 2 595 | |
| Total equity | 282 459 | 236 200 | |
| Deferred tax liabilities | 11 916 | 8 666 | |
| Provisions for employee benefits | 9 2 6 9 | 7597 | |
| Other provisions | 2 3 8 8 | 1 4 7 5 | |
| Other financial liabilities | A7 | 41 170 | 34 533 |
| Other payables | 10 903 | 10 691 | |
| Non-current liability | 75 646 | 62 962 | |
| Other provisions | 297 | 305 | |
| Trade payables | Αδ | 71 299 | 54 459 |
| Other financial liabilities | A7 | 17 309 | 13 376 |
| Other payables | 75 739 | 67 168 | |
| Current liability | 164 644 | 135 308 | |
| Liability | 522 749 | 434 470 |
1.2. Income statement
| € thousands | Notes | 2010.06 | 2009.06 | Variation |
|---|---|---|---|---|
| Revenue from ordinary activities | A9 | 284 087 | 225 497 | 26% |
| Purchases consumed | $-91066$ | $-72459$ | ||
| External expenses | $-63,704$ | $-53952$ | ||
| Personnel costs | $-72137$ | $-62138$ | ||
| Taxes and duties | $-5849$ | $-4941$ | ||
| Dépréciations and provisions | $-10244$ | $-5930$ | ||
| Other operating income and expenses | 633 | $-1303$ | ||
| Current operating result | 41 720 | 24 774 | 68,4% | |
| Other non-recurring income and expenses | A10 | 10 499 | ||
| Operating result | 52 219 | 24 774 | 110,8% | |
| Financial income and expenses | A11 | $-1037$ | $-1.532$ | |
| Result before tax | 51 182 | 23 24 2 | 120,2% | |
| Income tax | A12 | $-12.569$ | $-7324$ | |
| Share from company's result using the equity accounting method | $-179$ | $-14$ | ||
| Result for the period | 38 434 | 15 904 | 141,7% | |
| - attributable to the owners of the parent company | 38 032 | 15 477 | 145,7% | |
| - attributable to minority interests | 402 | 427 | $-5,9%$ | |
| Result attributable to the owners of the parent company, per share | A13 | 4,38€ | 1,78 € | 145.6% |
| Result attributable to the owners of the parent company, diluted per share | A13 | 4,38€ | 1,78€ | 145.6% |
1.3. Statement of comprehensive income
| $$$ thousands | 2010.06 | 2009.06 | Variation |
|---|---|---|---|
| Result for the period | 38 4 34 | 15 904 | 141,7% |
| Change in asset revaluation reserve | $\overline{\phantom{0}}$ | ||
| Actuarial gains and losses | |||
| Conversion gains and losses | 20 652 | 4 1 2 5 | |
| Gains and losses from revaluation of financial assets available for sale | |||
| Effectives portion of gains and losses on hedging instruments | -946 | $-570$ | |
| Other items of comprehensive income (before tax) | 19 706 | 3 5 5 5 | 454.3% |
| Tax on other elements of comprehensive income | |||
| Share from the other elements of the company's comprehensive income | 326 | 196 | |
| using the equity accounting method | |||
| Comprehensive income | 58 466 | 19 655 | 197,5% |
| - attributable to the owners of the parent company | 57 999 | 19 220 | 201,8% |
| - attributable to minority interests | 467 | 435 | 7,4% |
1.4. Cash flow statement
| $$$ thousands | 2010.06 | 2009.06 |
|---|---|---|
| Result for the periode | 38 434 | 15 904 |
| Elimination of share of result using the equity accounting method | 179 | 14 |
| Elimination of depreciation and provisions | 11 565 | 6 546 |
| Elimination deferred tax change | $-1.562$ | 1 902 |
| Elimination of gain and losses on disposals | $-28$ | 4 |
| Other non-cash income and expenses | $-10194$ | 659 |
| Cahs flow | 38 394 | 25 029 |
| Impact of net change in inventories | -13 712 | -2357 |
| Impact of net change in trade receivables | $-18690$ | -2 778 |
| Impact of net change in trade payables | 12486 | -571 |
| Impact of net change in other receivables and payables | 1439 | $-13908$ |
| Impact of change in working capital requirements | $-18477$ | $-19614$ |
| Net financial interest paid | 724 | 2 006 |
| Net cash flow generated by operating activities | 20 641 | 7421 |
| Acquisition of intangibles assets | $-1013$ | -636 |
| Acquisition of tangibles assets | $-7665$ | -9 844 |
| Disposal of intangible and tangible assets | 230. | 133 |
| Change in financial assets | -56 | 42 |
| Change in debts relative to acquisitions | ||
| Acquisitions of subsidiaries or activities | $-12470$ | |
| Disposals of subsidiaries or activities | ||
| Dividends received | ||
| Net cash allocated to investments | $-20974$ | $-10305$ |
| Dividends paid by the parent company | ||
| Dividends paid to the minority interests | -444 | -448 |
| Change in treasury shares | $-430$ | 1 139 |
| Increase/decrease of capital | ||
| Debt issues | 8 2 9 2 | 20 208 |
| Repayments of debt | -2137 | $-14995$ |
| Net financial interest paid | $-724$ | -2 006 |
| Net cash from financing activities | 4 5 5 7 | 3898 |
| Change in cash position | 4 2 2 4 | 1014 |
1.5. Statement of change in cash position
| € thousands | 2010.06 | 2009.06 |
|---|---|---|
| Cash and cash equivalents | 14 069 | 8 4 1 4 |
| Banks overdrafts | -9 675 | $-15468$ |
| Accrued interest not yet matured | -35 | $-109$ |
| Opening net cash position | 4 3 5 9 | $-7163$ |
| Cash and cash equivalents | 20 846 | 13 289 |
| Banks overdrafts | $-10248$ | $-18855$ |
| Accrued interest not yet matured | $-45$ | $-55$ |
| Closing net cash position | 10 553 | -5 621 |
| Impact of tranlation adjustments | 1970 | 528 |
| Change in cash position | 4 2 2 4 | 1 0 14 |
1.6. Statement of change in shareholders' equity
| Issued capital |
Share premiums |
Reserves | Conversion | Result for reserves the period |
Equity attributable to the owners of the |
Minority interests |
Equity | |
|---|---|---|---|---|---|---|---|---|
| € thous ands | parent company | |||||||
| Equity at 31/12/2008 | 10 893 | 6 5 3 4 | 161 725 | $-16140$ | 35 408 | 198 420 | 2 5 9 3 | 201 013 |
| 2008 allocation of net result | $\qquad \qquad -$ | 35 408 | $\overline{\phantom{0}}$ | $-35408$ | ||||
| Distribution of dividends | $\overline{\phantom{a}}$ | $-10403$ | $-10403$ | $-828$ | $-11231$ | |||
| Treasury shares | $\overline{\phantom{a}}$ | 1736 | ٠ | 1736 | $\overline{\phantom{a}}$ | 1736 | ||
| Scope movements | $\overline{a}$ | 4 | 4 | $-4$ | ||||
| Others variations | ||||||||
| Comprehensive income | $\overline{\phantom{a}}$ | 227 | 4 8 0 5 | 38 816 | 43848 | 834 | 44 682 | |
| Equity at 31/12/2009 | 10 893 | 6 5 3 4 | 188 697 | -11 335 | 38 816 | 233 605 | 2 5 9 5 | 236 200 |
| 2009 allocation of earnings | $\overline{\phantom{a}}$ | 38 816 | $-38816$ | |||||
| Distribution of dividends | $\overline{\phantom{0}}$ | $-11503$ | $-11503$ | $-561$ | $-12064$ | |||
| Treasury shares | $\overline{a}$ | $-143$ | $\overline{\phantom{0}}$ | $-143$ | $-143$ | |||
| Scope movements | ||||||||
| Others variations | $\overline{\phantom{a}}$ | $\overline{\phantom{0}}$ | ||||||
| Comprehensive income | $-620$ | 20 587 | 38 032 | 57 999 | 467 | 58 466 | ||
| Equity at 30/06/2010 | 10 893 | 6 5 3 4 | 215 247 | 9 25 2 | 38 032 | 279 958 | 2 501 | 282 459 |
Comparative information as of June 30, 2009
| Issued capital |
Share premiums |
Reserves | Conversion | Result for reserves the period |
Equity attributable to |
Minority interests |
Equity | |
|---|---|---|---|---|---|---|---|---|
| the owners of the | ||||||||
| $$\epsilon$$ thous ands | parent company | |||||||
| Equity at 31/12/2008 | 10 893 | 6 5 3 4 | 161 725 | $-16140$ | 35 408 | 198 420 | 2 5 9 3 | 201 013 |
| 2007 allocation of earnings | $\overline{\phantom{a}}$ | 35 408 | $\overline{\phantom{0}}$ | $-35408$ | $\qquad \qquad$ | |||
| Distribution of dividends | $\overline{\phantom{a}}$ | $-10456$ | - | $-10456$ | $-828$ | $-11284$ | ||
| Treasury shares | ٠ | $\overline{\phantom{a}}$ | 1 3 3 2 | ٠ | $\overline{\phantom{0}}$ | 1332 | $\overline{\phantom{a}}$ | 1332 |
| Scope movements | $\overline{\phantom{0}}$ | $\overline{\phantom{0}}$ | - | $\overline{\phantom{a}}$ | ||||
| Others variations | $\overline{\phantom{0}}$ | $\overline{\phantom{a}}$ | 35 | $\overline{\phantom{0}}$ | $\overline{\phantom{0}}$ | 35 | $-3$ | 32 |
| Comprehensive income | $\overline{a}$ | - | $-374$ | 4 1 1 7 | 15477 | 19 220 | 435 | 19 655 |
| Equity at 30/06/2009 | 10 893 | 6 5 3 4 | 187 670 | $-12023$ | 15477 | 208 551 | 2 197 | 210 748 |
2. NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2.1. Accounting policies and methods
General information
Virbac is the world's leading independent laboratory dedicated exclusively to animal health, with a comprehensive range of products for both companion and food producing animals.
Virbac's shares have been listed on the second market of the Paris stock exchange (compartment B of Eurolist). Virbac is a French limited company with a management structure comprising a management board and supervisory board (société anonyme à directoire et conseil de surveillance). Its trade name is "Virbac". The company was formed in Carros in 1968. Under the company's current Memorandum and articles of association, its duration is set to expire on 2 January 2028, subject to any further extension thereof. The registered office is located at 1ère avenue 2065 LID, 06511 Carros. The company is registered on the Grasse trade and companies register under number 417350311 RCS Grasse.
The 2010 condensed half yearly consolidated financial statements were prepared by the Executive board on 30 August 2010.
The following notes to the financial statements form an integral part of the consolidated financial statements.
Material events of the period
The major events occurring during the first semester are as follows :
On January 5th, 2010, Virbac has entered into a strategic alliance in food-producing animals vaccines by taking a 30% shareholding in the Uruguayan laboratory Santa Elena for an amount of USD 3.7 million. This company is established in Uruguay since more than 50 years and enjoys a large expertise in the development and manufacturing of vaccines, essentially for bovine, which are marketed in Uruguay and Latin American countries. Its revenues reached 7 million US dollars in 2009.Virbac will have the possibility to ultimately acquire whole of the capital stock of Santa Elena.
With this alliance, Santa Elena will be able to use the solid commercial platform brought by Virbac and introduce its vaccines range in many markets abroad. Virbac on its side will benefit from Santa Elena's skills and know-how in biology to help building up a development and manufacturing base for food-producing animals vaccines, allowing Virbac's entry into this market segment.
On January 29th, 2010, Virbac signed an agreement with Pfizer to acquire certain veterinary products and related assets, including a manufacturing facility, in Australia. The transaction was for a sum of AUD 11.7 million excluding acquisition and fiscal costs. The agreement has been approved by the Australian Competition and Consumer Commission; it was part of the divestment required by the Commission in connection with Pfizer's recent acquisition of Wyeth, including its Fort Dodge Animal Health business. Virbac has acquired rights to a portfolio of livestock products historically marketed in Australia by Fort Dodge Animal Health for use in farm animals, primarily cattle and sheep. The portfolio includes parasiticides (80% of sales) and vaccines (20%) that achieved net sales of approximately 36 million Australian dollars in 2009. This new portfolio will perfectly fit and complement the current range of products that Virbac Australia is bringing to its customers.
This acquisition constitutes a business combination within the meaning of revised IFRS 3 and is recorded as such in the present consolidated financial statements. The difference between the acquisition cost of the assets and their fair value is a negative goodwill of 11.5 million euros recorded as non recurring income in the income statement.
Post-balance sheet events
In July 2010, the Group arranged and put in place with a banking pool the refinancing of this line, through a new € 220 million 5 years credit facility extendible to six years.
Scope of consolidation
The condensed interim financial statements for the semester ended 30 June 2009 comprise the financial statements of those companies that Virbac, de jure or de facto, directly or indirectly controls. A list of the consolidated companies is provided in the notes to the financial statements.
Changes in scope during the period is relating to the acquisition of a stake by Virbac up to 30% in an Uruguayan company Santa Elena. This entity is consolidated following the equity method.
Accounting principles applied
The Virbac Group's consolidated financial statements were drawn up in line with the international accounting standards as adopted by the European Union (accounting basis available on the ec.europa.eu website). The international accounting standards include the IFRS, IAS (International Accounting Standards) and their SIC (Standards Interpretations Committee) and IFRIC (International Financial Reporting Interpretations Committee) interpretations.
The half-year condensed financial statements as of June 30, 2010, are presented and have been prepared in accordance with standard IAS 34 « Interim Financial Reporting ». The condensed interim financial statements don't include the whole information required by the IFRS reference system. They should be analyzed with the consolidated statements of the previous year's balance sheet date, as of December 31, 2009.
The accounting principles applied to the condensed consolidated financial statements are identical to the ones applied to the preparation of the consolidated statements of the previous year's balance sheet date, as of 31 December 2009.
For the presentation of the condensed consolidated financial statements as of June 30, 2010, the Group applied all the standards and interpretations in force at European level applicable for fiscal years beginning on January 1st, 2010.
These standards and interpretations are as follows:
IFRS 3 revised, "business combinations", applicable to periods beginning on or after 1st January 2010;
IFRS 2 amended, "posting of spent treasury plans within the Group", applicable to periods beginning on or after 1 st January 2010;
IAS 27 revised, "consolidated and individual financial statements", applicable to periods beginning on or after 1 st July 2009;
IAS 39 amended, "exposures eligible for hedge accounting", applicable to periods beginning on or after 1st July 2009;
IFRIC 12, "concessions", applicable to periods beginning on or after 29 March 2009;
IFRIC 15, "agreements for the construction of an intangible asset" applicable to periods beginning on or after 1st January 2010;
IFRIC 16, "hedging of a net investment in an activity abroad", applicable to periods beginning on or after 1st July 2009;
IFRIC 17, "distribution of non-monetary assets to shareholders", applicable to periods beginning on or after 1st November 2009;
IFRIC 18, "transfer of assets to clients", applicable to periods beginning on or after 1st November 2009;
As of the date of approval of these consolidated financial statements, the following standards and interpretations had been published by the IASB (International Accounting Standards Board) but not yet adopted by the European Union or not applicable in advance because of their contradictory nature to the current accounting basis :
IFRS 1 amended, "first application of the IFRS for the first IFRS adoptions", applicable to periods beginning on or after 1st January 2010;
IFRS 9, "financial instruments", applicable to periods beginning on or after 1 January 2013;
IAS 24 revised, "information to provide to associated parties", applicable to periods beginning on or after 1st January 2011;
IAS 32 amended, "classification of share subscriptions", applicable to periods beginning on or after 1 February 2010;
IFRS 1 amended, "limited exemption from comparative IFRS 7 disclosures", applicable to periods beginning on or after 1st July 2010;
IFRIC 14 amended, "prepayments of a minimum funding requirement", applicable to periods beginning on or after 1st January 2011;
IFRIC 19, "Extinguishing Financial Liabilities with Equity Instruments", applicable to periods beginning on or after 1st July 2010;
The Group parent company is currently analysing the practical consequences of these new standards and interpretations and the impact of their application on the financial statements. Where necessary, the Group will apply these standards in its financial statements when adopted by the European Union.
Consolidations rules
Consolidation method
The financial statements of companies under the exclusive control of Virbac are fully consolidated.
Those companies over which Virbac exercises joint control or significant influence are accounted for by the equity method.
All companies have been consolidated on the basis of financial statements drawn up to 30 June 2010.
Translation of financial statements
The functional currency of the Group's foreign subsidiaries is their local currency, except for Santa Elena company in Uruguay the functional currency of which is the American dollar.
The financial statements of foreign companies whose functional currency is not the euro are translated in accordance with the following principles:
- balance sheet items are translated at the exchange rate ruling on the balance sheet date. The translation adjustment resulting from the use of a different exchange rate on opening shareholders'equity is recorded in shareholders' equity in the consolidated balance sheet;
- income statement items are translated at the average rate for the financial year. The translation adjustment resulting from the use of an exchange rate that is different from the balance sheet rate is recorded in shareholders' equity in the consolidated balance sheet.
Elimination of inter-company transactions
All operations between Group companies fully consolidated are eliminated.
Regarding other intra-group transactions:
- unrealised gains on inventories and fixes assets purchased from other Group companies are eliminated;
- intra-Group dividend payments are recorded in reserves at their gross amount.
The transfer prices used between Group subsidiaries are the prices that would have been used in arms' length transactions with third parties.
Estimations
The financial statements preparation required the use of estimations and assumptions, which could have an effect on assets, liabilities, revenues and expenses registered.
These estimations and assumptions, based on the available information at the semester closing date, could impact :
• Acquisition price
Some acquisition contracts relating to company regrouping or the purchase of intangible assets, include a clause likely to change the price of the acquisition, depending on the objectives associated with financial income, the obtainment of marketing authorisation, or results of efficacy testing.
In this case, the Group should estimate, at the close of the financial year, the acquisition price based on the most realistic assumptions for achieving these objectives.
• Tax charge
The Group tax charge is calculated on the basis of the recognized tax rate estimated for the period. This rate, fixed using the effective tax rates in the fiscal entities of the Group, is applied to the profit before tax.
2.2. Notes
A1 – Goodwills
| Gross value Impairement Accounting Increases Disposals Impairment Transfers Conversion Accounting | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| as at of value as at value as at | of value | gains and value as at | |||||||
| 31/12/2009 | 31/12/2009 31/12/2009 | losses 30/06/2010 | |||||||
| in $\epsilon$ thousands | |||||||||
| Virbac | 724 | $-274$ | 450 | 450 | |||||
| Virbac France | 634 | $-634$ | $\bf{0}$ | $\overline{\phantom{0}}$ | $\bf{0}$ | ||||
| Virbac Nederland BV | 1877 | $-272$ | 1605 | $\sim$ | 1 605 | ||||
| Virbac SRL | 1 5 8 5 | 1585 | 1585 | ||||||
| Virbac do Brasil Industria e Comercio Ltda | 21 | 21 | $\overline{\phantom{0}}$ | 21 | |||||
| Virbac Danmark A/S | 4 643 | 4 643 | 4 643 | ||||||
| Virbac Nutrition | 7 | $\overline{\phantom{a}}$ | 7 | $\overline{\phantom{a}}$ | 7 | ||||
| Dog N'Cat International | 43 | $\overline{\phantom{a}}$ | 43 | $\overline{\phantom{0}}$ | 43 | ||||
| Bio Veto Test | 6 1 7 7 | $\overline{\phantom{a}}$ | 6 177 | $\overline{\phantom{a}}$ | 6.177 | ||||
| Francodex Santé Animale | 1677 | $-1677$ | $\sim$ | 0 | |||||
| Virbac Hellas SA | 1 2 6 8 | 1 2 6 8 | 1268 | ||||||
| Animedica SA | 90 | $\overline{\phantom{0}}$ | 90 | $\overline{\phantom{a}}$ | 90 | ||||
| Virbac Korea Co. Ltd | 130 | $\overline{\phantom{0}}$ | 130 | $\overline{\phantom{a}}$ | 130 | ||||
| Virbac (Thailand) Co. Ltd | 247 | 247 | 51 | 298 | |||||
| Virbac Colombia Ltda | 387 | $\overline{\phantom{a}}$ | 387 | $\overline{\phantom{a}}$ | 387 | ||||
| Virbac Japan Co. Ltd | 352 | $\overline{\phantom{a}}$ | 352 | 352 | |||||
| Laboratorios Virbae Costa Rica SA | 11 | $\overline{\phantom{0}}$ | 11 | 2 | 13 | ||||
| Virbac de Portugal Laboratorios Lda | 249 | $-62$ | 187 | $\overline{\phantom{a}}$ | 187 | ||||
| Virbac Vietnam Co. Ltd | 133 | $-39$ | 94 | 13 | 107 | ||||
| Virbac RSA (Proprietary) Ltd | 572 | $-286$ | 286 | 39 | 325 | ||||
| Virbac Animal Health India Private Limited | 16 831 | $\overline{a}$ | 16831 | 2813 | 19 644 | ||||
| Virbac Corporation | 49 680 | $-2846$ | 46 834 | ÷ | 2 5 4 7 | 49 381 | |||
| Virbac (Australia) Pty Ltd | 3 2 4 0 | $-312$ | 2928 | 186 | 3 1 1 4 | ||||
| Virbac New Zealand Limited | 279 | $-155$ | 124 | 14 | 138 | ||||
| Goodwill | 90 857 | $-6,557$ | 84 300 | ÷. | ÷. | $\sim$ | ÷ | 5 665 | 89 965 |
No impairment losses in respect of goodwill has been recognised since the opening balance sheet.
A2. Intangibles assets
| $$$ thousands | Concessions, patents, licenses and brands |
Other intangible assets |
Total |
|---|---|---|---|
| Gross value as at $31/12/2009$ | 91823 | 33 958 | 125 781 |
| Acquisitions Disposals Changes in scope Transfers Conversion gains and losses |
2 1 0 4 $-106$ 4 699 |
2793 $-101$ 135 1 0 2 2 |
4897 $-101$ 29 5 7 2 1 |
| Gross value as at 30/06/2010 | 98 5 20 | 37807 | 136 327 |
| Depreciation as at 31/12/2009 | $-23495$ | $-20339$ | 43834 |
| Allowances Reversals Disposals Changes in scope Transfers Conversion gains and losses |
$-2476$ $-1020$ |
$-1348$ $-570$ |
-3 824 $-1,590$ |
| Depreciation as at 30/06/2010 | $-26991$ | $-22256$ | -49 247 |
| Net value as at 31/12/2009 Net value as at 30/06/2010 |
68 3 28 71 5 29 |
13 619 15 551 |
81947 87 080 |
The increase of the intangibles assets is mainly due to the acquisition of Pfizer assets in Australia (€ 2 026 thousand) and Schering-Plough assets in Brazil (€ 1 982 thousand).
A3. Tangible assets
| € thousands | Land | Constructions | Technical facilities, materials and industrial equipment |
Other tangible assets |
Total |
|---|---|---|---|---|---|
| Gross value as at $31/12/2009$ | 5 0 7 7 | 84 514 | 66 413 | 23 021 | 179 025 |
| Acquisitions Disposals Changes in scope Transfers Conversion gains and losses |
4 4 0 1 608 |
1915 733 2 5 0 5 |
6 0 4 5 $-526$ 367 2495 |
5 7 7 7 $-346$ $-1$ 521 1742 |
18 13 8 $-872$ -421 7350 |
| Gross value as at 30/06/2010 | 10 086 | 89 667 | 74 794 | 28 673 | 203 220 |
| Depreciation as at 31/12/2009 | 43 969 | 45 889 | $-12206$ | $-102064$ | |
| Allowances Reversals Disposals Changes in scope Transfers Conversion gains and losses |
-1989 $-894$ |
$-2,585$ 9 512 10 $-1,552$ |
$-994$ 258 377 $-845$ |
$-5568$ 9 770 387 $-3291$ |
|
| Depreciation as at 30/06/2010 | 46852 | 49 495 | $-13410$ | $-109$ 757 | |
| Net value as at 31/12/2009 Net value as at 30/06/2010 |
5 0 7 7 10 086 |
40 545 42 815 |
20 5 24 25 299 |
10 815 15 263 |
76 961 93 463 |
The increase of the tangibles assets is mainly due to the acquisition of Pfizer assets in Australia for 10 467 k€.
A4. Share in companies accounted for by the equity method
| Company's individual accounts using equity method | |||||
|---|---|---|---|---|---|
| € thousands | Total balance sheet | Sales | Result | Share on equity Share of result | |
| German company | 2 2 1 3 | 2 101 | -622 | 341 | -149 |
| South African company | - | $-14$ | -3 | ||
| Uruguayan company (Santa Elena) | 5 5 3 8 | 2 5 0 2 | -88 | 3 1 1 6 | $-27$ |
| Share in companies using equity method | 3458 | $-179$ |
COMPANY : SANTA ELENA
On January 5th, 2010, Virbac has entered into a strategic alliance in food-producing animals vaccines by taking a 30% shareholding in the Uruguayan laboratory Santa Elena for an amount of USD 3.7 million.
The shareholders' agreement signed in connection with the acquisition of 30% of the Santa Elena is considered as a joint-venture agreement and as such must be treated in accordance with IAS31. Following paragraph 38 of IAS 31, Virbac adopted the alternative method in the consolidated financial statement, which allows to apply the equity method of the stake in the joint-venture companies.
The « implicit » goodwill linked to this operation is calculated as follows :
| € thousands | Statement value |
|---|---|
| Investments acquisition Acquisition fees |
2585 94 |
| Investments acquisition cost | 2679 |
| Share of the financial statement acquisition | 930 |
| Implicit goodwill | 1749 |
The share of the financial statement acquisition is show in detail hereunder :
| € thousands | Fair value |
|---|---|
| Intangible assets | 12 |
| Tangible assets | 569 |
| Inventories and work-in progress | 368 |
| Other receivables | 498 |
| Cash | 36 |
| Financial liabilities | $-263$ |
| Other payables | $-291$ |
| Share of the financial statement acquisition | 929 |
A5. Inventory and work in progress
| $$\epsilon$$ thous ands | supplies | Raw material and work in progress | Finished goods and merchandise |
Total |
|---|---|---|---|---|
| Gross value as at $31/12/2009$ | 23 312 | 6339 | 45 5 86 | 75 237 |
| Variations Changes in scope Transfers Conversion gains and losses |
15 401 1690 |
1 2 9 6 13 |
8335 167 4 2 3 3 |
25 032 167 5936 |
| Gross value as at 30/06/2009 | 40 403 | 7 648 | 58 321 | 106 372 |
| Depreciation as at 31/12/2009 | $-1316$ | $-932$ | $-2,356$ | -4 604 |
| Allowances Reversals Changes in scope Transfers Conversion gains and losses |
$-954$ 588 $-79$ $-125$ |
$-717$ 932 |
$-1,550$ 2013 $-7162$ $-317$ |
$-3221$ 3 5 3 3 $-7241$ -442 |
| Depreciation as at 30/06/2010 | $-1886$ | $-717$ | $-9,372$ | $-11975$ |
| Net value as at 31/12/2009 Net value as at 30/06/2010 |
21 996 38 517 |
5 407 6931 |
43 230 48 949 |
70 633 94 397 |
Apart from the conversion gains and losses, the increase of the inventory and work in progress is mainly due to the growth of the activity and the integration of Pfizer's assets in Australia.
A6. Trade receivables
| Trade receivables | |
|---|---|
| € thousands | |
| Gross value as at $31/12/2009$ | 77 700 |
| Variations | 18 776 |
| Changes in scope | |
| Transfers | |
| Conversion gains and losses | 5766 |
| Gross value as at 30/06/2010 | 102 242 |
| Depreciation as at 31/12/2009 | $-2694$ |
| Allowances | $-232$ |
| Reversals | 146 |
| Changes in scope | |
| Transfers | |
| Conversion gains and losses | $-181$ |
| Depreciation as at 30/06/2010 | $-2961$ |
| Net value as at 31/12/2009 | 75 006 |
| Net value as at 30/06/2010 | 99 281 |
Apart from the conversion gains and losses, the increase of the inventory and work in progress is mainly due to the growth of the activity.
A7. Other financial liabilities
Change in other financial liabilities
| 31/12/2009 | Increases | Decreases | Change in Transfers Translation 30/06/2010 | ||||
|---|---|---|---|---|---|---|---|
| € thousands | scope | adjustments | |||||
| Loans | 32 604 | 7076 | $-1196$ | 743 | 39 227 | ||
| Bank overdrafts | $\overline{\phantom{0}}$ | ||||||
| Accrued interest liabilities not yet matured | $\overline{\phantom{0}}$ | $\overline{\phantom{0}}$ | |||||
| Debt relating to leasing contracts | 1787 | $-202$ | $\overline{\phantom{0}}$ | $-329$ | 104 | 1360 | |
| Employee profit sharing | 8 | 25 | 3 | 36 | |||
| Financial derivative | 20 | 423 | $-20$ | 423 | |||
| Others | 114 | $-5$ | 15 | 124 | |||
| Other non-current financial liabilities | 34 533 | 7.524 | $-1423$ | ٠ | $-329$ | 865 | 41 170 |
| Loans | |||||||
| 2 2 4 8 | 893 | $-84$ | 442 | 3499 | |||
| Bank overdrafts | 9675 | 197 | 376 | 10 248 | |||
| Accrued interest liabilities not yet matured | 35 | 10 | 45 | ||||
| Debt relating to leasing contracts | 965 | 53 | $-265$ | 329 | 45 | 1 1 2 7 | |
| Employee profit sharing | 325 | 269 | $-332$ | 12 | 274 | ||
| Financial derivative | 128 | 2 1 1 6 | $-128$ | 2 1 1 6 | |||
| Others | $\qquad \qquad \blacksquare$ | $\overline{\phantom{0}}$ | |||||
| Other current financial liabilities | 13 376 | 3538 | -809 | 329 | 875 | 17 309 | |
| Other financial liabilities | 47 909 | 11 062 | $-2232$ | ÷ | 1740 | 58 479 |
Others financial liabilities by maturity
June 30th, 2010
| Payments | |||||
|---|---|---|---|---|---|
| $$\epsilon$$ thousands | $\leq 1$ year | $1-5$ years | $>$ 5 years | ||
| Loans | 3499 | 39 227 | $\overline{\phantom{0}}$ | 42 726 | |
| Bank overdrafts | 10 248 | 10 248 | |||
| Accrued interest liabilities not yet matured | 45 | $\overline{\phantom{0}}$ | 45 | ||
| Debt relating to leasing contracts | 1 1 2 7 | 1 3 6 0 | - | 2487 | |
| Employee profit sharing | 274 | 36 | 310 | ||
| Financial derivative instruments | 2 1 1 6 | 423 | - | 2 5 3 9 | |
| Others | $\overline{\phantom{a}}$ | 124 | $\overline{\phantom{0}}$ | 124 | |
| Other financial liabilities | 17 309 | 41 170 | 58 479 |
December 31st, 2009
| Payments | ||||||
|---|---|---|---|---|---|---|
| € thousands | $\leq 1$ year | $1-5$ years | $>$ 5 years | |||
| Loans | 2 2 4 8 | 32 604 | $\overline{\phantom{0}}$ | 34 852 | ||
| Bank overdrafts | 9 675 | $\overline{\phantom{a}}$ | $\overline{\phantom{0}}$ | 9675 | ||
| Accrued interest liabilities not yet matured | 35 | 35 | ||||
| Debt relating to leasing contracts | 965 | 1787 | - | 2 7 5 2 | ||
| Employee profit sharing | 325 | 8 | $\overline{\phantom{0}}$ | 333 | ||
| Financial derivative instruments | 128 | 20 | $\overline{\phantom{0}}$ | 148 | ||
| Others | $\overline{\phantom{a}}$ | 114 | 114 | |||
| Other financial liabilities | 13 376 | 34 533 | ۰ | 47 909 |
A8. Trade payables
| $$$ thous ands | 31/12/2009 | Variations Changes in scope |
Transfers Conversion gains 30/06/2010 and losses |
|||
|---|---|---|---|---|---|---|
| Current trade payables Payables on intangible assets Payables on tangible assets |
52 106 1 178 1 175 |
12 486 36 -22 |
$\overline{\phantom{0}}$ $\overline{\phantom{a}}$ $\overline{\phantom{0}}$ |
- 1 $\overline{\phantom{a}}$ $\overline{\phantom{a}}$ |
4 2 5 4 87 $\blacksquare$ |
68 845 1 301 1 153 |
| Trade payables | 54 459 | 12 500 | 4 3 4 1 | 71 299 |
Apart from the conversion gains and losses, the increase of the inventory and work in progress is mainly due to the growth of the activity.
A9. Revenue from ordinary activities
| € thousands | 30/06/2010 | 30/06/2009 | Variation |
|---|---|---|---|
| Sales of finished goods and merchandise | 313 585 | 246 791 | 27,1% |
| Services | 57 | 87 | -34,5% |
| Additional income from the activity | 373 | 333 | 12,0% |
| Royalties received | 78 | 246 | -68,3% |
| Gross sales | 314 093 | 247 457 | 26,9% |
| Discounts, rebates and refunds on sales | $-24$ 585 | $-17436$ | 41,0% |
| Expenses deducted from sales | -4 046 | $-3098$ | 30,6% |
| Settlement discounts | $-1213$ | -993 | 22,2% |
| Provisions for returns | $-162$ | $-433$ | -62,6% |
| Expenses deducted from sales | -30 006 | $-21960$ | 36,6% |
| Revenue from ordinary activities | 284 087 | 225 497 | 26,0% |
A10. Others non-recurring income and expenses
| € thousands | 30/06/2010 |
|---|---|
| Negative goodwill on assets acquisition in Australia Revaluation of stocks purchase in Australia Restructuring fees linked to assets acquisition in Australia |
11 514 -528 -487 |
| Other non-recurring income and expenses | 10 499 |
No other income or expenses not from ordinary activities was recognised at June 30, 2010.
Company : Assets acquisition in Australia
On January 29th, 2010, Virbac signed an agreement with Pfizer to acquire certain veterinary products and related assets, including a manufacturing facility, in Australia. The transaction was for a sum of AUD 11.7 million excluding acquisition and fiscal costs.
This acquisition constitutes a business combination within the meaning of revised IFRS 3 and is recorded as such in the present consolidated financial statements. The negative goodwill of this operation is calculated as follows:
| € thousands | Statement value |
|---|---|
| Assets acquisition | 10 157 |
| Acquisition fees | $-2214$ |
| Assets acquisition cost | 7943 |
| Fair value of acquired net assets Deferred tax liability |
23 497 $-4041$ |
| Negative goodwill | $-11513$ |
The assets acquisition are show in detail hereunder :
| Book value in | Fair value in | |
|---|---|---|
| seller's accounts | consolidated | |
| € thousands | accounts | |
| Intangible assets | 2026 | |
| Tangible assets | 15 5 63 | 10 4 6 7 |
| Inventories and work-in progress | 13 29 1 | 12 160 |
| Assets acquisition | 28 8 54 | 24 653 |
| Social liabilities | $-1156$ | $-1156$ |
| Acquired net assets | 27 698 | 23 497 |
A11. Financial income and expenses
| $$\epsilon$$ thousands | 30/06/2010 | 30/06/2009 | Variation |
|---|---|---|---|
| Gross cost of financial debt | $-1004$ | $-2050$ | $-51,0%$ |
| Income from cash and cash equivalents | 280 | 44 | 536,4% |
| Net cost of financial | $-724$ | $-2006$ | $-63,9%$ |
| Negative foreign exchange losses | $-1192$ | $-1326$ | $-10,1%$ |
| Positive foreign exchange gains | 1814 | 1 3 1 0 | 38,5% |
| Change in foreign currency derivatives and interest rate | $-1007$ | 266 | -478,6% |
| Other financial expenses | $-1$ | -10 | $-90,0%$ |
| Other financial income | 73 | 234 | $-68,8%$ |
| Other financial income and expenses | $-313$ | 474 | $-166,0%$ |
| Financial income and expenses | $-1037$ | $-1,532$ | $-32,3%$ |
A12. Income tax
| 30/06/2010 | 30/06/2009 | |||
|---|---|---|---|---|
| $$$ thousands | Base | Tax | Base | Tax |
| Result before tax | 51 182 | 23 24 2 | ||
| Adjustment of CIR (Research tax credit) | $-2402$ | $-2.306$ | ||
| Adjustment of non-recurring items (including tax) | -10 499 | |||
| Result before tax, adjusted for the CIR | 38 281 | 20 936 | ||
| Current tax of French companies | $-3201$ | 1 0 0 9 | ||
| Current tax of foreign companies | $-10930$ | $-6431$ | ||
| Current tax | $-14$ 131 | -5422 | ||
| Deferred tax of French companies | 2074 | $-1098$ | ||
| Deferred tax of foreign companies | $-512$ | $-804$ | ||
| Deferred tax | 1562 | $-1902$ | ||
| Total recorded tax | $-12,569$ | $-7324$ | ||
| Effective tax rate | 32,83% | 34,98% | ||
| Theoretical tax rate | 34,43% | 34.43% | ||
| Theoretical tax | $-13180$ | $-7208$ | ||
| Difference between theoretical tax and recorded tax | $-611$ | 116 |
The difference between theoretical tax and recorded tax as of June 30th, 2010 is explained essentially by the differential tax rates abroad up to €620 thousand.
A13. Result per share
| $\epsilon$ thousands | 30/06/2010 | 30/06/2009 | |
|---|---|---|---|
| Earning attributable to the owners of the parent company | 38 032 019 € | 15 477 024 € | |
| Total number of shares | 8 714 352 | 8 714 352 | |
| Impact of dilutive instruments | N/A | N/A | |
| Number of treasury shares | 39 3 7 9 | 42 9 52 | |
| Number of outstanding shares | 8 674 973 | 8 671 400 | |
| Earnings attributable to the owners of the parent company, per share | 4,38 € | 1,78€ | |
| Earnings attributable to the owners of the parent company, diluted per share | 4,38 € | 1,78€ |
A14. Treasury shares
At 30 June 2010, Virbac held treasury shares to supply, essentially, allocation plans of performance shares. These treasury shares are recognised as a deduction against shareholders' equity.
As certain plans expired during the year, some employees exercised their options. At June 30th, 2010, there were 39 379 treasury shares (compared with 40,673 shares as at December 31st, 2009) with a total value of €2 660 thousand.
A15. Operational sectors
In accordance with IFRS 8, the Group provides industry information as used internally by the chief operating decision maker.
The Group's industry information level is the geographic sector. The breakdown by geographic area is made over seven regions, according to the place of establishment of Group assets:
- France;
- Europe (excluding France);
- Latin America;
- North America;
- Asia;
- Pacific;
- Africa & Middle East.
The Group's operating activities are organised and managed separately according to the nature of the markets. The two market segments are pets and food producing animals but the latter is not considered as an industry information level for the following reasons:
• nature of the products: the majority of therapeutic segments are common to pets and food producing animals (antibiotics, parasiticides, etc.);
• manufacturing procedures: the production lines are common to both segments and there is no significant difference in sources of supply;
• client type or category: the distinction is made between the ethical (veterinary) and OTC (Over the counter) sectors;
• internal organisation: the management structures in the Virbac Group are organised by geographic area. At the Group level there is no responsibility for segment marketing;
• distribution methods: the main distribution channels depend more on the country than the segment marketing. The sales capacities can be, in some cases, common to both marketing segments;
• nature of the environmental regulations: the regulatory bodies governing marketing authorisations are identical regardless of the segment.
In the information presented below, the sectors correspond to geographic zones (areas where the Group's assets are located).
| France | Europe | Latin | North | Asia Pacific Africa & | Total | |||
|---|---|---|---|---|---|---|---|---|
| $$$ thous ands | excl. France America America | Middle East | ||||||
| Revenue from ordinary activities | 67 614 | 78 697 | 16 687 | 43 848 | 31 966 | 32 605 | 12670 | 284 087 |
| Operating result | 6 4 3 4 | 10 604 | 1823 | 12 236 | 4 6 5 5 | 14 310 | 2 1 5 7 | 52 219 |
| Result attributable to the owners of the parent company | 3 7 8 4 | 6 776 | 1444 | 7815 | 3 2 1 7 | -13 673 | 1 3 2 3 | 38 032 |
| Minority interests | 312 | $\overline{\phantom{a}}$ | $\overline{\phantom{0}}$ | 85 | $\overline{\phantom{a}}$ | - | 402. | |
| Consolidates result | 3 789 | 7088 | 1444 | 7815 | 3 3 0 2 | 13 673 | 1323 | 38 434 |
A16. Information on related parties
| Executive board members | (including in-kind benefits) |
to terms of office for administrators in the Group's companies |
Fixed compensation Compensation linked Variable compensation | Total compensation |
|---|---|---|---|---|
| $\epsilon$ thousands | ||||
| Éric Marée | 139 532€ | 31 700 € | 71 000€ | 242 232 € |
| Pierre Pagès | 93 230 € | 29 950 € | 43 000 € | 166 180 € |
| Christian Karst | 90.746€ | 19 000€ | 36 500€ | 146 246 € |
| Michel Garaudet | 84 529€ | 6500€ | 22 500 € | 113 529 € |
| Jean-Pierre Dick | 17 687€ | 7 500€ | 25 187 € | |
| Total | 425 724 | 87 150 | 180 500 | 693 374 |
Executive compensation
Remuneration paid during the period corresponds to the fixed compensation, the compensation for directorships in Group companies paid in 2009 first semester, the variable compensation paid for the period and the benefits in kind granted in the first semester (company car).
Calculation criteria for the variable portion
The variable compensation of members of the executive board depends on a series of shared goals:
- sales growth;
- growth in operating profit from ordinary activities;
- as well as specific operating goals.
Others benefits
In addition to the various compensation items, executive board members enjoy the benefits described below.
Pensions
A supplementary defined benefit pension plan (12.5% of reference salary and 22% in the event of over 30 years' service) granted on the following terms:
- over 10 years' service in the Group (including 9 years as a member of the executive board);
- be at least 60;
- finish his/her career in the Group.
Severance pay
The commitments made by the company and the companies it controls to its executives in the event of dismissal are as follows:
- Éric Marée : €483 000 ;
- Pierre Pagès : €404 000 ;
- Christian Karst : €326 000.
Allocation of performance shares
The Virbac executive board, in accordance with authorisation from the shareholder's meeting, granted in 2008, 2009 and 2010 the allocation of performance shares to certain Virbac employees and directors and those of its subsidiaries.
These allocations are subject to meeting a performance target linked to the profitability and net debt of the Group, to be found respectively at the end of the 2009, 2010 and 2011 financial years.
The performance shares allocated under the plans for 2008, 2009 and 2010 amounted to 14 050 shares, 14 450 shares and 12 000 shares, respectively.
The allocation of performance shares to the executive board in 2006, 2007 and 2008 are as follows:
| Executive board members | Number of shares 2008 Plan |
Number of shares 2009 Plan |
Number of shares 2010 Plan |
|---|---|---|---|
| Éric Marée | 1800 | 1800 | 1460 |
| Pierre Pagès | 1 3 0 0 | 1 3 0 0 | 1 0 8 0 |
| Christian Karst | 1 200 | 1 200 | 1 000 |
| Michel Garaudet | 800 | 800 | 665 |
| Total | 5 100 | 5 100 | 4 205 |
A17. Scope of consolidation
| Corporate Name | Location | Country | Control at | Control at |
|---|---|---|---|---|
| 30/06/2010 | 31/12/2009 | |||
| Virbac (parent company) | Carros | France | 100.00% | 100.00% |
| Interlab Virbac France |
Carros | France | 100.00% | 100.00% |
| Carros | France | 100.00% | 100.00% | |
| Virbac Belgium SA | Wavre | Belgium | 75.27% | 75.27% |
| Virbac Nederland BV * | Barneveld | Netherlands | 75.28% | 75.28% |
| Virbac (Switzerland) AG | Glattbrugg | Switzerland | 100.00% | 100.00% |
| Virbac Ltd | Bury St. Edmunds | United Kingdom | 100.00% | 100.00% |
| Virbac SRL | Milan | Italy | 100.00% | 100.00% |
| Virbac do Brasil Industria e Comercio Ltda | São Paulo | Brazil | 100.00% | 100.00% |
| Virbac Danmark A/S | Kolding | Denmark | 100.00% | 100.00% |
| Inomark AG | Glattbrugg | Switzerland | 100.00% | 100.00% |
| Virbac Mexico SA de CV | Guadalajara | Mexico | 100.00% | 100.00% |
| Laboratorios Virbac Mexico SA de CV | Guadalajara | Mexico | 100.00% | 100.00% |
| Virbac Pharma Handelsgesellshaft mbH | Bad Oldesloe | Germany | 100.00% | 100.00% |
| Virbac Tierarzneimittel GmbH | Bad Oldesloe | Germany | 100.00% | 100.00% |
| Soparlic | Carros | France | 100.00% | 100.00% |
| Virbac Distribution | Wissous | France | 100.00% | 100.00% |
| Virbac Nutrition | Vauvert | France | 100.00% | 100.00% |
| Dog N'Cat International | Vauvert | France | 100.00% | 100.00% |
| Bio Veto Test | La Seyne sur Mer | France | 100.00% | 100.00% |
| Francodex Santé Animale | Carros | France | 99.60% | 99.60% |
| Virbac Hellas SA | Agios Stefanos | Greece | 100.00% | 100.00% |
| Animedica SA | Agios Stefanos | Greece | 100.00% | 100.00% |
| Virbac España SA | Barcelone | Spain | 100.00% | 100.00% |
| Virbac Osterreich GmbH | Vienne | Austria | 100.00% | 100.00% |
| Virbac Korea Co. Ltd | Séoul | South Korea | 100.00% | 100.00% |
| Bio Solution International Co. Ltd | Bangkok | Thailand | 100.00% | 100.00% |
| Virbac (Thailand) Co. Ltd | Bangkok | Thailand | 100.00% | 100.00% |
| Virbac Taiwan Co. Ltd | Taïpei | Taïwan | 100.00% | 100.00% |
| Virbac Colombia Ltda | Bogota | Colombia | 100.00% | 100.00% |
| Virbac Philippines Inc. | Pasig City | Philippines | 100.00% | 100.00% |
| Virbac Japan Co. Ltd | Osaka | ap an | 100.00% | 100.00% |
| Laboratorios Virbac Costa Rica SA | San José | Costa Rica | 100.00% | 100.00% |
| Virbac Asia Pacific Co. Ltd | Bangkok | Thailand | 100,00% | 100,00% |
| Virbac de Portugal Laboratorios Lda | Almerim | Portugal | 100.00% | 100.00% |
| Virbac Vietnam Co. Ltd | Ho Chi Minh Ville | Vietnam | 75.00% | 75.00% |
| Virbac RSA (Proprietary) Ltd * | Centurion | South Africa | 100.00% | 100.00% |
| Alfamed | Carros | France | 99.70% | 99.70% |
| Virbac (HK) Limited | Kowloon | Hong Kong | 100.00% | 100.00% |
| Virbac Animal Health India Private Limited | Mumbai | India | 100.00% | 100.00% |
| Virbac Corporation * | Fort Worth | United States | 100.00% | 100.00% |
| PP Manufacturing Corporation | Framingham | United States | 100.00% | 100.00% |
| Virbac (Australia) Pty Ltd * | Milperra | Australia | 100.00% | 100.00% |
| Virbac New Zealand Limited | Auckland | New Zeland | 100.00% | 100.00% |
| Number of fully consolidated entities | 44 | 44. | ||
| German subsidiary | 23.99% | 23.99% | ||
| Uruguayan subsidiary (Santa Elena) | 30,00% | |||
| Number of entities accounted for by the equity method | $\overline{a}$ | $\mathbf{1}$ | ||
| Number of entities in the scope of consolidation | 46 | 45. | ||
*pre-consolidated levels
III. CERTIFICATE OF THE PERSON RESPONSIBLE FOR THE HALF YEARLY FINANCIAL REPORT 2010
I certify that, to my knowledge, condensed consolidated financial statements have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and profit or loss of the Virbac consolidated group of companies, and that the half yearly management report provided a fair description of the material events that occurred during the first six months of this financial year as well as their impact on the financial statements, the principal risks and uncertainties for the remaining six months of the year.
Carros, August 31th, 2010
Éric Marée Chairman of the executive board
IV. STATUTORY AUDITORS' REPORT ON THE FIRST HALF YEARLY FINANCIAL INFORMATION
This is a free translation into English of the statutory auditors' review report issued in French and is provided solely for the convenience of English speaking readers. This report should be read in conjunction and construed in accordance with French law and professional reviewing standards applicable in France.
To the Shareholders,
In accordance with the assignment entrusted to us by your Annual General Meeting and in accordance with Article L.451-1-2 of the French Monetary and Financial Code (Code Monétaire et Financier), we hereby report to you on:
- the review of the accompanying condensed consolidated financial statements of Virbac for the period from January 1 to June 30, 2010;
- the verification of the information contained in the interim management report.
These condensed half-year consolidated financial statements were prepared under the responsibility of the Board of Directors in a context characterised by uncertain outlooks which already existed at the December 31 2009 year-end. Our role is to express a conclusion on these financial statements based on our review.
I. Conclusion on the financial statements
We conducted our limited review in accordance with professional standards applicable in France. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical procedures and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that these condensed half-year consolidated financial statements are not prepared in all material respects in accordance with IAS 34 – standard of the IFRSs as adopted by the European Union applicable to interim financial information.
Without qualifying the conclusion expressed above, we draw your attention to the note "Accounting policies applied" in the condensed half-year consolidated financial information which sets out the changes in accounting methods arising from the application of new standards and interpretations since January 1, 2010.
II. Specific verification
We have also verified the information provided in the interim management report commenting the condensed halfyear consolidated financial statements subject to our review. We have no matters to report as to its fair presentation and consistency with the condensed half-year consolidated financial statements.
Nice and Marseilles, August 31, 2010
The Statutory Auditors
French original signed by
Novances - David & Associés Jean-Pierre GIRAUD
Deloitte & Associés Vincent GROS