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Virbac Interim / Quarterly Report 2021

Sep 15, 2021

1753_ir_2021-09-15_bcd460da-56a8-46a0-ac1e-7e01b6842b37.pdf

Interim / Quarterly Report

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Half-yearly financial report As of June 30, 2021

Virbac: NYSE Euronext - compartment A – ISIN code: FR0000031577/SYMBOL: VIRP Financial Affairs department: tel. +33 4 92 08 71 32 - email: [email protected] - Website: corporate.virbac.com

Half-yearly management report

KEY EVENTS OF THE FIRST HALF OF 2021

Activity maintained in the face of the Covid-19 crisis

The health crisis has not had a very negative impact on the animal health sector so far, but as explained in our previous communications, we have implemented a set of measures and daily management to prevent and limit its potential impacts. In addition, our global presence in terms of geographical areas and species, our highly diversified product portfolio, our different distribution channels, the high responsiveness and adaptability of our teams throughout our organizational model, and the robustness of our financial situation are assets in dealing with the consequences of this pandemic. However, we remain vigilant to new developments in the coming months and mobilized to address them.

Virbac takes over assets from Elanco

Prior to the acquisition of the veterinary division of Bayer Animal Health (Bayer AH), the competition authorities of the European Commission imposed on Elanco the sale, among other things, of three projects under development at Bayer AH which Virbac has acquired and for which we have committed to continue development.

The agreement with Elanco was formalized through several contracts signed in the first quarter of 2021 and which provide for compensation upon Virbac's takeover of these development projects.

Compensation is of several types:

  • Elanco transfers to us the intellectual property and all assets held by Bayer AH inherent in these development projects;
  • Elanco also transfers to us the license agreement signed by Bayer AH with the holder of the rights to the molecule used in the development projects. In addition, Elanco undertakes to reimburse us for the next two payment installments (milestone) provided for in this contract;
  • Elanco undertakes to offset our costs incurred by the development projects pursued up to the amount of €7 million. This compensation was the subject of a first payment of €4 million in April 2021, the balance to be paid in April 2022, provided that on the payment date, we continued the development of the three projects;
  • finally, Elanco transfers to us all rights relating to two products (Clomicalm and Itrafungol) marketed worldwide (mainly in the United States and Canada), as well as the inventories of finished products on the date of signature of the agreement, the book value of which at Elanco is estimated at €1.3 million. These products generated a turnover of approximately €11 million at Elanco in a full year. Note A19 specifies the amount of sales that we made on June 30, 2021 with the products received free of charge.

Based on the analysis conducted in accordance with the criteria of the IFRS 3 standard, we concluded that the transaction signed with Elanco does not meet the qualification of a business combination.

Consequently, for the accounting treatment of the assets acquired, we have applied the accounting standard adapted to each asset class:

  • the assets necessary for the continuation of the developments do not meet the accounting criteria for an intangible asset (IAS 38), since the expected future economic benefits are currently unlikely and the costs cannot be reliably assessed;
  • the license agreement transferred to Virbac provides for the payment to the holder of the rights of the first two milestones, the amount of which is fixed, and then variable payments, the amount of which cannot be reliably estimated. The agreement with Elanco stipulating that they reimburse us for the first two milestones when we have paid them, we have therefore not recognized them in our accounts. In the case of variable amounts, these will be recognized as intangible assets as they become payable, in compliance with the accounting policy historically used in such situations;
  • the acquisition cost of an intangible asset acquired separately includes its purchase cost, and any cost directly attributable to the preparation of the asset for use. Consequently, the intangible rights relating to the products marketed (Clomicalm and Itrafungol), whose acquisition cost is zero, are not recorded in our accounts;
  • we acquired the inventories of Clomicalm and Itrafungol finished products on the date of signature of the contracts for a non-material purchase cost (transportation costs). The latter were not valued in the accounts as at 30 June 2021, in accordance with IAS 2;
  • with regard to the compensation of €7 million, payable in two instalments, these sums are considered to have been acquired in a firm manner upon receipt, since there is no return possible and no counterpart expected from Virbac but the pursuance of the projects. Thus, the €4 million received in April 2021 were recorded on the "Other income and expenses" line.

Developments in the dispute over trademark infringement and unfair competition

In the dispute between Virbac and a competitor based on an alleged infringement and on unfair competition in France (Fiproline file), a decision of the Court of appeal of Lyon dated May 13, 2015 led to the payment of damages of €2 million by Virbac. A decision of the Court of cassation dated January 31, 2018 led then to the repayment to Virbac of the sums so paid. The case returned before the Court of appeal of Lyon, the decision of which, in favour of Virbac, was again referred to the Court of cassation which gave rise to a partial annulment in May 2021.

In parallel, the competitor introduced a second proceedings before the Paris Court of justice on similar grounds (alleged infringement), at the European level. The Paris Court of justice, by a decision dated March 12, 2020, rejected all the claims made against Virbac, this decision being appealed.

Finally, the Court of appeal of Brussels, before which a dispute over the trademark registered in this country had been pending for many years, made an unfavourable decision in June 2021 against which a further appeal is under consideration.

Faced with the uncertainty created by these proceedings, we have maintained a provision in our accounts since 2018. However, given the rulings and decisions handed down, a risk of conviction for damages up to the amount of the provision kept in the accounts at the end of December 2020 can now be ruled out. Virbac must, however, continue its defence in these three cases, and provide for the amount of the damages granted by the Brussels Court of appeal. The net impact of these accounting entries for the first half of the year represents a profit of €1.6 million.

Rodolphe Durand appointed as non-voting advisor on the board of directors

A researcher, consultant and professor of strategy at HEC, holder of the Joly family chair in purposeful leadership, Rodolphe Durand will share with the board of directors his academic and operational knowledge in the area of strategy, organization and management of companies.

As a non-voting advisor, his role will mainly be to support the good governance of our company by strengthening the complementarity of the skills of the board of directors.

EVENTS SUBSEQUENT TO JUNE 30, 2021

Magny-en-Vexin: production transferred to Friulchem

Following an agreement signed in May 2021, we sold on July 1, 2021 the Magny-en-Vexin industrial site to Friulchem, our partner CMO (Contract manufacturing organization) for over twenty years. Following the drop in demand in recent years, due to regulations aimed at limiting the use of antibiotics in industrial farming, and therefore for the type of products manufactured in Magny-en-Vexin, this option aims to preserve the employment, the competitiveness of the site and the products.

As part of the "Virbac 2030" programme, which focuses on growing activities with higher added value, the goal is primarily to guarantee the viability of the site, the sustainability of the jobs and the production, whilst ensuring the competitiveness of the products over the long-term, to keep on serving our customers, while reducing the complexity of our global industrial footprint. This involves selling the site and the Magny-en-Vexin activity, as well as transferring all the employees working on-site at the Friulchem CMO. This sale is part of a long-term vision with a ten-year toll manufacturing agreement that may be extended. Friulchem will be able to repatriate other productions to the Magny-en-Vexin site and manufacture other products on behalf of third parties, to better absorb the plant's fixed costs, which will benefit Virbac.

The sale price of the assets of Magny-en-Vexin site amounts to €4.7 million. Note A13 reflects the detail and the amount of the assets and liabilities involved. This operation results in a loss of €0.5 million, which has been recognized into the accounts closed as at June 30, 2021 in compliance with IFRS 5 standard.

We indeed concluded that the sale of Magny-en-Vexin's assets falls within the scope of the IFRS 5 standard, given the highly probable nature of the transaction and the other criteria of the standard that apply when the carrying value can principally be recovered through a sale transaction rather than through continuing use. Note A13 details the assets and liabilities involved in the transaction and having been reclassified, as required by IFRS 5, on separate lines in the statement of financial position as at June 30, 2021.

The abandoned activity criterion, as defined by IFRS 5, was not used for this transaction, in particular in view of the fact that in the agreement signed with the CMO, we will continue to use the products from the Magny-en-Vexin site, which remain the property of Virbac.

It should be noted that, according to our Group policy, only transactions whose impact on the result is deemed material are classified in the non-current result, which is not the case for this transaction, which as been consequently recognized into the operating result of ordinary activities.

Virbac finalizes the acquisition of iVet LLC, a petfood company

On July 1, 2021, we finalized the acquisition of iVet LLC, a company founded in the United States in 2002 by independent veterinarians and a manufacturer of specialized petfood. This company currently markets several ranges of petfood for companion animals generating several million US dollars in turnover and operating a leading distribution and logistics platform. In addition, over the years, iVet has developed advanced capabilities to take online orders for veterinary clinics and deliver products directly to pet owners.

The assets transferred by iVet include fixed assets and equipment, intellectual property (including the trade name), inventories, contracts (including the lease agreement for the premises), customer and supplier accounts as well as other current assets.

As part of the acquisition, we recruited twenty iVet employees.

The purchase price consists of a payment of US \$4.5 million plus price supplements (earn out), the cumulative amount of which cannot exceed US \$2.5 million.

In order to determine proper accounting treatment, an entity must evaluate whether a transaction or other event is a business combination by applying the definition of IFRS 3. This requires the determination of whether the assets acquired and liabilities assumed constitute a business.

Based on a prior analysis, we concluded that the acquisition of iVet assets and liabilities is a business combination.

The acquisition took place after closing date but before the approval of the accounts by the board of directors. Consequently, the whole information required by the standard could not be provided at this stage.

We have appointed a firm to allocate the purchase price to the assets acquired. Consequently, a more detailed communication will be made as part of the publication of the annual financial statements.

Virbac announces the acquisition of additional shares in the Centrovet group.

Early September, we have bought 15% of the shares of the Centrovet group, thus increasing our stake from 51% to 66%, while retaining the possibility of subsequently acquiring all or part of the remaining shares.

With this acquisition, we are consolidating our position in the strategic segment of the aquaculture (Chile being the world's second largest producer of salmon). Centrovet, thanks to its industrial footprint and R&D infrastructures, gives us a real competitive advantage in the Chilean aquaculture industry. With a highly engaged team, our ambition is to further bring innovative products and solutions to the local market and to search for additional synergies on the R&D and manufacturing sides between the cold and warm-water fish segments.

The consideration paid for the acquisition of this stake is US \$17.7 million, paid in full and in cash upon closing. This transaction will have limited impact on the financial statements of our Group, other than the disbursement of the price paid, insofar as Centrovet's activity has been consolidated at 100% since the acquisition of the majority stake of 51% on November 23, 2012.

ANALYSIS OF CONSOLIDATED FINANCIAL STATEMENTS

Performance of revenue

Over the first half of the year, our revenues amounted to €529.4 million, compared with €478.3 million, representing an overall increase of +17.9% excluding Sentinel (+10.7% at actual scope) compared with the same period in 2020. Excluding the unfavorable impact of exchange rates, revenues rose by +21.3% excluding Sentinel® (+14% at actual scope).

Performance by segment

2021.06 Growth by segment at constant exchange rates and perimeter
in € million revenue
at actual rates
> -5% - 5% to
0%
0% to
+ 5%
+5% to
+10%
+10% to
+15%
> 15%
Parasiticides 59.7 22.1%
Immunology 35.5 21.6%
Antibiotics/dermatology 47.9 22.8%
Specialties 55.4 32.1%
Equine 14.5 18.8%
Specialized petfood 37.0 25.3%
Others 50.6 23.5%
Companion animals 300.6 24.4%
Bovine parasiticides 32.4 21.1%
Bovine antibiotics 41.3 28.8%
Other ruminants products 84.9 26.5%
Pig/poultry antibiotics 18.0 6.4%
Other pig/poultry
products
16.6 14.1%
Aquaculture 22.7 -11.6%
Food producing
animals
215.9 17.7%
Other businesses 12.9 5.7%
Revenue 529.4 21.3%

Companion animals

In 2021, this business line represented 57% of revenue, up 24.4% at constant exchange rates and scope compared with 2020.

This growth is mainly driven by the remarkable double-digit growth of the specialties range (including Clomicalm, a product we received from Elanco, Movoflex, Stelfonta), internal parasiticides, specialized petfood, dermatology, dental and the rebound in the range of vaccines for dogs and cats compared to the first half of 2020, which had been strongly impacted by our production and shortage problems.

Food producing animals

In 2021, this business line represented 41% of revenue, up 17.7% at constant exchange rates and scope compared with 2021.

This increase is linked to the dynamism of the ruminant sector (+25.9% at constant exchange rates) and that of swine-poultry products (+10.0% at constant rates); while the aquaculture sector is down significantly (-11.6% at constant rates) compared to the same period in 2020.

Other business lines

These business lines, which represent 2% of consolidated revenue in 2021, correspond to markets of lesser strategic importance for the Group, and which mainly include the toll manufacturing produced for third parties in the United States and Australia (mainly the sales of Sentinel® Spectrum® to MSD Animal Health).

in € million

All the zones are growing organically in double digits at the end of June, reflecting the dynamics of the sector and a very good execution of our strategic plan thanks to the constant commitment of our teams.

Analysis of the results

Changes in results

in € million 2021.06 % 2020.06 % Variation
Revenue from ordinary activities 529.4 100.0 478.3 100.0 10.7%
Margin on purchasing costs 356.3 67.3 322.4 67.4 10.5%
Current operating expenses
Depreciations and provisions
231.9
19.1
43.8
3.6
217.9
19.0
45.6
4.0
6.4%
0.2%
Current operating profit before depreciation of intangible
assets arising from acquisitions
105.3 19.9 85.5 17.9 23.2%
Depreciations of intangible assets arising from acquisitions 2.2 0.4 6.3 1.3 -64.9%
Operating profit from ordinary activities 103.1 19.5 79.1 16.5 30.3%
Other non-current income and expenses 5.4 -100.0%
Operating profit 103.1 19.5 73.8 15.4 39.8%
Financial income and expenses 1.6 0.3 8.7 1.8 -81.4%
Profit before tax 101.5 19.2 65.1 13.6 55.9%
Income tax
Including non-current tax expense
Share from companies' result accounted for by the equity method
27.2

-0.1
15.7
-1.5
-0.3
73.3%
-100.0%
-68.5%
Net result from ordinary activities 74.4 14.1 53.6 11.2 38.9%
Result for the period 74.4 14.1 49.7 10.4 49.7%
Net result attributable to the non-controlling interests 1.7 2.6 -32.8%
Net result attributable to the owners of the parent company 72.7 13.7 47.2 9.9 54.2%

The current operating income before depreciation of assets arising from acquisitions amounted to €105.3 million, compared to €85.5 million as of June 30, 2020, representing an increase of +23.2%. This improvement in performance is explained by the exceptional growth in our turnover, driven by very strong performance in all areas and good market dynamics. It is partially offset by an increase in our expenses, the first half of 2020 having been marked by significant expense reductions launched or incurred by the Group in response to the Covid-19 pandemic crisis. The operational cost increases are essentially in terms of commercial expenditure, R&D and subcontracting costs. Staff costs are also on the rise, with the resumption of recruitment plans.

Depreciation of intangible assets arising from acquisitions is down by €4.1 million compared to the first half of 2020 due to the sale of Sentinel® assets in July 2020.

The operating income amounts to €103.1 million, compared to €73.8 million as of June 30, 2020, representing an improvement of +30.3%. In the first half of 2020, the other non-current charges and products include additional depreciation of the CGU Leishmaniosis Vaccine in the amount of €4.8 million following the decision to stop the production of the vaccine during the period as well as an expense of €0.6 million corresponding to the costs directly related to the divestment of rights to the Sentinel® assets. No non-current charge or product was recorded at June 30, 2021.

Net financial charges amounted to €1.6 million, down from the first half of 2020 (€8.7 million). This is due to the joint effect of the decrease in the cost of financial indebtedness following the repayment of our bank financing in the second half of 2020, as well as an improved foreign exchange result compared to 2020 due to the relative stability of the Chilean currency.

The income for the period attributable to the owners of the parent company amounts to €72.7 million, compared to €47.2 million over the same period in 2020, an improvement of 54.2%.

The profit attributable to the non-controlling interests amounted to €1.7 million compared with €2.6 million on June 30, 2020. This reduction can be explained by the lower performance of aquaculture activity in Chile.

Analysis of the financial situation

Consolidated balance sheet

in € million 2021.06 2020.12
Net assets 538.4 535.3
Operating WCR, including deferred tax assets 191.6 120.4
Assets classified as held for sale 4.9
Invested capital 734.9 655.7
Equity attributable to the owners of the parent company 699.7 622.9
Non-controlling interests and other equity, including provisions and deferred tax liabilities 89.0 96.2
Net debt -54.5 -63.4
Liabilities related to assets held for sale 0.7
Financing 734.9 655.7

The assets of our Magny-en-Vexin production activity as well as the related liabilities were reclassified as assets held for sale and liabilities related to assets held for sale for a value of €4.9 million and €0.7 million respectively. Pursuant to IFRS 5, they were isolated on a separate line of the statement of financial position. These elements are detailed in note A13 of the notes attached to the condensed consolidated financial statements.

Financing

As of June 30, 2021, our net debt amounts to -€54.5 million, compared to -€63.4 million at the end of 2020. This slight increase in net debt of nearly €9 million is mainly due to the Group's cash generation profile, which takes place mainly in the second part of the year due to a certain seasonality (for example related to the payment of year-end rebates over the first half of the year). This seasonality was accentuated in 2021 by the payment of dividends as well as by a significant increase in our working capital requirements related to the increase in turnover as well as the establishment of safety stock.

We still have the following financing with the following main characteristics:

  • a syndicated loan of €420 million, drawn in euros and US dollars, contracted with a pool of banks and repayable in full on the initial maturity in April 2020, extended to April 9, 2022;
  • market-based contracts (Schuldschein) in euros and in dollars for a total of €21.7 million, composed of three installments, with maturity April 2022 and April 2025, at a fixed rate;
  • financing contracts with Bpifrance, for €18.9 million, depreciable and maturing in November 2023 and September 2024.

As of June 30, 2021, the funding position is as follows:

  • the syndicated loan was drawn for US \$25 million;
  • market-based contracts amounted to €15 million and US \$8 million;
  • the Bpifrance financing amounted to €18.9 million.

These funding instruments include a financial covenant compliance clause that requires us to adhere to the following financial ratios based on the consolidated accounts and reflecting consolidated net debt1 for the period in question on the consolidated Ebitda2 for the same test period.

As at June 30, 2021, we are in compliance with the financial ratio covenants, which is -0.21, thus placing it below the contractual financial covenant limit of 4.25.

1 For the purpose of calculating the covenant, Consolidated net debt refers to the sum of other current and noncurrent financial liabilities, namely the following items: loans, bank loans, accrued interest liabilities, liabilities related to finance leases, profit sharing, interest rate and foreign exchange derivatives, and others; minus the amount of the following items: cash and cash equivalents, term deposits, and foreign exchange and interest rate assets derivatives as shown in the consolidated accounts.

2 The consolidated Ebitda refers to operating profit for the the last twelve months (that of the last six months of 2020 added to that of the first half-year 2021), plus the allowances for depreciation and provisions net of reversals and dividends received from non-consolidated subsidiaries.

DESCRIPTION OF KEY RISKS AND UNCERTAINTIES FOR THE REMAINING SIX MONTHS OF THE YEAR

The main risk factors to which Virbac is exposed are detailed in the 2020 annual report, available on the web site corporate.virbac.com.

Regarding the Covid-19 pandemic, we are not able to predict to what extent the epidemic and its developments will impact its activities, operations and financial performance beyond 2021.

Should the pandemic speed up or worsen, it could lead to a decrease in the Group's revenue in markets in which we operate, due to short-lived contractions in animal health spending linked to lockdown periods, or to more durable spending restraints, which may have a significant impact on our operational activity.

Should the pandemic continue, we could also face more delays on the development of our products than those already observed, due to restrictions imposed on sites, as well as delays or interruptions to regulatory authorizations, which would have a negative impact on the marketing of the products, and therefore on the future sales, the activity and the operational profit of the Group.

The Covid-19 pandemic could expose Virbac to a slowdown or temporary suspension of the manufacture of our products. The setting-up of long term restrictive measures in order to control the epidemic could lead to delays, disruptions or interruptions of the supply chain and could have a negative impact on the activity of the Group.

The instability of the global economic conditions induced by the pandemic could accelerate and intensify the other risk factors identified in the "Risk factors" chapter of Virbac's 2020 annual report, which could have an impact on our activity, our operational and financial conditions, and our profits.

Finally, should the pandemic continue, Virbac's operations could also be impacted by teleworking, confinement and other restrictions which would be adopted.

Each of these risks, and others that have not yet been identified, are likely to occur in the second half of 2021 or in subsequent years, and could result in a significant variance between current results and the outlook set out in this report.

OPERATIONS WITH RELATED PARTIES

Information on related parties is detailed in note A31 to the condensed half-yearly consolidated financial statements.

OUTLOOK

The excellent performance of the animal health market and our performance over the past period lead us to revise our annual outlook upwards.

We currently anticipate like-for-like revenue growth (excluding the impact of the sale of Sentinel® ) of 14% to 17% (or 11% to 14% at constant exchange rates and actual scope), and a ratio of "current operating profit before depreciation of assets arising from acquisitions'' over "revenue" of around 16% at constant exchange rates. For the record, we estimate that the impact of products acquired from Elanco (Clomicalm and Itrafungol), and from iVet (specialized petfood in the United States) could represent approximately 1.5 percentage points of growth in revenue. We also anticipate an unfavorable impact of exchange rates on revenue of approximately €13 million associated with currency impairment. Debt relief should be around €60 million for the year at constant exchange rates.

So far, the health crisis has not had an overly negative impact on the animal health sector, but, as explained above, we have implemented a set of measures and day-to-day monitoring to prevent and limit its potential impact. In addition, our overall presence in terms of geographical areas and species, our highly diversified product portfolio, our varied distribution channels, the high responsiveness and adaptability of our teams, and the robustness of our financial situation are key assets to face the consequences of this pandemic. However, we are remaining vigilant to new developments in the coming months and are well placed to address them.

Condensed consolidated accounts

CONSOLIDATED FINANCIAL STATEMENTS

Statement of financial position

in € thousand Notes 2021.06 2020.12
Goodwill A1-A3 136,877 134,762
Intangible assets A2-A3 150,670 147,631
Tangible assets A4 206,137 205,815
Right of use A5 36,902 33,502
Other financial assets A6 3,267 2,979
Share in companies accounted for by the equity method A7 3,447 3,245
Deferred tax assets A8 17,189 13,757
Non-current assets 554,489 541,691
Inventories and work in progress A9 239,520 211,037
Trade receivables A10 138,966 101,693
Other financial assets A6 1,073 7,395
Other receivables A11 69,829 67,755
Cash and cash equivalents A12 184,399 181,890
Current assets 633,787 569,770
Assets classified as held for sale A13 4,865
Assets 1,193,140 1,111,461
Share capital 10,573 10,573
Reserves attributable to the owners of the parent company 689,132 612,355
Equity attributable to the owners of the parent company 699,705 622,928
Non-controlling interests 30,756 34,250
Equity 730,461 657,177
Deferred tax liabilities A8 29,345 30,337
Provisions for employee benefits 20,933 22,126
Other provisions A14 6,995 8,454
Lease liability A15 29,887 26,803
Other financial liabilities A16 16,216 51,684
Other payables A17 3,138 3,191
Non-current liabilities 106,515 142,595
Other provisions A14 972 1,021
Trade payables A18 118,056 105,254
Lease liability A15 8,642 7,968
Other financial liabilities A16 75,143 32,021
Other payables A17 152,683 165,425
Current liabilities 355,496 311,689
Liabilities related to assets held for sale A13 669
Liabilities 1,193,140 1,111,461

Income statement

in € thousand Notes 2021.06 2020.06 Variation
Revenue from ordinary activities A19 529,414 478,308 10.7%
Purchases consumed A20 -173,103 -155,912
External costs A21 -90,666 -74,664
Personnel costs -142,232 -139,072
Taxes and duties -6,856 -7,348
Depreciations and provisions A22 -19,059 -19,019
Other operating income and expenses A23 7,833 3,179
Current operating profit before depreciation of assets
arising from acquisitions1
105,331 85,472 23.2%
Depreciations of intangible assets arising from acquisitions A22 -2,223 -6,337
Operating profit from ordinary activities 103,108 79,135 30.3%
Other non-current income and expenses A24 -5,380
Operating result 103,108 73,755 39.8%
Financial income and expenses A25 -1,610 -8,663
Profit before tax 101,498 65,092 55.9%
Income tax A26 -27,162 -15,672
Including non-current tax expense 1,532
Share from companies' result accounted for by the equity
method
A7 96 303
Net result from ordinary activities2 A27 74,432 53,570 38.9%
Result for the period 74,432 49,722 49.7%
attributable to the owners of the parent company 72,707 47,155 54.2%
attributable to the non-controlling interests 1,725 2,567 -32.8%
Profit attributable to the owners of the parent company, per
share
A28 €8.61 €5.59 54.1%
Profit attributable to the owners of the parent company, diluted
per share
A28 €8.61 €5.59 54.1%

1 In order to provide a clearer picture of our economic performance, we isolate the impact of the allowance for depreciations of intangible assets resulting from acquisitions. Therefore, our income statement shows a current operating profit before depreciation of assets arising from acquisitions (see note A22).

2 We disclose a "Net profit from ordinary activities" which corresponds to the net profit restated for the following items:

  • the line "Other non-current income and expenses";
  • non-current tax, which includes the tax impact of "Other non-current income and expenses", as well as all nonrecurring tax income and expenses.

As of June 30, 2020, the line "Including non-current income tax", the amounts of which are presented in note A27, corresponds to the tax saving on the impairment of the Leishmaniosis vaccine CGU (€ 1,532 thousand).

Comprehensive income statement

in € thousand 2021.06 2020.06 Variation
Result for the period 74,432 49,722 49.7 %
Conversion gains and losses 8,771 -19,059
Effective portion of gains and losses on hedging instruments 760 -1,164
Items subsequently reclassifiable to profit and loss 9,531 -20,223 -147.1 %
Actuarial gains and losses 422 119
Items not subsequently reclassifiable to profit and loss 422 119 254.6 %
Other items of comprehensive income (before tax) 9,952 -20,104 -149.5 %
Tax on items subsequently reclassifiable to profit and loss -216 375
Tax on items not subsequently reclassifiable to profit and loss -109 -31
Comprehensive income 84,060 29,962 180.6 %
attributable to the owners of the parent company 82,478 29,802 176.8 %
attributable to the non-controlling interests 1,582 160 888.8 %

Statement of change in equity

in € thousand Share
capital
Share
premiums
Reserves Conversion
reserves
Result
for the
period
Equity
attributable
to the owners
of the parent
company
Non
controlling
interests
Equity
Equity as at
12/31/2019
10,573 6,534 458,112 -8,986 51,550 517,783 34,095 551,878
2019 allocation of
net income
51,550 -51,550
Distribution of
dividends
-3,706 -3,706
Treasury shares 911 911 911
Changes in scope
Other variations 874 874 874
Comprehensive
income
-262 -33,843 137,465 103,360 3,860 107,220
Equity as at
12/31/2020
10,573 6,534 511,185 -42,829 137,465 622,928 34,249 657,177
2020 allocation of
net income
131,122 -131,122
Distribution of
dividends
-6,343 -6,343 -5,075 -11,418
Treasury shares 565 565 565
Changes in scope
Other variations 77 77 77
Comprehensive
income
857 8,914 72,707 82,478 1,582 84,060
Equity as at
06/30/2021
10,573 6,534 637,463 -33,915 79,050 699,705 30,756 730,461

The general shareholders' meeting of Virbac, which was held on June 22, 2021, approved the payment of a dividend of €0.75 per share for the 2020 financial year, for a total amount of €6,343,500.

in € thousand Share
capital
Share
premiums
Reserves Conversion
reserves
Result
for the
period
Equity
attributable
to the owners
of the parent
company
Non
controlling
interests
Equity
Equity as at
12/31/2019
10,573 6,534 458,112 -8,986 51,550 517,783 34,095 551,878
2019 allocation of
net income
51,550 -51,550
Distribution of
dividends
-3,705 -3,705
Treasury shares 343 343 343
Changes in scope
Other variations 95 95 95
Comprehensive
income
-700 -16,653 47,155 29,802 160 29,962
Equity as at
06/30/2020
10,573 6,534 509,400 -25,639 47,155 548,023 30,550 578,573

For information, changes in equity for the first half of 2020 were as follows :

Cash position statement

in € thousand 2021.06 2020.06
Cash and cash equivalents 181,890 93,656
Bank overdraft -2,306 -13,770
Accrued interests not yet matured -18 -37
Opening net cash position 179,567 79,849
Cash and cash equivalents 184,399 117,940
Bank overdraft -384 -9,735
Accrued interests not yet matured -16 -19
Closing net cash position 183,998 108,186
Impact of currency conversion adjustments 1,822 -3,883
Impact of changes in scope
Net change in cash position 2,610 32,220

Cash flow statement

in € thousand Notes 2021.06 2020.06
Result for the period 74,432 49,722
Elimination of share from companies' profit accounted for by the equity method
Elimination of depreciations and provisions
Elimination of deferred tax change
Elimination of gains and losses on disposals
Other income and expenses with no cash impact
A7
A14-A22
A8
A23
-96
20,384
-4,628
-223
7,239
-303
29,804
-866
202
-3,319
Cash flow 97,109 75,241
Net financial interests paid
Tax currently payable
A25 2,578
31,790
5,593
16,538
Cash flow before financial interests and tax currently payable 131,476 97,370
Effect of net change in inventories
Effect of net change in trade receivables
Effect of net change in trade payables
Income tax paid
Effect of net change in other receivables and payables
Effect of change in working capital requirements
A9
A10
A18
A11-A17
-27,476
-36,074
13,610
-28,842
-19,045
-97,827
-12,145
-27,322
3,699
-14,288
-9,227
-59,283
Net cash flow generated by operating activities 33,649 38,087
Acquisitions of intangible assets
Acquisitions of tangible assets
Disposals of intangible and tangible assets
Change in financial assets
Change in debts relative to acquisitions
Acquisitions of subsidiaries or activities
Disposals of subsidiaries or activities
Dividends received
A2-A18
A4-A18
A23
A6
-9,432
-11,715
403
-616



-4,420
-8,071
233
3,389



Net cash flow allocated to investing activities -21,361 -8,869
Dividends paid to the owners of the parent company
Dividends paid to the non-controlling interests
Change in treasury shares
Increase/decrease of capital
Cash investments
Debt issuance
Repayments of debt
Repayments of lease obligation
Net financial interests paid
A16
A16
A15
A25
-6,343
-5,036
23


31,343
-22,320
-4,767
-2,578

-1,546
-221


56,606
-41,820
-4,425
-5,593
Net cash flow from financing activities -9,679 3,001
Change in cash position 2,610 32,220

Since the entry into force of the IFRS 16 standard from January 1, 2019, lease payments previously presented in the net cash flow generated by operating activities are now reported in net cash flow generated by financing activities (repayment of lease obligations and net financial interest disbursed - see notes A15 and A25).

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

General information note

Virbac is an independent, global pharmaceutical laboratory exclusively dedicated to animal health which markets a full range of products designed for companion animals and food producing animals.

The Virbac share is listed on the Paris stock exchange in section A of the Euronext.

Virbac is a public limited company governed by French law, whose governance evolved in December 2020 from an organization with an executive board and a supervisory board to an organization incorporating a general management (which relies on a Group executive committee) and a board of directors. Its trading name is "Virbac". The company was established in 1968 in Carros.

After the joint ordinary and extraordinary shareholders' meeting held on June 17, 2014, which adopted the resolution on reviewing the by-laws, the company's lifetime was extended to 99 years, i.e. until June 17, 2113.

The head office is located at 1 ère avenue 2065m LID, 06516 Carros. The company is registered in the Grasse Trade and companies register under the number 417350311 RCS Grasse.

Our 2021 consolidated accounts for the first half-year were approved by the board of directors on September 14, 2021.

The explanatory notes below support the presentation and are an integral part of these consolidated accounts.

Key events over the period

Activity maintained in the face of the Covid-19 crisis

The health crisis has not had a very negative impact on the animal health sector so far, but as explained in our previous communications, we have implemented a set of measures and daily management to prevent and limit its potential impacts. In addition, our global presence in terms of geographical areas and species, our highly diversified product portfolio, our different distribution channels, the high responsiveness and adaptability of our teams throughout our organizational model, and the robustness of our financial situation are assets in dealing with the consequences of this pandemic. However, we remain vigilant to new developments in the coming months and mobilized to address them.

Virbac takes over assets from Elanco

Prior to the acquisition of the veterinary division of Bayer Animal Health (Bayer AH), the competition authorities of the European Commission imposed on Elanco the sale, among other things, of three projects under development at Bayer AH which Virbac has acquired and for which we have committed to continue development.

The agreement with Elanco was formalized through several contracts signed in the first quarter of 2021 and which provide for compensation upon Virbac's takeover of these development projects.

Compensation is of several types:

  • Elanco transfers to us intellectual property and all assets held by Bayer AH inherent in these development projects;
  • Elanco also transfers to us the license agreement signed by Bayer AH with the holder of the rights to the molecule used in the development projects. In addition, Elanco undertakes to reimburse us for the next two payment installments (milestone) provided for in this contract;
  • Elanco undertakes to offset our costs incurred by the development projects pursued up to the amount of €7 million. This compensation was the subject of a first payment of €4 million in April 2021, the balance to be paid in April 2022, provided that on the payment date, we continued the development of the three projects;
  • finally, Elanco transfers to us all rights relating to two products (Clomicalm and Itrafungol) marketed worldwide (mainly in the United States and Canada), as well as the inventories of finished products on the date of signature of the agreement, the book value of which at Elanco is estimated at €1.3 million. These products generated a turnover of approximately €11 million at Elanco in a full year. Note A19 specifies the amount of sales that we made on June 30, 2021 with the products received free of charge.

Based on the analysis conducted in accordance with the criteria of the IFRS 3 standard, we concluded that the transaction signed with Elanco does not meet the qualification of a business combination.

Consequently, for the accounting treatment of the assets acquired, we have applied the accounting standard adapted to each asset class:

  • the assets necessary for the continuation of the developments do not meet the accounting criteria for an intangible asset (IAS 38), since the expected future economic benefits are currently unlikely and the costs cannot be reliably assessed;
  • the license agreement transferred to Virbac provides for the payment to the holder of the rights of the first two milestones, the amount of which is fixed, and then variable payments, the amount of which cannot be reliably estimated. The agreement with Elanco stipulating that they reimburse us for the first two milestones when we have paid them, we have therefore not recognized them in our accounts. In the case of variable amounts, these will be recognized as intangible assets as they become payable, in compliance with the accounting policy historically used in such situations;

  • the acquisition cost of an intangible asset acquired separately includes its purchase cost, and any cost directly attributable to the preparation of the asset for use. Consequently, the intangible rights relating to the products marketed (Clomicalm and Itrafungol), whose acquisition cost is zero, are not recorded in our accounts;

  • we acquired the inventories of Clomicalm and Itrafungol finished products on the date of signature of the contracts for a non-material purchase cost (transportation costs). The latter were not valued in the accounts as at 30 June 2021, in accordance with IAS 2;
  • with regard to the compensation of €7 million, payable in two instalments, these sums are considered to have been acquired in a firm manner upon receipt, since there is no return possible and no counterpart expected from Virbac but the pursuance of the projects. Thus, the €4 million received in April 2021 were recorded on the "Other income and expenses" line.

Developments in the dispute over trademark infringement and unfair competition

In the dispute between Virbac and a competitor based on an alleged infringement and on unfair competition in France (Fiproline file), a decision of the Court of appeal of Lyon dated May 13, 2015 led to the payment of damages of €2 million by Virbac. A decision of the Court of cassation dated January 31, 2018 led then to the repayment to Virbac of the sums so paid. The case returned before the Court of Appeal of Lyon, the decision of which, in favour of Virbac, was again referred to the Court of cassation which gave rise to a partial annulment in May 2021.

In parallel, the competitor introduced a second proceedings before the Paris Court of justice on similar grounds (alleged infringement), at the European level. The Paris Court of justice, by a decision dated March 12, 2020, rejected all the claims made against Virbac, this decision being appealed.

Finally, the Court of appeal of Brussels, before which a dispute over the trademark registered in this country had been pending for many years, made an unfavourable decision in June 2021 against which a further appeal is under consideration.

Faced with the uncertainty created by these proceedings, we have maintained a provision in our accounts since 2018. However, given the rulings and decisions handed down, a risk of conviction for damages up to the amount of the provision kept in the accounts at the end of December 2020 can now be ruled out. Virbac must, however, continue its defence in these three cases, and provide for the amount of the damages granted by the Brussels Court of appeal. The net impact of these accounting entries for the first half of the year represents a profit of €1.6 million.

Significant events after the closing date

Magny-en-Vexin: production transferred to Friulchem

Following an agreement signed in May 2021, we sold on July 1, 2021 the Magny-en-Vexin industrial site to Friulchem, our partner CMO (Contract manufacturing organization) for over twenty years. Following the drop in demand in recent years, due to regulations aimed at limiting the use of antibiotics in industrial farming, and therefore for the type of products manufactured in Magny-en-Vexin, this option aims to preserve the employment, the competitiveness of the site and the products.

As part of the "Virbac 2030" programme, which focuses on growing activities with higher added value, the goal is primarily to guarantee the viability of the site, the sustainability of the jobs and the production, whilst ensuring the competitiveness of the products over the long-term, to keep on serving our customers, while reducing the complexity of our global industrial footprint. This involves selling the site and the Magny-en-Vexin activity, as well as transferring all the employees working on-site at the Friulchem CMO. This sale is part of a long-term vision with a ten-year toll manufacturing agreement that may be extended. Friulchem will be able to repatriate other productions to the Magny-en-Vexin site and manufacture other products on behalf of third parties, to better absorb the plant's fixed costs, which will benefit Virbac.

The sale price of the assets of Magny-en-Vexin site amounts to €4.7 million. Note A13 reflects the detail and the amount of the assets and liabilities involved. This operation results in a loss of €0.5 million, which has been recognized into the accounts closed as at June 30, 2021 in compliance with IFRS 5 standard.

We indeed concluded that the sale of Magny-en-Vexin's assets falls within the scope of the IFRS 5 standard, given the highly probable nature of the transaction and the other criteria of the standard that apply when the carrying value can principally be recovered through a sale transaction rather than through continuing use. Note A13 details the assets and liabilities involved in the transaction and having been reclassified, as required by IFRS 5, on separate lines in the statement of financial position as at June 30, 2021.

The abandoned activity criterion, as defined by IFRS 5, was not used for this transaction, in particular in view of the fact that in the agreement signed with the CMO, we will continue to use the products from the Magny-en-Vexin site, which remain the property of Virbac.

It should be noted that, according to our Group policy, only transactions whose impact on the result is deemed material are classified in the non-current result, which is not the case for this transaction, which as been consequently recognized into the operating result of ordinary activities.

Virbac finalizes the acquisition of iVet LLC, a petfood company

On July 1, 2021, we finalized the acquisition of iVet LLC, a company founded in the United States in 2002 by independent veterinarians and a manufacturer of specialized petfood for companion animals. This company currently markets several ranges of petfood generating several million US \$ in turnover and operating a leading distribution and logistics platform. In addition, over the years, iVet has developed advanced capabilities to take online orders for veterinary clinics and deliver products directly to pet owners.

The assets transferred by iVet include fixed assets and equipment, intellectual property (including the trade name), inventories, contracts (including the lease agreement for the premises), customer and supplier accounts as well as other current assets.

As part of the acquisition, we recruited twenty iVet employees.

The purchase price consists of a payment of US \$4.5 million plus price supplements (earn out), the cumulative amount of which cannot exceed US \$2.5 million.

In order to determine proper accounting treatment, an entity must evaluate whether a transaction or other event is a business combination by applying the definition of IFRS 3. This requires the determination of whether the assets acquired and liabilities assumed constitute a business.

Based on a prior analysis, we concluded that the acquisition of iVet assets and liabilities is a business combination.

The acquisition took place after closing date but before the approval of the accounts by the board of directors. Consequently, the whole information required by the standard could not be provided at this stage.

We have appointed a firm to allocate the purchase price to the assets acquired. Consequently, a more detailed communication will be made as part of the publication of the annual financial statements.

Virbac announces the acquisition of additional shares in the Centrovet group.

Early September, we have bought 15% of the shares of the Centrovet group, thus increasing our stake from 51% to 66%, while retaining the possibility of subsequently acquiring all or part of the remaining shares.

With this acquisition, we are consolidating our position in the strategic segment of the aquaculture (Chile being the world's second largest producer of salmon). Centrovet, thanks to its industrial footprint and R&D infrastructures, gives us a real competitive advantage in the Chilean aquaculture industry. With a highly engaged team, our ambition is to further bring innovative products and solutions to the local market and to search for additional synergies on the R&D and manufacturing sides between the cold and warm-water fish segments.

The consideration paid for the acquisition of this stake is US \$17.7 million, paid in full and in cash upon closing. This transaction will have limited impact on the financial statements of our Group, other than the disbursement of the price paid, insofar as Centrovet's activity has been consolidated at 100% since the acquisition of the majority stake of 51% on November 23, 2012.

Accounting principles and methods

Compliance and basis for preparing the consolidated financial statements

The half-year condensed financial statements have been prepared in accordance with standard IAS 34 "Interim financial reporting", standard of the IFRS (International Financial Reporting Standards) as adopted by the European Union. The condensed interim financial statements do not include the whole information required by the IFRS reference system for year-end accounts. They should be analyzed with regards to the consolidated statements of the previous year, as of December 31, 2020.

With the exception of the standards, amendments or interpretations of application which are compulsory starting from January 1, 2021, the accounting principles used in the preparation of Virbac's half-year condensed financial statements are identical to those used in the preparation of consolidated statements as of December 31, 2020. They have been established in compliance with the IFRS as published by the IASB (International accounting standards board), and with the IFRS as adopted by the European Union as of June 30, 2021.

The standards and interpretations of the IFRS as adopted by the European Union are available under the heading "IAS/IFRS interpretations and standards", on the following website: https://ec.europa.eu/finance/company-reporting/standards-interpretations/index_en.htm

New standards and interpretations

Mandatory standards and interpretations as at January 1, 2021

IAS 39 - IFRS 7 - IFRS 9 Interest rate benchmark reform (Phase 2)

These texts provide for easing measures on the accounting consequences of the amendments made to the contracts following the reform of the reference rates and the application criteria of the hedging accounting.

We have carried out an inventory of the financing and interest rate hedging contracts affected by the reform of the benchmarks. As a result, no interest rate transaction is impacted by the reform given the maturity of the instruments. On new rate hedging transactions, the new indices will be taken into account.

The following financing has been identified and will be discussed with our banking partners in order to amend the documentation and to include fallback clauses and substitution indices:

Type of contract Amount Bank Index Substitute index Drawdown as
at June 30,
2021
Uncommitted credit line US \$ 30 million Crédit industriel et
commercial New York
Libor USD SOFR (Secured overnight
financing rate)
Uncommitted credit line US \$ 7 million HSBC US Libor USD SOFR (Secured overnight
financing rate)
Factoring contract £ 15 million Société Générale Libor GBP SONIA (Sterling index
average)
£3.3 million

We do not anticipate any risk on our financing contracts thanks to the substitution of indices intended to disappear by the risk-free rates (RFR) recommended by the ISDA (International swaps and derivatives association).

Amendment to IFRS 4 - Insurance contracts

This amendment extends to January 1, 2023 the temporary exemption granted to insurers to apply IFRS 9, so that IFRS 9 and IFRS 17 can be applied simultaneously.

This new text has had no impact on our accounts.

Standards and interpretations available for early adoption as of January 1, 2021

On the reporting date of these consolidated accounts, the standards and interpretations listed below were submitted by the IASB and IFRS IC respectively, but were still not adopted by the EU.

  • Amendment to IAS 37 Onerous contracts Cost of fulfilling a contract
  • Amendment to IFRS 3 Update of the conceptual framework
  • Annual IFRS improvements 2018/2020 cycle
  • Amendment to IAS 1 Classification of current/non-current liabilities
  • Amendment to IAS 1 Disclosure of accounting policies
  • Amendment to IAS 8 Definition of accounting estimates

We have chosen not to adopt these standards and interpretations early, choosing instead to conduct an analysis of the implications involved in adopting them. Where necessary, we will apply these standards in our accounts once they are adopted by the European Union.

Consolidation rules applied

Consolidation scope and methods

Pursuant to IFRS 10 "Consolidated financial statements", our consolidated financial statements include all of the entities controlled, directly or indirectly, by Virbac, whatever equity stake it may have in these entities. An entity is controlled by Virbac once the following three criteria are cumulatively met:

  • Virbac has power over the subsidiary whereby it has actual rights that give it the capacity to direct relevant activities;
  • Virbac is exposed to or has rights to variable returns because of its connections to that entity;
  • Virbac has the capacity to exercise its power over this entity so as to affect the amount of returns that it receives.

Determining control takes into account potential voting rights if they are substantive, in other words, whether they can be exercised in a timely fashion when decisions about the entity's relevant activities should be taken.

The entities over which Virbac exercises this control are fully consolidated. As applicable, any non-controlling (minority) interests are valued on the date of acquisition in the amount of the fair value of the identified net assets and liabilities.

Pursuant to IFRS 11 "Partnerships", we classify partnerships as joint ventures. Depending on the partnerships, Virbac exercises:

  • joint control over a partnership when decisions regarding the partnership's relevant activities require unanimous consent from Virbac and the other parties sharing control;
  • significant influence over an associated company when it has the power to participate in financial and operational decisions, albeit without having the power to control or exercise joint control over these policies.

Joint ventures and associated companies are consolidated using the equity method in accordance with IAS 28 "Investments in Associated Companies and Joint Ventures" standard.

The consolidated financial statements as at June 30, 2021 include the financial statements of the companies that Virbac controls indirectly or directly, in law or in fact. The list of consolidated companies is provided in note A32. All transactions between Group companies, as well as inter-company profits, are eliminated from the consolidated accounts.

Foreign exchange conversion methods

Conversion of foreign currency operations in the accounts of consolidated companies

Fixed assets and inventories acquired using foreign currency are converted into functional currency using the exchange rates in effect on the date of acquisition. All monetary assets and liabilities denominated in foreign currency are converted using the exchange rates in effect at closing date. The resulting exchange rate gains and losses are recorded in the income statement.

Conversion of foreign company accounts

Pursuant to IAS 21 standard "Effects of changes in foreign exchange rates" standard, each of our entities accounts for its operations in its functional currency, the currency that most clearly reflects its business environment.

Our consolidated financial statements are presented in euros. The financial statements of foreign companies for which the functional currency is not the euro are converted according to the following principles:

  • the balance sheet items are converted at the rate in force at the close of the period. The conversion difference resulting from the application of a different exchange rate for opening equity is shown as equity on the consolidated balance sheet;
  • the income statements are converted at the average rate for the period. The conversion difference resulting from the application of an exchange rate different from the balance sheet rate is shown as equity on the consolidated balance sheet.

Use of estimations and assumptions

The drawing up of consolidated financial statements implies that the Group makes a number of estimates and assumptions that have a material impact on the value of the assets and liabilities recognized into the statement of financial position, the information related to these assets and liabilities, the expenses and revenues recognized into the profit and loss statement, and the commitments related to the period.

The current global context had no impact on the critical judgements exercised by the Group to apply the accounting methods and the main sources of uncertainty relating to estimations. They are described into the consolidated financial statements of the period closed December 31, 2020.

In addition, for the purposes of the half-year financial information, pursuant to IAS 34, the Group tax charge is calculated on the basis of the effective tax rate estimated for the current fiscal year.

This effective tax rate was estimated based on the tax rates in force and the estimates of profit before tax of the tax jurisdictions of the Group.

A1. Goodwill

Change in goodwill by CGU

in € thousand Gross value
as at
12/31/2020
Impairment
value as at
12/31/2020
Book value
as at
12/31/2020
Increases Sales Impair
ment
Conversion
gains and
losses
Book value
as at
06/30/2021
United States 54,297 -3,650 50,647 1,597 52,244
Chile 27,119 27,119 36 27,156
New Zealand 14,959 -154 14,805 -36 14,769
India 12,805 12,805 181 12,986
SBC 7,068 7,068 266 7,334
Denmark 4,643 4,643 4,643
Uruguay 3,877 3,877 126 4,003
Peptech 3,427 3,427 14 3,441
Australia 3,274 -312 2,962 2,962
Italy 1,585 1,585 1,585
Colombia 1,581 1,581 -70 1,511
Greece 1,358 1,358 1,358
Leishmaniosis
vaccine
5,421 -5,421
Other CGUs 4,607 -1,722 2,885 1 2,885
Goodwill 146,021 -11,259 134,762 2,115 136,877

The variation in this item is only related to the conversion gains and losses for the financial year.

A2. Intangible assets

Changes in intangible assets

Concessions, patents, licenses
and brands
Other
intangible
Intangible
assets
Intangible
assets
in € thousand Indefinite life Finite life assets in progress
Gross value as at
12/31/2020
110,325 107,306 67,552 13,873 299,056
Acquisitions and other increases
Disposals and other decreases
Changes in scope
Transfers
Conversion gains and losses
1


-41
973



1,694
594
481
-16

2,502
235
6,216


-4,312
241
6,698
-16

-157
2,043
Gross value as at
06/30/2021
111,258 109,594 70,754 16,018 307,624
Depreciation as at
12/31/2020
-15,976 -78,715 -56,001 -733 -151,425
Depreciation expense
Impairment losses (net of
reversals)

-2,768
-2,293

-5,061
Disposals and other decreases
Changes in scope
Transfers
Conversion gains and losses






-480
16

174
-164



-14
16

174
-658
Depreciation as at
06/30/2021
-15,976 -81,963 -58,268 -747 -156,954
Net value as at 12/31/2020
Net value as at 06/30/2021
94,349
95,282
28,591
27,631
11,551
12,486
13,140
15,271
147,631
150,670

Concessions, patents, licenses and brands

The item "'Concessions, patents, licenses and brands" includes:

• rights relating to the patents, know-how and market authorizations necessary for the Group's production activities and commercialization procedures;

  • trademarks;
  • distribution rights, customer files and other rights to intangible assets.

It consists primarily of intangible assets arising from acquisitions, which are treated in accordance with IAS 38, as well as assets acquired as part of external growth transactions, as defined by IFRS 3.

As of June 30, 2021, the item "Concessions, patents, licences and brands" comprised the following:

As at June 30, 2021

in € thousand Acquisition
date
Brands Patents
and
know-how
Marketing
authorizations
and registration
rights
Customers
lists and
others
Total
Centrovet 2012 18,461 29,933 5,028 53,423
Uruguay: Santa Elena 2013 3,299 8,670 11,969
India: GSK 2006 10,199 10,199
Multimin 2011-2012 3,247 3,583 6,830
Schering-Plough
Europe
2008 4,879 1,907 6,785
SBC 2015 3,598 2,115 5,713
New Zealand 2012 3,113 662 1,710 5,486
Australia: Fort Dodge 2010 1,526 454 1,979
Australia: Axon 2013 908 899 1,808
Colombia: Synthesis 2011 1,393 396 1,788
Peptech 2011 977 977
Others 6,344 2,048 6,051 1,513 15,956
Total intangible
assets
54,346 49,847 10,468 8,251 122,913

The classification of intangible assets according to useful life results from the analysis of all relevant economic and legal factors, making it possible to conclude whether or not there is a foreseeable limit to the period over which the asset is expected to generate net cash inflows for the entity.

Innovative or differentiated products in general, and vaccines and other assets from biotechnologies in particular, are generally classified as intangible assets with indefinite useful lives, once a detailed analysis has been conducted and experts have given their opinions on their potential. This approach is founded on Virbac's past experience.

Other intangible assets

The other intangible assets relate essentially to IT projects, in several Group subsidiaries. They all have defined useful lives. The €6.7 million increase in the items "Other intangible assets" and "Intangible assets in progress" is primarily due to investments in IT projects carried out by Virbac (parent company) and in the United States, as well as licenses and marketing authorizations projects that are in progress. The "Transfers" line indicates the commissioning of these projects.

A3. Impairment of assets

In accordance to IAS 36, the Group performs impairment tests of the assets included in each of its CGUs, once a year, and independently from the existence of indicators of loss of value. As part of the preparation of the halfyearly consolidated accounts, the Group analyzes quantitative and qualitative criteria in order to identify possible indicators of loss of value, and carries out impairment tests when these indicators are recognized. As of June 30, 2021, impairment tests were carried out on two CGUs showing indicators of loss of value. These tests did not lead the Group to recognize any impairment in the condensed consolidated accounts.

The results of the sensitivity tests are presented below for the most significant CGU of the two:

in € thousand Net book value of
CGU as at
06/30/2021
Discount rate, combined into a zero perpetual
growth rate, from which impairment is
established
Chile 105,418 10.3%

A4. Tangible assets

Change in tangible assets

in € thousand Lands Buildings Technical
facilities,
materials and
equipment
Other
tangible
assets
Tangible
assets in
progress
Tangible
assets
Gross value as at 12/31/2020 17,756 188,103 209,177 27,631 18,832 461,498
Acquisitions and other increases
Disposals and other decreases
Changes in scope
Transfers
Conversion gains and losses

-14

-187
306
2,733
-70

-8,550
1,396
4,094
-1,050

-3,989
2,212
820
-525

-21
370
4,329
-20

-2,584
333
11,976
-1,679

-15,331
4,618
Gross value as at 06/30/2021 17,861 183,611 210,444 28,274 20,891 461,081
Depreciation as at 12/31/2020 -103,239 -131,961 -20,482 -255,683
Depreciation expense
Impairment losses (net of
reversals)

-4,314
-6,191
-1,204

-11,709
Disposals and other decreases
Changes in scope
Transfers


66

7,280
910

5,261
522

151


1,499

12,691
Conversion gains and losses
Depreciation as at 03/30/2021

-452
-100,659
-1,041
-133,022
-249
-21,262

-1,742
-254,944
Net value as at 12/31/2020
Net value as at 06/30/2021
17,756
17,861
84,863
82,952
77,216
77,421
7,148
7,012
18,832
20,891
205,815
206,137

We have made investments in the amount of €12 million, which are largely located in France, with development work on our buildings and renewals of our industrial facilities in line with the projects launched in 2020. In other countries, acquisitions are located in Vietnam with the expansion of production lines, Taiwan with the development of the new R&D laboratory and the United States, which have acquired new industrial equipment.

Following the transfer agreement of our production plant located in Magny-en-Vexin to Friulchem, our partner CMO (Contract manufacturing organization), the assets involved in this operation have been classified as assets held for sale (see note A13) and are reported on the "Transfers" line for a net value of €2.9 million.

The line "Disposals and other decreases", with a net value of € 0.2 million, mainly concerns the scrapping of obsolete industrial equipment in France.

A5. Right of use

In presenting our financial statements, we have chosen to isolate, on a dedicated statement of financial position line, the right of use resulting from those contracts that fall within the scope of the IFRS 16 standard.

Technical
Lands and
buildings
facilities,
materials and
Transportatio
n equipment
IT equipment
hardware and
software
Office
equipment
and others
Right of use
in € thousand equipment
Gross value as at
12/31/2020
30,814 3,284 12,013 3,141 672 49,923
Increases 5,230 71 2,941 59 240 8,542
Decreases -1,356 -27 -1,435 -108 -186 -3,112
Changes in scope
Transfers
Conversion gains and losses 474 23 91 11 11 609
Gross value as at
06/30/2021
35,162 3,350 13,610 3,103 737 55,962
Depreciation as at
12/31/2020
-7,834 -1,146 -5,865 -1,163 -413 -16,421
Allowances -2,153 -368 -2,006 -477 -96 -5,100
Termination of contracts 1,118 27 1,206 108 202 2,661
Changes in scope
Transfers -33 33
Conversion gains and losses -115 -8 -68 -2 -6 -199
Depreciation as at
06/30/2021
-9,018 -1,495 -6,701 -1,534 -313 -19,059
Net value as at
12/31/2020
22,980 2,138 6,148 1,978 259 33,502
Net value as at
06/30/2021
26,144 1,855 6,909 1,569 424 36,902

Changes in the right of use during 2021 are analyzed as follows:

Increases in right of use are related to new contracts signed during the period, or renewal options approved by our subsidiaries during the period. Thus, the main increases for the financial year can be explained by two new real estate contracts in France and Switzerland, as well as by the contracts relating to the fleet of cars throughout the Group.

Allowance for depreciations over the period amounted to €5.1 million.

Analysis of the residual rent liability

The table below shows the rent payments resulting from non-capitalized leases under exemptions set out in the standard:

in € thousand Residual rental costs
Variable rental costs -382
Rental costs on short-term contracts -355
Rental costs on assets of low value -474
Residual rental costs -1,211

A6. Other financial assets

Change in other financial assets

in € thousand 2020.12 Increases Decreases Transfers Conversion
gains and
losses
2021.06
Loans and other financial receivables 2,484 501 -207 28 2,806
Currency and interest rate derivatives 1 171 0 172
Restricted cash 112 4 116
Other 382 34 -256 12 172
Other financial assets, non-current 2,979 706 -463 45 3,267
Loans and other financial receivables 5 317 -6 1 317
Currency and interest rate derivatives 7,390 -6,634 756
Restricted cash
Other
Other financial assets, current 7,395 317 -6,640 1 1,073
Other financial assets 10,374 1,023 -7,103 45 4,340

The changes in the line "Loans and other non-current receivables" relate to holdbacks related to factoring contracts.

The strong decrease of currency and interest rate derivatives, whose value was highly positive as at December 31, 2020 (+€6,290 thousand), is due to the maturity of the cross currency swap EUR/CLP. The hedge contracts were renewed in June 2021. The valuation of these new contracts is negative as at June 30, 2021 (-€454 thousand).

Other financial assets classified according to their maturity

As at June 30, 2021

Payments
in € thousand less than 1 year from 1 to 5 years more than 5 years Total
Loans and other financial receivables 317 2,806 3,123
Currency and interest rate
derivatives
756 172 928
Restricted cash 116 116
Other 172 172
Other financial assets 1,073 3,267 4,340

As at December 31, 2020

Payments
in € thousand less than 1 year from 1 to 5 years more than 5 years Total
Loans and other financial receivables 5 2,484 2,489
Currency and interest rate
derivatives
7,390 1 7,391
Restricted cash 112 112
Other 382 382
Other financial assets 7,395 2,979 10,374

A7. Shares in companies accounted for by the equity method

Company's individual accounts using equity method Consolidated financial
statements
in € thousand Balance
sheet total
Equity Sales Result Share of
equity
Share of
result
AVF Animal Health Co Ltd NA NA 3,447 96
Share in companies accounted for by the equity method 3,447 96

Information about equity-accounted companies

The impact of equity companies is not considered material to our financial statements, therefore the information required by IFRS 12 is limited to the above items.

A8. Deferred taxes

In accordance with the IAS 12 standard, which allows under certain conditions the offsetting of tax liabilities and receivables, the deferred tax assets and liabilities have been offset by tax entity. The impact of future changes in the tax rate in France (gradual reduction up to 25% in 2022) was taken into account in the calculation of the deferred tax expense.

Variation in deferred taxes

in € thousand 2020.12 Variations Transfers Conversion
gains and losses
2021.06
Deferred tax assets
Deferred tax liabilities
27,517
44,097
4,064
-348
62
169
220
31,812
43,969
Deferred tax offset -16,580 4,412 62 -51 -12,157

The variation in deferred taxes presented above includes, for -€216 thousand, deferred tax on the effective share of profits and losses on hedging instruments recorded in the other elements of the comprehensive income.

A9. Inventories and work in progress

in € thousand Raw materials and
supplies
Work in
progress
Finished products
and goods for resale
Inventories and
work in progress
Gross value as at 12/31/2020 69,866 17,075 138,803 225,745
Variations
Changes in scope
Transfers
Conversion gains and losses
9,948

-2,190
830
-45
0
-97
14
16,491


2,678
26,394

-2,287
3,522
Gross value as at 06/30/2021 78,454 16,948 157,971 253,374
Depreciation as at 12/31/2020 -3,653 -1,281 -9,772 -14,707
Allowances
Reversals
Changes in scope
Transfers
Conversion gains and losses
-1,920
2,768

-53
-43
-811
1,282


-6,026
5,789

53
-186
-8,757
9,839


-229
Depreciation as at 06/30/2021 -2,900 -811 -10,142 -13,853
Net value as at 12/31/2020
Net value as at 06/30/2021
66,213
75,556
15,794
16,137
129,031
147,829
211,037
239,520

Excluding foreign exchange and scope effects, net inventories increased by €25.2 million. This change is mainly due to the joint effects of the increase in activity over the semester, the constitution of inventories for the launch of new products in 2021, and safety stocks particularly in production sites such as in France, Chile, and in the United States, some related to the Covid-19 pandemic crisis.

The inventories of our Magny-en-Vexin production site have been classified as assets for sale (see note A13) and are carried over to the "Transfers" line for a net value of €2.3 million.

A10. Trade receivables

in € thousand Trade receivables
Gross value as at 12/31/2020 104,584
Variations 35,468
Changes in scope
Transfers
Conversion gains and losses 1,208
Gross value as at 06/30/2021 141,260
Depreciation as at 12/31/2020 -2,891
Allowances -224
Reversals 829
Changes in scope
Transfers
Conversion gains and losses -8
Depreciation as at 06/30/2021 -2,294
Net value as at 12/31/2020 101,693
Net value as at 06/30/2021 138,966

The trade receivables item is up by €37.3 million. This increase is mainly due to a stronger activity in the first half of 2021 compared to the second half of 2020. The most significant variances were particularly noted in Australia (+€7.9 million), France (+€5.0 million), the United States (+€4.1 million), as well as India, Brazil and Chile. Currency conversion differences had a slight impact on the item, amounting to an increase of €1.2 million.

It should be noted that receivables derecognized as sold under factoring contracts amounted to €22.8 million as of June 30, 2021 (compared with €19.5 million as of December 31, 2020).

The credit risk from trade receivables and other receivables is presented in note A30.

A11. Other receivables

in € thousand 2020.12 Variations Transfers Conversion gains
and losses
2021.06
Income tax receivables 6,033 499 164 6,696
Social receivables 736 -123 9 622
Other receivables from the State 32,473 764 228 33,465
Advances and prepayments on orders 1,645 1,524 35 3,204
Depreciation on various other receivables
Prepaid expenses 5,681 3,951 -283 92 9,441
Other various receivables 21,187 -5,089 5 298 16,401
Other receivables 67,755 1,526 -278 826 69,829

The decrease in "Other various receivables" mainly corresponds to the reversal of an accrued income (insurance compensation) of €3.6 million in France and to receivables from a factoring company in Australia for €1.8 million.

Prepaid expenses, which increase by €3.9 million, mainly concern annual IT maintenance contracts that started at the end of 2020 or early 2021 in France and the United States on services recorded that have an annual basis.

in € thousand 2020.12 Variations Transfers Change in
scope
Conversion gains
and losses
2021.06
Available funds 120,761 -11,390 932 110,303
Marketable securities 61,130 12,077 890 74,096
Cash and cash equivalents 181,890 686 1,822 184,399
Bank overdraft -2,306 1,921 -384
Accrued interests not yet matured -18 2 -16
Overdraft -2,324 1,924 -400
Net cash position 179,567 2,610 1,822 183,999

A12. Cash and cash equivalents

The increase in marketable securities mainly concerns one of our affiliates, which has €69,970 thousand in term deposits of less than three months at the end of June 2021.

A13. Assets classified as held for sale and liabilities related to assets held for sale

Following the decision to assign the Magny-en-Vexin production site, the IFRS 5 standard applies, with regard to the criteria defined in paragraph 2:

  • assets are available for immediate sale;
  • the transfer is highly probable (the sale was completed on July 1, 2021);
  • the book value is recovered by the sale rather than by their use.

Assets classified as held for sale and liabilities related to these assets are presented separately to the assets and liabilities of the statement of financial position.

The business sold does not meet the discontinued business criteria as defined by IFRS 5.

en k€ Net book value
Tangible assets (land, buildings, technical facilities and equipment) 2,902
Inventory of raw materials and work in progress 2,287
Impairment of assets held for sale -452
Tax savings on assets held for sale 128
Assets classified as held for sale (net of tax) 4,865
Social liabilities 536
Other expenditure commitments taken by Virbac 186
Tax savings on liabilities related to assets held for sale -53
Liabilities related to assets held for sale (net of tax) 669
Total value 4,196

A14. Other provisions

in € thousand 2020.12 Allowances Reversals Changes
in scope
Transfers Conversion
gains and losses
2021.06
Trade disputes and industrial
tribunals
4,206 1,323 -2,557 107 8 3,087
Fiscal disputes 2,065 56 -107 91 2,105
Various risks and charges 2,183 143 -523 1,804
Other non-current provisions 8,454 1,522 -3,080 99 6,995
Trade disputes and industrial
tribunals
547 287 -12 10 832
Fiscal disputes
Various risks and charges 473 186 -335 -186 1 139
Other current provisions 1,021 473 -347 -186 10 972
Other provisions 9,475 1,995 -3,426 -186 109 7,967

In the context of the dispute with a competitor and two infringement and unfair competition proceedings currently in progress at the national and European level, the amount of provisions recognized in the liabilities has been adjusted (see Key events over the period).

Tax-related provisions are intended to deal with the financial consequences of the tax audits in the Group.

The provisions in the "Transfers" column for an amount of €186 thousand correspond to the other expenditure commitments made by Virbac as part of the transfer of Magny-en-Vexin. They have been classified as "Liabilities relating to the assets held for sale" (see note A13).

Provisions no longer required, whether used pursuant to their initial purpose, or because the risk expired, were reversed over the period.

Contingent liabilities

Virbac and its subsidiaries are sometimes involved in litigation, or other legal proceedings, generally linked to disputes related to intellectual property rights, competition law disputes, and tax matters. Each situation is analyzed in regards to IAS 37 or IFRIC 23, when it involves uncertainties related to tax treatments. No provision is recognized if the company considers that the liability is contingent, and information is given in the notes to the consolidated statements.

This is the case in particular of an application made during 2014 by a competitor of the Group for compensation for alleged damage relating to a use patent. Since the risk of outflow of resources was considered very low by management, no provision had been recognised. During the first half of 2021, a court decision favourable for Virbac was delivered, resulting in the extinction of the action.

A15. Lease liability

Change in lease liability

in € thousand 2020.12 New
contracts
and
renewals
Repayments
and
cancellations
Transfers Conversion
gains
and losses
2021.06
Lease liability - Non-current 26,803 6,791 -246 -3,819 358 29,887
Lease liability - Current 7,968 1,822 -5,045 3,819 78 8,642
Lease liability 34,771 8,613 -5,291 436 38,529

Lease liabilities classified according to their maturity

Payments
in € thousand less than 1 year from 1 to 5 years more than 5 years Total
Lease liability - Non-current
Lease liability - Current

8,642
19,783
10,104
29,887
8,642
Lease liability 8,642 19,783 10,104 38,529

Information related to financing activities

Cash flows Non-cash flows
in € thousand 2020.12 Repayments Increase Decrease Transfers Conversion
gains and
losses
2021.06
Lease liability 34,771 -4,767 11,458 8,542 -452 436 38,529
Lease liability 34,771 -4,839 11,458 8,542 -380 436 38,529

Decreases correspond to early terminations with no cash impact.

The increase in debt liabilities stems essentially from the new real estate contracts, as well as the obligations generated by the new contracts relating to the fleet of vehicles as mentioned in note A5.

Please note that the amendment to IFRS 16 did not have any impact on our consolidated accounts. In fact, none of our subsidiaries have benefited from exemptions or rent deferrals in the context of the Covid-19 pandemic.

A16. Other financial liabilities

Change in other financial liabilities

in € thousand 2020.12 Increase Decrease Changes
in scope
Transfer Conversion
gains and losses
2021.06
Loans 50,594 5,072 -670 -39,848 626 15,774
Employee profit sharing 12 2 15
Currency and interest rate
derivatives
1,078 -651 427
Other
Other non-current
financial liabilities
51,684 5,074 -1,321 -39,848 626 16,216
Loans 27,725 25,834 -21,004 39,848 -4 72,399
Bank overdrafts 2,306 -1,921 385
Accrued interests not yet
matured
18 -2 16
Employee profit sharing 814 434 -647 19 620
Currency and interest rate
derivatives
1,158 565 1,723
Other
Other current financial
liabilities
32,021 26,833 -23,574 39,848 15 75,143
Other financial liabilities 83,705 31,908 -24,895 641 91,359

As of June 30, 2021, our net debt amounts to -€54.5 million, compared to -€63.4 million at the end of 2020. This slight increase in net debt of nearly €9 million is mainly due to the Group's cash generation profile, which takes place mainly in the second part of the year due to a certain seasonality (for example related to the payment of year-end rebates over the first half of the year). This seasonality was accentuated in 2021 by the payment of dividends as well as by a significant increase in our working capital requirements related to the increase in turnover as well as the establishment of safety stock.

We still have the following financing with the following main characteristics:

• a syndicated loan of €420 million, drawn in euros and US dollars, contracted with a pool of banks and repayable in full on the initial maturity in April 2020, extended to April 9, 2022;

  • market-based contracts (Schuldschein) in euros and in dollars for a total of €21.7 million, composed of three installments, with maturity April 2022 and April 2025, at a fixed rate;
  • financing contracts with Bpifrance, for €18.9 million, depreciable and maturing in November 2023 and September 2024.

As of June 30, 2021, the funding position is as follows:

  • the syndicated loan was drawn for US \$25 million;
  • market-based contracts amounted to €15 million and US \$8 million;
  • the Bpifrance financing amounted to €18.9 million.

These funding instruments include a financial covenant compliance clause that requires us to adhere to the following financial ratios based on the consolidated accounts and reflecting consolidated net debt1 for the period in question on the consolidated Ebitda2 for the same test period.

As at June 30, 2021, we are in compliance with the financial ratio covenants, which is -0.21, thus placing it below the contractual financial covenant limit of 4.25.

1 For the purpose of calculating the covenant, Consolidated net debt refers to the sum of other current and noncurrent financial liabilities, namely the following items: loans, bank loans, accrued interest liabilities, liabilities related to finance leases, profit sharing, interest rate and foreign exchange derivatives, and others; minus the amount of the following items: cash and cash equivalents, term deposits, and foreign exchange and interest rate assets derivatives as shown in the consolidated accounts.

2 The consolidated Ebitda refers to operating profit for the the last twelve months (that of the last six months of 2020 added to that of the first half-year 2021), plus the allowances for depreciation and provisions net of reversals and dividends received from non-consolidated subsidiaries.

Other financial liabilities classified according to their maturity

As at June 30, 2021

Payments
in € thousand less than 1 year from 1 to 5 years more than 5 years Total
Loans 72,400 15,775 88,175
Bank overdrafts 384 384
Accrued interests not yet matured 16 16
Employee profit sharing 620 15 635
Currency and interest rate derivatives 1,723 426 2,149
Other
Other financial liabilities 75,143 16,216 91,359

As at December 31, 2020

Payments
in € thousand less than 1 year from 1 to 5 years more than 5 years Total
Loans 27,725 50,594 78,319
Bank overdrafts 2,306 2,306
Accrued interests not yet matured 18 18
Employee profit sharing 814 12 826
Currency and interest rate derivatives 1,158 1,078 2,236
Other
Other financial liabilities 32,021 51,684 83,705
Cash flows Non-cash flows
2020.12 Issuance Repayments Fair value Transfers Conversion 2021.06
in € thousand gains and losses
Non-current financial
liabilities
50,594 5,072 -669 — -39,848 626 15,775
Current financial liabilities 27,725 25,834 -21,004 — 39,848 -4 72,399
Employee profit sharing 826 436 -647 0 19 634
Currency and interest
rate derivatives
2,235 — — -86 2,149
Others
Other financial
liabilities
81,380 31,343 -22,320 -86 641 90,959

Information related to financing activities

A17. Other payables

in € thousand 2020.12 Variations Transfers Conversion
gains and losses
2021.06
Income tax payables
Social payables
Other fiscal payables
Advances and prepayments on orders
Prepaid income 1,286 -18 -141 23 1,149
Various other payables 1,905 -15 98 1,989
Other non-current payables 3,191 -33 -141 121 3,138
Income tax payables 18,812 3,231 181 49 22,273
Social payables
Other fiscal payables
51,841
11,289
-4,393
1,095
-278
395
84
47,565
12,468
Advances and prepayments on orders 332 1,077 31 1,439
Prepaid income 1,149 70 141 9 1,368
Various other payables 82,003 -15,202 -12 780 67,570
Other current payables 165,425 -14,123 33 1,347 152,682
Other payables 168,616 -14,156 -108 1,468 155,821

The "Various other payables" line, which constitutes the main cause of the decrease in the "Other payables" item, mostly includes liabilities on contracts entered into with customers. This decrease in this position is mainly related to the payment of year-end rebates for the year 2020.

The table below details the type of contract-related liabilities:

in € thousand 2020.12 Variations Transfers Conversion
gains and losses
2021.06
Advances and prepayments on orders 332 1,077 31 1,439
Customers - credits to be issued 76,500 -15,736 658 61,422
Customer liabilities 76,832 -14,659 689 62,861

Credits and accruals stem primarily from changes in transaction pricing, as the majority of the Group's subsidiaries grant customers year-end rebates, the amount of which is contingent on the achievement of sales objectives. The variation of €15.7 million corresponds exclusively to the payments of year-end rebates made during the first half of the year in France.

A18. Trade payables

in € thousand 2020.12 Variations Changes
in scope
Transfers Conversion gains
and losses
2021.06
Current trade payables 96,539 14,136 1,132 111,807
Trade payables - suppliers of
intangible assets
4,586 -2,734 1,852
Trade payables - suppliers of
tangible assets
4,129 260 8 4,397
Trade payables 105,254 11,662 1,140 118,056

This item amounted to €118.1 million at June 30, 2021 2021, compared to €105.3 million at the end of 2020. The increase in current trade payables is linked to the growth of the business, as well as an increase in the purchase of raw materials made to rebuild safety inventories due to the pandemic crisis. This change is offset by the reduction in trade payables on suppliers of assets following the launch at the end of 2020 of a large number of investment projects.

A19. Revenue from ordinary activities

in € thousand 2021.06 2020.06 Change
Sales of finished goods and merchandise 604,264 549,434 10.0%
Services 367 8 4284.4%
Additional income from activity 1,461 895 63.2%
Royalties paid 203 207 -1.6%
Gross sales 606,295 550,545 10.1%
Discounts, rebates and refunds on sales
Expenses deducted from sales
Financial discounts
Provisions for returns
-62,348
-11,145
-2,517
-872
-59,061
-9,302
-3,559
-315
5.6%
19.8%
-29.3%
176.6%
Expenses deducted from sales -76,881 -72,237 6.4%
Revenue from ordinary activities 529,414 478,308 10.7%

The expenses presented within the revenue are mainly made up of the following elements:

  • amounts paid under commercial cooperation contracts (commercial communication actions, supply of statistics, etc.);
  • cost of business operations (including loyalty programs), the amount of which is directly related to the revenue generated.

Provisions for customer returns are calculated using a statistical method, based on historical returns.

Performance

As of June 30, 2021, our consolidated turnover amounted to €529.4 million compared to €478.3 million in the first half of 2020, thus marking an increase of 10.7% at real exchange rates, and an increase of 14.0% at constant rates. At constant rates and scopes (excluding Sentinel® ), growth rose to 21.3%.

It should be noted that the amount of sales we made as of June 30, 2021 with the products received free of charge as part of the transaction with Elanco amounts to €3.3 million.

The revenue growth of ordinary activities by segment and region is detailed in the management report.

A20. Purchases consumed

in € thousand 2021.06 2020.06 Change
Inventoried purchases -186,353 -155,387 19.9%
Non-inventoried purchases -12,175 -11,279 7.9%
Supplementary charges on purchases -2,364 -1,851 27.7%
Discounts, rebates and refunds obtained 313 385 -18.7%
Purchases -200,579 -168,133 19.3%
Change in gross inventories 27,158 11,305 140.2%
Allowances for depreciation of inventories -9,521 -7,806 22.0%
Reversals of depreciation of inventories 9,839 8,721 12.8%
Net variation in inventories 27,476 12,220 124.8%
Consumed purchases -173,103 -155,912 11.0%

The increase in purchases took place mainly in France and India, to limit the risk of inventories shortages and to secure future sales, within the context of the Covid-19 situation.

The variation in inventories is explained by the joint effects of the increase in activity observed over the six-month period, the constitution of inventories for the launch of new products in 2021, and safety inventories, particularly in production sites such as in France, the United States and Australia, some related to the Covid-19 pandemic crisis.

A21. External costs

External costs are up 21.4% at real rates compared to 2020. This increase can be explained by a base effect, with significant expense reductions launched or incurred by the Group in response to the Covid-19 pandemic crisis in the first half of 2020, as well as a higher use of outsourcing to support the high level of activity in the first half of the year.

A22. Depreciation, impairment and provisions

in € thousand 2021.06 2020.06 Change
Allowances for depreciation of intangible assets1 -2,838 -2,603 9.0%
Allowances for impairment of intangible assets
Allowances for depreciation of tangible assets -11,709 -12,250 -4.4%
Allowances for impairment of tangible assets -452
Allowances for depreciation of right of use -5,100 -4,986 2.3%
Reversals for depreciation of intangible assets
Reversals for impairment of intangible assets
Reversals for depreciation of tangible assets
Reversals for impairment of tangible assets 462
Depreciation and impairment -20,098 -19,377 3.7%
Allowances of provisions for risks and charges -1,995 -950 109.9%
Reversals of provisions for risks and charges 3,034 1,309 131.9%
Provisions 1,039 358 190.0%
Depreciations and provisions -19,059 -19,019 0.2%

1 Excluding allowance for depreciations of intangible assets arising from acquisitions.

Allowances for depreciation of intangible assets arising from acquisitions

in € thousand 2021.06 2020.06
United States: Sentinel® -4,103
Centrovet -1,076 -1,040
Schering-Plough Europe -477 -539
Multimin -263 -248
New Zealand -208 -198
Uruguay: Santa Elena -67 -74
Australia: Axon -63 -59
Colombia: Synthesis -44 -48
SBC -25 -29
Depreciations of intangible assets arising from acquisitions -2,223 -6,338

The decrease in this item is mainly related to Sentinel® assets that have ceased to be depreciated as soon as they have been sold on July 1, 2020.

A23. Other operating income and expenses

in € thousand 2021.06 2020.06 Change
Royalties paid -1,856 -1,757 5.6%
Grants received (including research tax credit) 5,092 5,093 —%
Allowances for depreciation of receivables -224 -114 96.5%
Reversals of depreciation of receivables 829 263 215.2%
Bad debts -80 -19 321.1%
Net book value of disposed assets -161 -435 -63.0%
Income from disposal of assets 403 233 73.0%
Other operating income and expenses 3,829 -86 -4552.3%
Other operating income and expenses 7,833 3,179 146.4%

The amount of tax credits recorded in grants amounts to €4,954 thousand as of June 30, 2021. The €4.0 million product received in April 2021 from Elanco is included in this line. This is the first payment on the €7 million that Elanco has committed to pay us, as compensation for Virbac's continuation of development projects.

A24. Other non-current income and expenses

As of June 30, 2021, no non-current income or expense was accounted for.

As a reminder, this item comprised of the following elements as of June 30, 2020:

in € thousand 2020.06
Costs related to the Sentinel®
assets divestment operation
-594
Impairment of the Leishmaniosis vaccine CGU -4,786
Other non-current income and expenses -5,380

A25. Financial income and expenses

in € thousand 2021.06 2020.06 Change
Gross cost of financial debt -3,619 -6,589 -45.1%
Income from cash and cash equivalents 1,041 996 4.5%
Net cost of financial debt -2,578 -5,593 -53.9%
Foreign exchange gains and losses 8,112 -6,959 -216.6%
Changes in foreign currency derivatives and interest rate -7,094 3,919 -281.0%
Other expenses -109 -75 45.6%
Other income 59 45 35.9%
Other financial income or expenses 968 -3,070 -131.5%
Financial income and expenses -1,610 -8,663 -81.4%

Pursuant to the IFRS 16 standard that came into force on January 1, 2019, the cost of financial debt now includes the interest cost on lease liabilities, which amounts to €773 thousand as of June 30, 2021.

The €3.0 million decrease in the cost of net debt is related to the significant reduction in gross debt, a large part of which was made possible by the proceeds from the sale of Sentinel® , enabling us to repay our bank financing.

The Group's foreign exchange result improved significantly compared to 2020, due to the relative stability of the CLP compared to the EUR and the USD for the first half of 2021 against a depreciation of the CLP over the first half of 2020 but also due to a significant reduction in unhedged exposures including the EUR/CLP exposure of Virbac and the CLP/USD exposure of our Chilean subsidiary. It should be noted that there is no impact on the Group's net exchange rate on the maturity of the EUR/CLP cross currency swap renewed by exchange swap.

A26. Income tax

Pursuant to IAS 34, in the financial statements at June 30, 2021, the tax charge was determined by applying to the profit before tax for the period the average tax rate estimated for the year 2021.

Non-current tax expense

No element was accounted for as non-current tax expense for the period.

A27. Bridge from net result to net result from ordinary activities

Net profit from ordinary activities equates to net profit restated for the following items:

  • the "Other non-current income and charges" item, the details of which are presented in the A24 note;
  • non-current tax, which includes the tax impact of "Other non-current income and expenses", as well as all nonrecurring tax income and expenses.

Since no item was recognized as non-current over the first semester 2021, the net profit from ordinary activities as of June 30, 2021 stands as follows:

in € thousand Net result
IFRS
Impairment
of assets
Restructuring
costs
Sale of
assets
Non-current
tax expense
Net result
from ordinary
activity
Revenue from ordinary activities 529,414 529,414
Current operating profit before
depreciation of assets arising from
acquisitions
105,331 105,331
Depreciation of intangible assets arising
from acquisitions
-2,223 -2,223
Operating profit from ordinary
activities
103,108 103,108
Other non-current income and expenses
Operating result 103,108 103,108
Financial income and expenses -1,610 -1,610
Profit before tax 101,498 101,498
Income tax -27,162 -27,162
Share from companies' result accounted
for by the equity method
96 96
Result for the period 74,432 74,432

For the record, the operating net profit as of June 30, 2020 was as follows:

in € thousand Net result
IFRS
Impairment
of assets
Restructuring
costs
Other
items
Non-current
tax expense
Net result
from ordinary
activity
Revenue from ordinary activities 478,308 478,308
Current operating profit before
depreciation of assets arising from
acquisitions
85,472 85,472
Depreciation of intangible assets arising
from acquisitions
-6,337 -6,337
Operating profit from ordinary
activities
79,135 79,135
Other non-current income and expenses -5,380 4,786 594
Operating result 73,755 4,786 594 79,135
Financial income and expenses -8,663 -8,663
Profit before tax 65,092 4,786 594 70,471
Income tax -15,672 -1,532 -17,204
Share from companies' result accounted
for by the equity method
303 303
Result for the period 49,722 3,253 594 53,570

A28. Earnings per share

2021.06 2020.06
Profit attributable to the owners of the parent company €72 707 286 €47 155 496
Total number of shares 8,458,000 8,458,000
Impact of dilutive instruments 0 0
Number of treasury shares 14,800 22,391
Outstanding shares 8,443,200 8,439,609
Profit attributable to the owners of the parent company, per share €8,61 €5,59
Profit attributable to the owners of the parent company, diluted per share €8,61 €5,59

Treasury shares

Virbac holds treasury shares intended to supply plans to award performance shares, as well as the market-making contract. The amount of these shares is recorded as a reduction of equity.

As of June 30, 2021, the number of shares held by the Group amounted to 14,800 (against 22,391 shares as of June 30, 2020) for a total of €2,901 thousand.

A29. Operating segments

In accordance with IFRS 8, we provide information by segment as used internally by the Group executive committee, which is now the Chief operating decision maker (CODM) following the change of governance in December 2020.

Our level of segment information is the geographic sector. The breakdown by geographic area covers seven sectors, according to the place of establishment of our assets:

  • France;
  • Europe (excluding France);
  • Latin America;
  • North America;
  • Asia;
  • Pacific;
  • Africa & Middle-East.

The Group's operating activities are organized and managed separately, according to the nature of the markets. The two market segments are companion animals and food producing animals but the latter is not considered an

  • industry information level for the reasons listed below:
  • nature of the products: the majority of the therapeutic segments are common to companion and food producing animals (antibiotics, parasiticides, etc.);
  • manufacturing procedures: the production chains are common to both segments and there is no significant difference in sources of supply;
  • customer type or category: the distinction is between the ethical (veterinary) and OTC (Over the counter) sectors;
  • internal organization: our management structures are organized by geographic zone. Throughout the Group, there is no management structure based on market segments;
  • distribution methods: the main distribution channels depend more on the country than the market segment. In certain cases, the sales forces may be the same for both market segments;
  • nature of the regulatory environment: the regulatory bodies governing market authorizations are identical regardless of the segment.

In the information presented below, the sectors therefore correspond to geographic zones (areas where our assets are located). The results for France include the head office expenses and a substantial proportion of our research and development expenses.

As at June 30, 2021

in € thousand France Europe
(excluding
France)
Latin
America
North
America
Asia Pacific Africa &
Middle
East
Total
Revenue from ordinary activities
Current operating profit before
91,968 142,346 80,529 59,025 90,920 50,073 14,551 529,414
depreciation of assets arising from
acquisitions
30,326 17,413 17,959 38 20,879 16,263 2,452 105,331
Result attributable to the owners of
the parent company
21,389 12,848 9,677 -289 16,254 11,148 1,680 72,707
Non-controlling interests 1 1,724 1,725
Group consolidated result 21,390 12,848 11,401 -289 16,254 11,148 1,680 74,432
in € thousand France Europe
(excluding
France)
Latin
America
North
America
Asia Pacific Africa &
Middle
East
Total
Assets by geographic area 762,170 67,690 216,065 -142,983 168,956 110,264 10,979 1,193,140
Intangible investment 5,226 45 9 1,232 183 1 1 6,698
Tangible investment 5,404 329 981 951 3,950 346 15 11,976

No customer achieves more than 10% of revenue.

Non-controlling interests almost exclusively reflect the contribution from the Chilean entities (HSA group), in which we hold a 51% stake.

The French net profit includes the compensation received in connexion with the acquisition of Elanco assets. Assets located in France include the assets available for sale in connexion with the divestment of the site of Magnyen-Vexin.

As at June 30, 2020

in € thousand France Europe
(excluding
France)
Latin
America
North
America
Asia Pacific Africa &
Middle
East
Total
Revenue from ordinary activities
Current operating profit before
depreciations of assets aring from
acquisitions
74,382
20,961
121,055
10,004
78,614
17,435
77,118
11,770
73,290
12,822
12,417
2,013
41,432
10,467
478,308
85,472
Profit attributable to the owners of
the parent company
Non-controlling interests
11,203
1
7,260
7,159
2,567
2,342
-1
10,862
1,361
6,969
47,155
2,567
Consolidated profit 11,204 7,260 9,726 2,341 10,862 1,361 6,969 49,722
East
Assets by geographic area
682,968
68,613
Intangible investment
2,832
109
Tangible investment
3,392
201,987
66
630
150,357
22
139,796
280
40
860
1,886
6,808

105
1
284
87,287 1,337,817
3,283
7,224

A30. Credit risk management

With respect to risks on trade receivables the Covid-19 pandemic could generate, Virbac analyzed the indicators of impairment of accounts receivable, such as the split of gross accounts receivable according to their age, and the amount of doubtful receivables. The Group has not identified elements that would have shown a relevant increase in credit risk since the beginning of the Covid-19 pandemic.

The following statements provide a breakdown of trade receivables by their maturity:

As at June 30, 2021

Receivables Receivables overdue for Total
in € thousand due < 3 months
3-6 months
6-12 months > 12 months Impaired
France 26,093 964 43 14 62 27,177
Europe (excluding France) 21,178 1,708 2 1,556 24,443
Latin America 29,204 5,355 386 413 35,358
North America 9,879 704 2 10,585
Asia 16,137 772 98 253 17,260
Pacific 22,681 257 7 5 22,950
Africa & Middle East 3,142 342 3 3,487
Trade receivables 128,315 10,101 536 14 2,294 141,260

As at December 31, 2020

Receivables
in € thousand due < 3 months 3-6 months 6-12 months > 12 months Impaired Total
France 19,638 551 26 22 694 20,931
Europe (excluding France) 15,884 2,719 392 1,557 20,552
Latin America 22,466 2,997 84 338 25,885
North America 5,946 186 1 6,134
Asia 11,326 902 189 295 12,713
Pacific 14,911 133 2 3 15,049
Africa & Middle-East 3,003 314 2 3,319
Trade receivables 93,174 7,802 694 22 2,891 104,583

A31. Information on related parties

Virbac's transactions with related parties mainly consist of:

Compensation and assimilated benefits granted to the members of the administrative and management bodies

During the first half of 2021, 50% of the 2018 performance-related stock grants plan shares, initially valued at €1,788,000 (i.e. 15,000 shares of €119.20) were acquired by the beneficiaries for an updated valuation of €837,380 (i.e. €7,025 shares of €119.20).

The 2020 performance-related stock grants plan was cancelled and the provision recorded in the 2020 accounts was reversed for an amount of €194 thousand, including social contribution.

The 2021 performance-related stock grants plan, allocated on March 16, 2021, is valued at €1,453,538, which translates into 6,225 shares of €233,50 each. This amount was deferred over a vesting period of 34 months. The impact recognized in the income statement as at June 30, 2021 amounts to €202 thousand, including social security contributions.

Over the first six months of 2021, there are no other significant transactions concluded with a member of the management bodies or a shareholder having a significant influence on the Group.

Transactions with companies on which Virbac exercises a significant influence or a joint control

Transactions between related parties are arm's length operations. During the first half of 2021, there was no significant change in the nature of the transactions made by the Group with its related parties compared to December 31, 2020.

A32. Scope of consolidation

2021.06 2020.12
Company name Locality Country Control Consolidation Control Consolidation
France
Virbac (parent company) Carros France 100.00% Full 100.00% Full
Interlab Carros France 100.00% Full 100.00% Full
Virbac France Carros France 100.00% Full 100.00% Full
Virbac Nutrition Vauvert France 100.00% Full 100.00% Full
Bio Veto Test La Seyne sur Mer France 100.00% Full 100.00% Full
Alfamed Carros France 99.70% Full 99.70% Full
Europe (excluding France)
Virbac Belgium SA Wavre Belgium 100.00% Full 100.00% Full
Virbac Nederland BV1 Barneveld Netherlands 100.00% Full 100.00% Full
Virbac (Switzerland) AG Glattbrugg Switzerland 100.00% Full 100.00% Full
Virbac Ltd Bury St.
Edmunds
United
Kingdom
100.00% Full 100.00% Full
Virbac SRL Milan Italy 100.00% Full 100.00% Full
Virbac Danmark A/S Kolding Denmark 100.00% Full 100.00% Full
Virbac Pharma Handelsgesellshaft mbH Bad Oldesloe Germany 100.00% Full 100.00% Full
Virbac Tierarzneimittel GmbH Bad Oldesloe Germany 100.00% Full 100.00% Full
Virbac SP zoo Warsaw Poland 100.00% Full 100.00% Full
Virbac Hungary Kft Budapest Hungary 100.00% Full 100.00% Full
Virbac Hellas SA Agios Stefanos Greece 100.00% Full 100.00% Full
Animedica SA Agios Stefanos Greece 100.00% Full 100.00% Full
Virbac Espana SA Barcelona Spain 100.00% Full 100.00% Full
Virbac Österreich GmbH Vienna Austria 100.00% Full 100.00% Full
Virbac de Portugal Laboratorios Lda Almerim Portugal 100.00% Full 100.00% Full
Virbac Hayvan Sagligi Limited §irketi Istanbul Turkey 100.00% Full 100.00% Full
North America
Virbac Corporation1 Fort Worth United States 100.00% Full 100.00% Full
PP Manufacturing Corporation Framingham United States 100.00% Full 100.00% Full

1 Pre-consolidated levels

Company name Locality Country 2021.06 2020.12
Control Consolidation Control Consolidation
Latin America
Virbac do Brasil Industria e Comercio
Ltda
Sao Paulo Brazil 100.00% Full 100.00% Full
Virbac Mexico SA de CV Guadalajara Mexico 100.00% Full 100.00% Full
Laboratorios Virbac Mexico SA de CV Guadalajara Mexico 100.00% Full 100.00% Full
Virbac Colombia Ltda Bogota Colombia 100.00% Full 100.00% Full
Laboratorios Virbac Costa Rica SA San Jose Costa Rica 100.00% Full 100.00% Full
Virbac Chile SpA Santiago Chile 100.00% Full 100.00% Full
Virbac Patagonia Ltda Santiago Chile 100.00% Full 100.00% Full
Holding Salud Animal SA Santiago Chile 51.00% Full 51.00% Full
Centro Veterinario y Agricola Limitada Santiago Chile 51.00% Full 51.00% Full
Farquimica SpA Santiago Chile 51.00% Full 51.00% Full
Bioanimal Corp SpA Santiago Chile 51.00% Full 51.00% Full
Productos Quimicos Ehlinger Santiago Chile 51.00% Full 51.00% Full
Centrovet Inc Allegheny United States 51.00% Full 51.00% Full
Centrovet Argentina Buenos Aires Argentina 51.00% Full 51.00% Full
Inversiones HSA Ltda Santiago Chile 51.00% Full 51.00% Full
Rentista de capitales Takumi Ltda Santiago Chile 51.00% Full 51.00% Full
Virbac Uruguay SA Montevideo Uruguay 99.17% Full 99.17% Full
Virbac Latam Spa Santiago Chile 100.00% Full 100.00% Full
Asia
Virbac Trading (Shanghai) Co. Ltd Shanghai China 100.00% Full 100.00% Full
Virbac H.K. Trading Limited Hong Kong Hong Kong 100.00% Full 100.00% Full
Asia Pharma Ltd Hong Kong Hong Kong 100.00% Full 100.00% Full
Virbac Korea Co. Ltd Seoul South Korea 100.00% Full 100.00% Full
Virbac (Thailand) Co. Ltd Bangkok Thailand 100.00% Full 100.00% Full
Virbac Taiwan Co. Ltd Taipei Taiwan 100.00% Full 100.00% Full
Virbac Philippines Inc. Taguig City Philippines 100.00% Full 100.00% Full
Virbac Japan Co. Ltd Osaka Japan 100.00% Full 100.00% Full
Virbac Asia Pacific Co. Ltd Bangkok Thailand 100.00% Full 100.00% Full
Virbac Vietnam Co. Ltd Ho Chi Minh Ville Vietnam 100.00% Full 100.00% Full
Virbac Animal Health India Private
Limited
Mumbai India 100.00% Full 100.00% Full
AVF Animal Health Co Ltd
Hong-Kong
Hong Kong Hong Kong 50.00% Equity 50.00% Equity
AVF Chemical Industrial Co Ltd China Jinan (Shandong) China 50.00% Equity 50.00% Equity
Shandong Weisheng Biotech Co., Ltd Jinan (Shandong) China 50.00% Equity
Pacific
Virbac (Australia) Pty Ltd1 Milperra Australia 100.00% Full 100.00% Full
Virbac New Zealand Limited Hamilton New Zealand 100.00% Full 100.00% Full
Africa & Middle East
Virbac RSA (Proprietary) Ltd1
Centurion South Africa 100.00% Full 100.00% Full

1 Pre-consolidated levels

Statutory auditors' review report on the half-yearly financial information

For the period from January 1 to June 30, 2021

This is a free translation into English of the statutory auditors' review report on the half-yearly financial information issued in French and is provided solely for the convenience of English-speaking users. This report includes information relating to the specific verification of information given in the Group's half-yearly management report. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.

To the shareholders,

in compliance with the assignment entrusted to us by the annual general meeting and in accordance with the requirements of article L. 451-1-2-III of the French monetary and financial code (Code monétaire et financier), we hereby report to you on:

  • the review of the accompanying condensed half-yearly consolidated financial statements of Virbac, for the period from January 1 to June 30, 2020;
  • the verification of the information presented in the half-yearly management report.

Due to the global crisis related to the Covid-19 pandemic, the condensed half-yearly consolidated financial statements of this period have been prepared and reviewed under specific conditions. Indeed, this crisis and the exceptional measures taken in the context of the state of sanitary emergency have had numerous consequences for companies, particularly on their operations and their financing, and have led to greater uncertainties on their future prospects. Those measures, such as travel restrictions and remote working, have also had an impact on the companies' internal organization and the performance of our procedures.

These half-year condensed consolidated financial statements were prepared under the responsibility of the board of directors. Our role is to express a conclusion on these financial statements based on our review.

CONCLUSION ON THE FINANCIAL STATEMENTS

We conducted our 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 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 the accompanying condensed half-yearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34, standard of the IFRS as adopted by the European Union applicable to interim financial information.

SPECIFIC VERIFICATION

We have also verified the information presented in the half-yearly management report on the condensed half-yearly consolidated financial statements subject to our review prepared on September 10, 2020. We have no matters to report as to its fair presentation and consistency with the condensed half-yearly condensed consolidated financial statements.

Nice and Marseille, September 14, 2021

The statutory auditors

French original signed by

Novances-David & Associés Deloitte & Associés Laurent Gilles Hugues Desgranges

Statement of responsibility for the halfyearly financial report

I certify, to my knowledge, that the financial statements for the first semester are prepared in accordance with applicable accounting standards and give a true and fair view of the assets, liabilities, financial position, and result of the company and all companies included in the consolidation, and that the management report presents an accurate picture of the evolution of the business, result, and financial position of the company and all companies included in the consolidation over the six first months of the fiscal year, as well as a description of the main risks and uncertainties to which they are exposed.

Carros, September 10, 2021

Sébastien Huron, chief executive officer, Virbac group