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Zignago Vetro Interim / Quarterly Report 2023

Aug 9, 2023

4402_ir_2023-08-09_3560c956-3188-48f0-b9e8-b02eb69aaa78.pdf

Interim / Quarterly Report

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Interim Financial Report at 30 June 2023

Interim Financial Report at 30 June 2023

Zignago Vetro SpA

Registered office: Fossalta di Portogruaro (VE), Via Ita Marzotto 8 Share capital Euro 8,932,000.00, subscribed and paid-in for Euro 8,926,308 Tax and Venice Company Register No.: 00717800247

www.zignagovetro.com

ZIGNAGO VETRO GROUP STRUCTURE 5
COMPANY BODIES 6
THE ZIGNAGO VETRO GROUP 8
THE COMPANY 28
THE CONSOLIDATED COMPANIES 33
Significant events after 30 June 2023 57
Outlook 57
Statement of financial position 60
Income Statement 61
Statement of Comprehensive Income 62
Statement of Cash Flows 63
Statement of changes in Equity 64
NOTES TO THE FINANCIAL STATEMENTS 66
Statement of the Condensed Interim Consolidated Financial Statements as per Article
81-ter of CONSOB Regulation No. 11971 of 14 May 1999 and subsequent
modifications and integrations 108
INDEPENDENT AUDITORS' REPORT 110

ZIGNAGO VETRO GROUP STRUCTURE AT 28 JULY 2023

ACTIVITIES AND SHAREHOLDINGS

COMPANY BODIES

BOARD OF DIRECTORS BOARD OF STATUTORY AUDITORS

in office for the three-year period 2022 - 2024 in office for the three-year period 2022 - 2024

vice chairperson Andrea Manetti Franco Moscetti

chief executive officer Cesare Conti Roberto Cardini Tognin Roberta

directors Alessia Antonelli Supervisory Board Roberta Benaglia __________________________________ Daniela Manzoni Nicola Campana Gaetano Marzotto Luca Marzotto Stefano Marzotto Barbara Ravera

Control and Risks and Independent Auditors Sustainability Committee for the 2016 - 2024 period

Alessia Antonelli Luca Marzotto Giorgina Gallo

Remuneration Committee Roberto Celot

Daniela Manzoni Stefano Marzotto general manager Franco Moscetti Michele Pezza

Committee for Transactions commercial management with Related Parties Biagio Costantini

Alessia Antonelli Roberta Benaglia technical manager

Lead Independent Director

Franco Moscetti

chairperson statutory auditors Nicolò Marzotto Alberta Gervasio - chairperson Carlo Pesce

alternate auditors

Ferdinando Businaro Alessandro Bentsik - chairperson Giorgina Gallo Massimiliano Agnetti

KPMG SpA

Management

chief financial officer of the Group and investor relations manager

_____________________________ Stefano Bortoli

Barbara Ravera Sergio Pregliasco

Interim Directors' Report

THE ZIGNAGO VETRO GROUP

The Zignago Vetro Group operates in the production and marketing of high quality hollow glass containers prevalently for the Food and Beverage, Cosmetics and Perfumery and "Specialty Glass" sectors (highly customised glass containers in small batches, typically used for wine, liquors and oils).

The Zignago Vetro Group operates in the market with a business-to-business model, supplying containers to its clients, which are then used in their respective industrial activities. Specifically, in the Italian market, the Group is one of the leading producers and distributors of glass containers for the food and beverage sector, while at international level it has a strong market share in the cosmetics and perfumery and specialty glass sectors.

* * *

The Annual and Condensed Interim Consolidated Financial Statements are prepared in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board ("IASB") and endorsed by the European Union in accordance with Regulation No. 1606/2002 ("IFRS").

In particular, the condensed interim consolidated financial statements of the Group at 30 June 2023 (hereafter the "Condensed Interim Financial Statements") are prepared in accordance with IAS 34 "Interim Reporting" and Article 154-ter of the CFA, following the summary form permitted under the standard. The Condensed Interim Financial Statements therefore do not include all the information published in the annual report and must be read together with the financial statements at 31 December 2022 for full and complete disclosure of the Group financial position, results of operations and cash flow.

The accounting policies adopted for the preparation of the Condensed Interim Financial Statements are the same as those utilised for the consolidated financial statements of the Zignago Vetro Group for the year ended 31 December 2022, except for the adoption of the new standards, amendments and interpretations approved by the IASB and endorsed for adoption in Europe and obligatory for accounting periods beginning 1 January 2023.

We recall that IFRS 11 - Joint arrangements, applicable for the Group from 1 January 2014, replaces IAS 31 Interests in Joint Ventures and SIC 13 Jointly Controlled Entities – Non-Monetary Contributions by Venturers, and identifies, on the basis of the rights and obligations of the participants, two types of agreements - joint operations and joint ventures - and governs the consequent accounting treatment to be adopted for recognition in the financial statements, removing the option to consolidate jointly controlled companies proportionally and requiring jointly controlled companies defined as joint ventures to be recognised using the equity method.

In the condensed interim consolidated financial statements of the Group at 30 June 2023 and the comparative financial statements at 30 June 2022 and the financial statements at 31 December 2022, the Group recognised the investments held in Vetri Speciali, Vetreco and Julia Vitrum, which are classified as joint venture under the equity method, instead of the proportional consolidation method.

However, in the Directors' Report the figures (and the subsequent comments) are based on the "management view of the Group business", which provides for the proportional consolidation of joint ventures, in continuity with the accounting policies adopted until 31 December 2013. These figures however must not be considered as an alternative to those provided for by IFRS, but rather exclusively for supplementary disclosure and reflective of management's view of the business.

For this purpose, a reconciliation of the Statement of Financial Position and of the Income Statement, prepared according to IFRS in force from 1 January 2014 and those in force at 31 December 2013, is provided in the Directors' Report.

Pursuant to CONSOB communication DEM 6064293 of July 28, 2006 and ESMA/2015/1415 recommendations on alternative performance indicators utilised by the Parent - which although not specifically defined by IAS/IFRS are considered particularly useful to monitor the business performance we provide the following information:

  • net financial debt is defined by the Company as the sum of current loans and borrowings, cash and cash equivalents and non-current loans and borrowings, net of cash and cash equivalents and current financial assets. This net figure is the same as the net financial position as per CONSOB communication No. DEM/6064293 of 28 July 2006;
  • value of production: the Company defines this as the arithmetical sum of revenues, the change in finished products, semi-finished products, and work-in-progress and the internal work capitalised;
  • value added: the Company defines this as the difference between value of production and raw materials consumed (purchase costs plus or minus the change in raw materials and service costs);
  • EBITDA: the Company defines this as a difference between value added and personnel expense (including those of temporary workers), plus the effect of the measurement of joint ventures using the equity method. EBITDA is a measure utilised by the issuer to monitor and measure operating performance although it is not an accounting measure under IFRS. The measurement criteria of this indicator may not be in line with that utilised by other entities and therefore it may not be entirely comparable.

Within this context, the issuer utilised a calculation model in line with its core business which included the effects deriving from the application of IFRS 11. The Company considers the results deriving from its equity investments in joint ventures as operating items and non-financial items of the Group's business, related to a clearly defined investment strategy and as such classified within the Groups interim operating results;

  • EBIT: the Company defines this as the difference between Ebitda and depreciation & amortisation of property, plant and equipment and intangible assets and accruals to the provision for impairment;

  • operating profit: this performance measure is also contained in IFRS and is defined as the difference between EBIT and the net balance of non-recurring operating costs and income. We point out that this latter item includes incidental income and costs, capital gains and losses on sales of assets, insurance compensation and other minor positive and negative items;

  • free cash flow: the Company defines this as the sum of the cash flows from operating activities and cash flows from investing activities.

The figures reported in the Directors' Report and in the tables of the Notes are shown in thousands of Euro for greater clarity.

The amounts in the Directors' Report are expressed in millions of Euro, while those in the Notes are stated in thousands of Euro.

* * *

The Zignago Vetro Group, according to management's view, operates through seven Business Units, each being a separate legal entity. Given this, information concerning the operating performance of the various business segments and geographical areas (segment reporting as per IFRS 8) is included in the illustration of the financial reporting data for each company and is an integral part of this Directors' Report.

Segment reporting which coincides with the various legal entities is provided below, independently of the respective consolidation method applied.

Disclosure by region is not considered appropriate for the Group. The operating segments ("Business Units") are identified as follows:

  • Zignago Vetro SpA: this Business Unit carries out the production of glass containers for food and beverages and for cosmetics and perfumery;
  • Zignago Vetro Polska SA: this Business Unit undertakes the production of a wide range of customised containers for cosmetic and perfumery containers and also for food and beverage niche markets worldwide;
  • Zignago Vetro Brosse SAS: this Business Unit carries out the production of glass containers for perfumes;
  • Vetri Speciali SpA: this Business Unit includes the production of specialty containers, principally for wine, vinegar and olive oil;
  • Zignago Glass USA Inc.: this Business Unit carries out the sales promotion of glass containers for food and beverages and for cosmetics and perfumery in North America;
  • Tre-Ve Srl: this Business Unit is engaged in the marketing of glass containers, mainly in Italy;
  • Verreries du Sud Est Sarl: this Business Unit is engaged in the marketing of glass containers, mainly in Italy;
  • Vetreco Srl, Vetro Revet Srl and Julia Vitrum SpA: these Business Units are engaged in the processing of raw glass into the finished material ready for use by glassmakers;
  • Nuova RO-CO Srl, Officina Meccanica Garbellini Srl and Italian Glass Moulds Srl: this Business Unit is engaged in the marketing and regeneration of glass container moulds.

The consolidation scope of the Zignago Vetro Group at 30 June 2023 and at 31 December 2022 was as follows:

  • Zignago Vetro SpA (parent)

The companies consolidated using the line-by-line method are as follows:

  • Zignago Vetro Brosse SAS,
  • Zignago Vetro Polska S.A.,
  • Zignago Glass USA Inc.,
  • Vetro Revet Srl,
  • Italian Glass Moulds Srl Entry into the consolidation scope from 01.10.2022.

The companies valued under the equity method are the following:

  • Vetri Speciali SpA and its subsidiaries Tre-Ve Srl, Verreries du Sud Est Sarl, Nuova RO-CO Srl and Officina Meccanica Garbellini Srl;
  • Vetreco Srl
  • Julia Vitrum SpA

The basis of consolidation and measurement criteria, including the equity investments held by Zignago Vetro S.p.A. are outlined in the paragraph "accounting principles and measurement criteria" in the notes to the consolidated financial statements.

In the Directors' Report, as previously stated, the figures are based on the "management view of the Group business", which provides for the proportional consolidation of joint ventures, in continuity with the accounting policies adopted until 31 December 2013.

Legally-required audit

The appointment for the legally-required audit of the Annual Financial Statements and the review of the condensed interim financial statements was awarded to KPMG SpA for the 2016-2024 period.

Significant events in the first half of 2023

Distribution of dividends

The Shareholders' Meeting of Zignago Vetro SpA on 4 May 2023 approved the distribution of a dividend of Euro 0.60 per share, totalling Euro 53.3 million, with payment date of 17 May 2023.

Treasury shares

On 4 May 2023, the Shareholders' Meeting of Zignago Vetro SpA revoked, for the part not executed, the resolution granted in favour of the Board of Directors to purchase and sell treasury shares, as approved by the Shareholders' Meeting of 29 April 2022 and authorised the Board of Directors to purchase and sell treasury shares for a maximum number not exceeding the total nominal amount, including any shares held by subsidiaries, corresponding to one-fifth of the share capital. The new authorisation is proposed for a period of 18 months, commencing from 4 May 2023. The minimum purchase price shall not be less than 20%, and the maximum price not more than 20%, of the share price registered on the trading day prior to each transaction; the sale price shall not be 20% higher or lower than the share price registered on the trading day prior to each transaction. These price limits will not be applied where the sale of shares is to employees, including management, executive directors and consultants of Zignago Vetro and its subsidiaries in relation to incentive stock option plans.

In H1 2023, 128,644 shares were purchased.

At 30 June 2023, the company therefore had in portfolio 589,998 treasury shares, corresponding to 0.661% of the share capital, purchased for Euro 4.83 million.

Operating performance

Following the significant growth of 2022, Beverage and Food container demand was sustained in the first half of 2023, while however normalising in the second quarter. This has allowed the Group companies to replenish inventory levels, which at the end of 2022 had fallen to very low levels.

Global Cosmetics and Perfumery markets demand generally remained strong across all segments, and particularly for the major cosmetic brands and Premium perfumery, driven both by the better quality levels demanded on the US and by growth on the Chinese market.

We consider the trend outlined above to reflect the normal short-term fluctuations that are a feature of the glass container market, which, moreover, continues to demonstrate great solidity. The market's medium to long-term growth characteristics and the strong prospects for the use of glass as a packaging material that is increasingly appreciated, both by users and consumers, remain absolutely unchanged. This fact demonstrates the greater focus and appreciation that public opinion reserves for this extraordinary material, as an excellent choice for packaging, in view of its singular characteristics of healthiness, sturdiness, conservation, recyclability and sustainability.

Consolidated revenues in the first half of 2023 amounted to Euro 384.8 million, up 28.4% on the same period in the previous year (Euro 299.6 million).

Materials and external services in H1 2023, including changes in inventories and internal production, amounted to Euro 207.4 million, compared to Euro 184.9 million in the first half of 2022 (+12.2%). These costs on revenues decreased from 61.7% to 53.9%.

The consolidated added value in the first half of 2023 was Euro 177.4 million, compared to Euro 114.7 million in the same period of the previous year (+54.6%). They accounted for 46.1% of revenues (compared to 38.3%).

Personnel expense in the first half of 2023 amounted to Euro 57 million compared to Euro 50.6 million in the first half of 2022 (+12.6%). The increase is related to wage cost movements. It accounted for 14.8% of revenues in H1 2023 (reducing on 16.9% in H1 2022).

Consolidated EBITDA in the first half year of 2023 was Euro 120.4 million compared to Euro 64.1 million in the same period of 2022 (+87.8%), a 31.3% revenue margin (21.4% in H1 2022).

Consolidated EBIT in H1 2023 totalled Euro 85.6 million, compared to Euro 34 million in the first half of 2022. The EBIT margin was 22.3% (11.4% in the first half of 2022).

The consolidated operating profit in the first half of 2023 increased on the same period in the previous year (respectively Euro 87.1 million and Euro 36.1 million). The revenue margin was 22.6% in the first half of 2023, compared to 12% in H1 2022.

The consolidated profit before tax for the period was Euro 83.2 million, compared to Euro 41.4 million in the same period of the previous year. The revenue margin was 21.6% in the first six months of 2023, compared to 13.8% in H1 2022.

The tax rate in the period was 10.1% compared to 24.6% in H1 2022.

The consolidated net profit in H1 2023 was Euro 74.6 million, compared to Euro 31.1 million in the same period of the previous year. The revenue margin was 19.4%, compared to 10.4% in 2022.

The cash flow generated from the profit and amortisation/depreciation in H1 2023 amounted to Euro 108.5 million, compared to Euro 47.8 million in the same period of the previous year (increasing Euro 60.7 million).

The key data of the Zignago Vetro Group reclassified consolidated income statement in H1 2023, compared with the same period of the previous year, according to management's view as described previously, are shown below.

H1 2023 H1 2022 Changes
Euro thou. % Euro thou. % %
Revenues 384,760 100.0% 299,629 100.0% 28.4%
Changes in finished and semi-finished
products and work in progress
Internal production of fixed assets
10,493
1,220
2.7%
0.3%
(1,652)
1,833
(0.5)%
0.6%
n.a.
(33.4)%
Value of production 396,473 103.0% 299,810 100.1% 32.2%
Cost of goods and services (219,090) (56.9)% (185,080) (61.8)% 18.4%
Value added 177,383 46.1% 114,730 38.3% 54.6%
Personnel expenses (57,025) (14.8)% (50,629) (16.9)% 12.6%
EBITDA 120,358 31.3% 64,101 21.4% 87.8%
Amortisation and depreciation
Accruals to provisions
(33,880)
(845)
(8.8)%
(0.2)%
(29,624)
(433)
(9.9)%
(0.1)%
14.4%
95.2%
EBIT 85,633 22.3% 34,044 11.4% 151.5%
Net recurring non-operating income 1,497 0.3% 2,029 0.6% (26.2)%
EBIT 87,130 22.6% 36,073 12.0% 141.5%
Net financial expense (5,256) (1.4)% 5,627 1.9% n.a.
Net exchange rate gains/(losses) 1,371 0.4% (278) (0.1)% n.a.
Profit before taxes 83,245 21.6% 41,422 13.8% 101.0%
Income taxes
(Tax-rate 2023: 10.1%)
(Tax-rate 2022: 24.6%)
(8,424) (2.2)% (10,180) (3.3)% (17.2)%
(Profit) Loss non-con. int. (185) (0.0)% (154) (0.1)% 20.1%
Group Profit for the period 74,636 19.4% 31,088 10.4% 140.1%

Consolidated net revenues for H1 2023 and 2022 were as follows:

(Euro thousands) H1 2023 H1 2022 Change %
Zignago Vetro SpA 213,895 165,241 29.4%
Zignago Vetro Brosse S.a.s. 41,777 26,958 55.0%
Vetri Speciali SpA (*) 94,876 78,191 21.3%
Zignago Vetro Polska S.a. 48,172 36,068 33.6%
Zignago Glass USA Inc. 1,159 759 52.7%
Vetro Revet Srl 9,057 6,124 47.9%
Vetreco Srl (*) 6,586 4,406 49.5%
Julia Vitrum SpA (*) 6,458 3,610 78.9%
Italian Glass Moulds Srl 2,130 0 n.a.
Total aggregate 424,110 321,357 32.0%
Elimination of inter-company revenues (39,350) (21,728) 81.1%
Total consolidated 384,760 299,629 28.4%

Consolidated revenues by geographic segment outside of Italy for the first half of 2023 and 2022 were broken down as follows:

(Euro thousands) H1 2023 H1 2022 Change %
E.U. 99,056 70,125 41.3%
Other countries 23,690 21,665 9.3%
Total 122,746 91,790 33.7%

Consolidated revenues outside Italy for the first half 2023 amounted to Euro 122.7 million, compared to Euro 91.8 million in the first half of 2022 (+33.7%) and account for 31.9% of total revenues (30.6% in the first half 2022). The breakdown by Company was as follows:

(Euro thousands) H1 2023 H1 2022 Change %
Zignago Vetro SpA 36,050 29,250 23.2%
Zignago Vetro Brosse S.a.s. 38,639 24,639 56.8%
Zignago Vetro Polska S.a. 27,919 21,829 27.9%
Zignago Glass USA Inc. 1,071 505 112.1%
Italian Glass Moulds Srl 188 0 n.a.
Vetri Speciali SpA (*) 18,879 15,567 21.3%
Total 122,746 91,790 33.7%
% of total revenues 31.9% 30.6%

The contribution to the consolidated profit for the first half of 2023 and 2022 of each of the Companies included in the consolidation scope was as follows:

(Euro thousands) H1 2023 H1 2022 Change %
Zignago Vetro SpA 56,613 26,483 113.8%
Zignago Vetro Brosse Sas (370) 775 n.a.
Vetri Speciali SpA (*) 30,925 15,082 105.0%
Zignago Vetro Polska Sa 9,862 1,858 n.a.
Zignago Glass USA Inc. 58 132 (56.1)%
Vetro Revet Srl 377 315 19.7%
Vetreco Srl (*) 69 51 35.3%
Julia Vitrum Spa (*) 393 234 67.9%
Italian Glass Moulds Srl (322) 0 n.a.
Total aggregate 97,605 44,930 117.2%
Consolidation adjustments (22,969) (13,842) 65.9%
Group Profit 74,636 31,088 140.1%

* For Group share

The consolidation adjustments relate principally to the elimination of the Vetri Speciali SpA dividends (Euro 22.6 million in 2023, Euro 13.7 million in 2022) and items concerning the proportional consolidation of the non-subsidiary companies (*).

The key data of the reclassified consolidated income statement of the Zignago Vetro Group in H1 2023, compared with the same period of the previous year, based on the application of international accounting standards, and therefore IFRS 11, are illustrated below.

H1 2023 H1 2022 Changes
Euro thou. % Euro thou. % %
Revenues 286,541 100.0% 219,804 100.0% 30.4%
Changes
in
finished
and
semi-finished
products and work in progress
7,322 2.6% (974) (0.4)% n.a.
Internal production of fixed assets 1,220 0.4% 1,833 0.8% (33.4)%
Value of production 295,083 103.0% 220,663 100.4% 33.7%
Cost of goods and services (168,519) (58.8)% (144,337) (65.7)% 16.8%
Value added 126,564 44.2% 76,326 34.7% 65.8%
Personnel expense (43,702) (15.3)% (38,140) (17.4)% 14.6%
Equity-accounted Joint Ventures 31,387 11.0% 15,367 7.0% 104.2%
EBITDA 114,249 39.9% 53,553 24.3% 113.3%
Amortisation and depreciation (27,999) (9.8)% (23,846) (10.8)% 17.4%
Accruals to provisions (187) (0.1)% (185) (0.1)% 1.1%
EBIT
Other income (charges)
86,063
883
30.0%
0.3%
29,522
1,490
13.4%
0.7%
191.5%
(40.7)%
EBIT 86,946 30.3% 31,012 14.1% 180.4%
Net financial expense
Net exchange rate gains/(losses)
(4,495)
1,355
(1.6)%
0.5%
5,881
(295)
2.7%
(0.1)%
n.a.
n.a.
Profit before taxes 83,806 29.2% 36,598 16.7% 129.0%
Income taxes (8,985) (3.1)% (5,356) (2.5)% 67.8%
(Tax-rate 2023: 10.7%)
(Tax-rate 2022: 14.6%.)
(Profit) Loss non-con. int. (185) (0.1)% (154) (0.1)% 20.1%
Group Profit for the period 74,636 26.0% 31,088 14.1% 140.1%

For a better understanding of the performances for H1 2023, stated in accordance with management's view, a reconciliation is provided below of the reclassified income from joint ventures measured using the equity method and that utilising the proportional consolidation criteria, as adopted by the Group until 31 December 2013.

Proportional consolidation
2023 IAS/
IFRS
Vetri
Speciali
SpA
Vetreco
Srl
Julia
Vitrum
Spa
Adjustment
to Parent
principles
Neutralisation
JV using the
equity criteria
2023 pre
IFRS 11
(manage
ment
view)
Euro thou. Euro
thou.
Euro
thou.
Euro
thou.
Euro thou. Euro thou. Euro
thou.
Revenues 286,541 94,876 6,586 6,458 (9,701) 0 384,760
Changes in finished and semi
finished products and work in
progress
Internal production of fixed
7,322 2,907 192 72 0 0 10,493
assets 1,220 0 0 0 0 0 1,220
Value of production 295,083 97,783 6,778 6,530 (9,701) 0 396,473
Cost of goods and services (168,519) (48,933) (6,032) (5,307) 9,701 0 (219,090)
Value added 126,564 48,850 746 1,223 0 0 177,383
Personnel expense (43,702) (12,798) (248) (277) 0 0 (57,025)
Equity-accounted
Joint Ventures 31,387 0 0 0 0 (31,387) 0
EBITDA 114,249 36,052 498 946 0 (31,387) 120,358
Amortisation and depreciation (27,999) (5,210) (266) (405) 0 0 (33,880)
Accruals to provisions (187) (658) 0 0 0 0 (845)
EBIT 86,063 30,184 232 541 0 (31,387) 85,633
Other income (charges) 883 479 0 135 0 0 1,497
EBIT 86,946 30,663 232 676 0 (31,387) 87,130
Net financial expense (4,495) (499) (95) (167) 0 0 (5,256)
Net exchange rate gains/(losses) 1,355 16 0 0 0 0 1,371
Profit before taxes 83,806 30,180 137 509 0 (31,387) 83,245
Income taxes (8,985) 745 (68) (116) 0 0 (8,424)
Consolidated profit 74,821 30,925 69 393 0 (31,387) 74,821
(Profit) loss non-con. int. (185) 0 0 0 0 0 (185)
Group Profit 74,636 30,925 69 393 0 (31,387) 74,636

Statement of financial position

The reclassified statement of financial position of the Zignago Vetro Group at 30 June 2023, prepared according to management's view as described previously, is presented in condensed form and compared with 31 December and 30 June 2022.

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 182,069 172,721 148,031
Other receivables 30,131 38,742 24,398
Inventories 152,019 137,161 114,989
Current non-financial payables (166,828) (155,442) (146,522)
Payables on fixed assets (9,235) (14,585) (13,586)
A) Working capital 188,156 31.2% 178,597 29.6% 127,310 23.0%
Net tangible and intangible assets 371,448 381,332 378,233
Goodwill 53,437 53,402 53,400
Other equity investments and non-current 20,280 18,832 17,055
assets
Non-current provisions and
non-financial payables
(29,465) (29,693) (23,233)
B) Net fixed capital 415,700 68.8% 423,873 70.4% 425,455 77.0%
A+B= Net capital employed 603,856 100.0% 602,470 100.0% 552,765 100.0%
Financed by:
Current loans and borrowings 105,551 128,326 147,322
Cash and cash equivalents (97,142) (106,329) (97,908)
Current net debt 8,409 1.3% 21,997 3.6% 49,414 8.9%
Non-current loans and borrowings 252,748 41.9% 262,000 43.5% 239,299 43.3%
C) Net financial debt 261,157 43.2% 283,997 47.1% 288,713 52.2%
Opening Group equity 317,950 261,296 261,296
Dividends paid (53,261) (35,497) (35,497)
Other equity changes 2,666 5,555 6,783
Group Profit for the period 74,636 86,596 31,088
D) Closing equity 341,991 56.7% 317,950 52.8% 263,670 47.7%
E) Non-controlling interest equity 708 0.1% 523 0.1% 382 0.1%
D+E = Group Equity 342,699 56.8% 318,473 52.9% 264,052 47.8%
C+D+E = Total financial debt and equity 603,856 100.0% 602,470 100.0% 552,765 100.0%

Working capital at 30 June 2023 increased overall by Euro 9.6 million on 31 December 2022.

Trade receivables increased Euro 9.3 million, with inventories increasing Euro 14.9 million and other receivables decreasing Euro 8.6 million. Current non-financial payables increased Euro 11.4 million. Payables on fixed assets decreased by Euro 5.4 million.

Net fixed capital at 30 June 2023 decreased on 31 December 2022 by Euro 8.2 million. In particular, in the period investments (Euro 29 million), net of disposals, were lower than depreciation (Euro 33.9 million).

Capital expenditure in the first half of 2023 amounted to Euro 23.6 million (Euro 48.2 million in H1 2022) and concerns:

  • Zignago Vetro SpA for Euro 7.9 million and relating to the replacement and maintenance of plant, machinery and equipment and for the purchase of moulds (Euro 43.3 million in the same period of 2022) and to the construction of a new production plant;
  • Zignago Vetro Brosse SAS for Euro 2.1 million (Euro 1.7 million in the first half of 2022), principally for plant and industrial equipment, including moulds;
  • Vetri Speciali SpA and its subsidiaries for Euro 8.4 million (Euro 2.7 million in H1 2022), mainly for buildings and the scheduled replacement of plant and equipment;
  • Zignago Vetro Polska for Euro 2.1 million (net of the currency effect of Euro 2.1 million) for new plant, in addition to equipment and moulds (Euro 1.2 million in H1 2022 for plant upgrading);
  • Raw glass treatment business unit: Euro 0.5 million for new plant and equipment.
  • Italian Glass Moulds Srl Euro 0.5 million for new machinery and equipment.

At 30 June 2023, the Zignago Vetro Group had 2,784 employees. At 31 December 2022, they numbered 2,778. The employees of Vetri Speciali SpA and Vetreco have been fully incorporated.

The composition of Group personnel at 30 June 2023 is shown in the table below.

Composition Executives White-collars Blue-collars
Workforce 32 573 2,179
Average age 53 41 42
Years of service in Group Companies 14 15 15

Consolidated equity amounted to Euro 342 million at 30 June 2023 (at 31 December 2022: Euro 318.0 million; at 30 June 2022: Euro 263.7 million). The increase on 31 December 2022 is principally due to the distribution of dividends (Euro -53.3 million), the profit for the period (Euro +74.6 million), the cash in from the exercise of options on shares (Euro +2.2 million) and other minor changes.

The consolidated net financial debt at 30 June 2023 was Euro 261.2 million (31 December 2022: Euro 284 million; at 30 June 2022: Euro 288.7 million).

The cash flow movements in the consolidated net financial debt at 30 June 2023 and at 31 December 2022 and 30 June 2020 were as follows:

(Euro thousands) 30 June 2023 31 December 2022 30 June 2022
Net financial debt at 1 January (283,997) (250,546) (250,546)
Self-financing:
- Group profit for the period 74,636 86,596 31,088
- amortisation & depreciation 33,880 60,790 29,624
- net change in provisions (228) 7,960 1,500
- net gains (losses) from sale of property, plant and
equipment (40) (392) (405)
108,248 154,954 61,807
(Increase)/decrease in working capital (4,209) (64,957) (12,671)
Net investments in property, plant and equipment (28,996) (87,582) (54,307)
Net investments in intangible assets (35) 11 13
Decrease (increase) of other medium/long term assets (1,448) (3,021) (1,244)
Sales prices of property, plant and equipment 40 2,456 2,425
(34,648) (153,093) (65,784)
Free cash flow 73,600 1,861 (3,977)
Dividends distribution (53,261) (35,497) (35,427)
Acquisition of equity investments 0 (125) 0
IFRS 16 (350) (5,665) (5,630)
Acquisition of treasury shares (2,006) (1,726) 0
Effect on equity of translation of foreign currency
financial statements and other changes 4,857 7,701 6,867
(50,760) (35,312) (34,190)
Increase of net financial debt 22,840 (33,451) (38,167)
Net debt at end of period (261,157) (283,997) (288,713)

The reclassified statement of financial position of the Zignago Vetro Group at 30 June 2023, according to IFRS in force at 30 June 2023, including the effects from IFRS 11, as from 1 January 2014, compared with 31 December 2022 and 30 June 2022, is reported below:

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 140,416 130,529 112,461
Other receivables 20,222 32,619 15,103
Inventories 121,839 112,443 94,397
Current non-financial payables (125,998) (117,965) (110,612)
Payables on fixed assets (7,421) (13,091) (13,016)
A) Working capital 149,058 26.9% 144,535 26.2% 98,333 20.2%
Net tangible and intangible assets 275,903 288,579 285,473
Goodwill 2,709 2,674 2,672
Equity investments measured using the
equity method 127,885 119,394 100,821
Other equity investments and non-current 13,642 12,411 10,018
assets
Non-current provisions and
non-financial payables (14,668) (15,161) (9,976)
B) Net fixed capital 405,471 73.1% 407,897 73.8% 389,008 79.8%
A+B= Net capital employed 554,529 100.0% 552,432 100.0% 487,341 100.0%
Financed by:
Current loans and borrowings 75,784 99,070 108,107
Cash and cash equivalents (69,524) (91,435) (86,366)
Current net debt 6,260 1.1% 7,635 1.4% 21,741 4.5%
Non-current loans and borrowings 205,570 37.1% 226,324 41.0% 201,548 41.4%
C) Net financial debt 211,830 38.2% 233,959 42.4% 223,289 45.7%
Opening Group equity 317,950 261,296 261,296
Dividends paid (53,261) (35,497) (35,427)
Other equity changes 2,666 5,555 6,713
Group Profit for the period 74,636 86,596 31,088
D) Closing equity 341,991 61.7% 317,950 57.5% 263,670 54.1%
E) Non-controlling interest equity 708 0.1% 523 0.1% 382 0.1%
D)+E) Group Equity 342,699 61.8% 318,473 57.6% 264,052 54.3%
C+D+E = Total financial debt and equity 554,529 100.0% 552,432 100.0% 487,341 100.0%

For a better understanding of the statement of financial position at 30 June 2023, stated in accordance with management's view, a reconciliation is provided below of the financial position of joint ventures measured using the equity method and that utilising the proportional consolidation method, as adopted by the Group until 31 December 2013.

Proport. con
30.06.2023
IAS/IFRS
Vetri
Speciali
SpA
Vetreco Srl Julia
Vitrum Spa
Adjustment
to Parent
principles
Neutralisation
JV using the
equity criteria
30.06.2023
pre-IFRS 11
(management
view)
Euro thou. Euro thou. Euro thou. Euro thou. Euro thou. Euro thou. Euro thou.
Trade receivables 140,416 41,221 1,372 3,337 (4,277) 0 182,069
Other receivables 20,222 6,860 2,110 939 0 0 30,131
Inventories 121,839 28,780 861 539 0 0 152,019
Current non-financial payables (125,998) (38,058) (3,883) (3,166) 4,277 0 (166,828)
Payables on fixed assets (7,421) (1,814) 0 0 0 0 (9,235)
A) Working capital 149,058 36,989 460 1,649 0 0 188,156
Net tangible and intangible assets 275,903 79,723 4,827 10,995 0 0 371,448
Goodwill 2,709 50,728 0 0 0 0 53,437
Equity investments measured using the
equity method
127,885 0 0 0 0 (127,885) 0
Other equity investments and non
current assets
13,642 5,012 201 1,425 0 0 20,280
Non-current provisions and non
financial payables
(14,668) (13,510) (25) (1,262) 0 0 (29,465)
B) Net fixed capital 405,471 121,953 5,003 11,158 0 (127,885) 415,700
A+B= Net capital employed 554,529 158,942 5,463 12,807 0 (127,885) 603,856
Financed by:
Current loans and borrowings 75,784 27,870 223 1,674 0 0 105,551
Cash and cash equivalents (69,524) (27,154) 26 (490) 0 0 (97,142)
Current net debt 6,260 716 249 1,184 0 0 8,409
Non-current loans and borrowings 205,570 33,950 2,741 10,487 0 0 252,748
C) Net financial debt 211,830 34,666 2,990 11,671 0 0 261,157
Opening equity 317,950 116,247 2,404 743 0 (119,394) 317,950
Dividends (53,261) (22,640) 0 0 0 22,640 (53,261)
Other equity changes 2,666 (256) 0 0 0 256 2,666
Profit for the period 74,636 30,925 69 393 0 (31,387) 74,636
D) Closing equity 341,991 124,276 2,473 1,136 0 (127,885) 341,991
E) Non-controlling interest equity 708 0 0 0 0 0 708
D)+E) Group Equity 342,699 124,276 2,473 1,136 0 (127,885) 342,699
C+D+E = Total financial debt and
equity
554,529 158,942 5,463 12,807 0 (127,885) 603,856

Research, development and advertising costs

The companies of the Group undertook research and development focused on plant, process and product innovation which resulted in, among other developments, the use of new materials, the introduction of new products and the application of new technical-production solutions for the "food and beverages", "cosmetics and perfumery" and "special containers" sectors.

The Parent also carried out research and development for the design and introduction of new information management systems, including improvements to the process IT set up, in order to create more efficient and effective operating instruments.

Therefore, the Company availed of the tax credit under Law 190/2014, establishing this amount according to the methodologies communicated in the Tax Agency Circular.

Environmental information

In the first half of 2023, the commitment of the Zignago Vetro Group continued in the protection of the environment with the continual improvement of the policies of territorial protection and management of environmental issues with actions aimed to reduce atmospheric emissions and energy consumption in the utilisation of natural resources and the optimisation of the production cycle, while remaining continually attentive to new and future technology developed internationally.

Risks related to personnel, safety and management

The Companies of the Zignago Vetro Group implement plant management policies to minimise the risk of accidents ensuring high levels of security in line with best industrial practices, utilising insurance to guarantee an extensive degree of protection for company structures, third party risks and interruptions in production activity. The company trains and motivates the workforce to guarantee efficiency and normal operational continuity.

Personal data security and protection

With regards to the obligations under Regulation (EU) 679/2016 (European General Data Protection ("GDPR")), the Group companies adopted the technical and organisational measures necessary to ensure the confidentiality and protection of processed data as set out in Article 32 of the Regulation.

Financial instruments: Group objectives & policies and description of risks

The main financial instruments used by the Zignago Vetro Group consist of trade receivables and payables, cash & cash equivalents, bank borrowing and interest rate swap contracts.

As regards the Group's financial management, the cash flow from operating activities are considered to be consistent with objectives for repayment of existing debt and such as to assure appropriate financial balance and adequate return on equity via dividend flows.

At 30 June 2023 the Zignago Vetro SpA Group had undertaken interest rate swaps in order to hedge the interest rate risk on non-current loans undertaken by the parent Zignago Vetro SpA and by Zignago Vetro Polska. At the same date, we also indicate that Zignago Vetro SpA had in place commodity swap contracts to hedge against fluctuations in energy factors and currency hedging contracts (USD) to hedge against currency fluctuation risks. The mark-to-market of these derivatives at 30 June 2023 were as follows (in Euro):

Company Underlying Notional Maturity Market
at the value at
reporting date 30.06.2023
Zignago Vetro SpA Loan hedges - IRS 154,199,437 Beyond 12
months
9,348,172
Zignago Vetro SpA Loan hedges - IRS 6,318,907 Within 12 months 135,839
Zignago Vetro SpA Commodity hedges 7,825,173 Within 12 months (575,866)
Zignago Vetro SpA Foreign currency hedges 1,991,139 Within 12 months 170,473
Zignago Vetro Polska Loan hedges - IRS 1,680,120 Within 12 months 92,640
Zignago Vetro Polska Foreign currency hedges 10,820,000 Within 12 months 413,794
Total 182,834,776 9,585,052

The above-mentioned transactions were undertaken for hedging purposes. However these transactions do not comply with all the requirements of IFRS to qualify for hedge accounting. For these transactions Zignago Vetro SpA does not use the so-called hedge accounting method and records the economic effects of hedging directly to profit or loss.

We consider that the Zignago Vetro Group is not exposed to credit risk any higher than the industry average, given that most receivables relate to customers of well-established commercial reliability and that receivables are insured. Allowance for impairment has in any case been made to cover against any residual credit risks. We specify that such allowances were made in the period and in previous periods against specific positions involved in procedures or with longer past-due status than the Group companies' average collection times. Collective allowances for impairment have also been made for potential bad debts.

In relation to the currency risk, we report that the Group generally, in accordance with the Group policy up to the present moment, did not undertake currency hedging instruments; the only exception is a currency forward contract in view of contingent and temporary requirements. Therefore, the Group remains exposed to the currency risk on the assets and liabilities in foreign currencies at period-end, which is not considered significant. A number of Group subsidiaries are located in countries not within the Eurozone: the United States and Poland. As the Group's functional currency is the Euro, the income statements of these companies are translated into Euro at the average exchange rate and, on like-for-like basis for revenues and profit in the local currency, changes in the exchange rate may impact the value in Euro of revenues, costs and profit (loss).

Zignago Vetro SpA is exposed to fluctuations in some commodity prices, in particular those relating to energy factors, such as oil, gas and electricity utilised in the production process. In order to neutralise the price effect, as these fluctuations may significantly impact production costs, the Company undertakes hedging operations through the use of derivative financial instruments.

The Group's present reference market does not include areas possibly requiring country-risk management. Commercial operations substantially take place in western countries, primarily in the Euro and USD areas.

* * *

Pursuant to the Bank of Italy/ Consob /Isvap document No. 2 of 6 February 2009 and IAS 1.25-26, it is considered, based on the Group`s strong profitability, solid financial position and in spite of the current economic environment - shaped by the Covid-19 pandemic and the Russia-Ukraine conflict - that there are no uncertainties or risks on the going concern of the business.

Reconciliation between the Zignago Vetro Group and the Parent Zignago Vetro SpA profit for the period and equity

The reconciliation between the profit for the period and equity at 30 June 2023 of the Parent and the Consolidated profit for the period and equity are summarised below:

(Euro thousands)

Net Result H1 2023 Equity H1 2023
Financial statements of the Parent 56,613 189,941
Consolidation adjustments:
interests in joint ventures measured using equity method 31,387 101,006
reversal of inter-group dividends (22,640) 0
reversal of inter-company Profit
goodwill on acquisition of ZVP SA and adjustment to year-end
(154) (350)
exchange rate 0 692
consolidation effect of the investee Vetro Revet 0 2,017
consolidation effect of the investee Italian Glass Moulds 0 0
IFRS 16 0 (1)
Loan ZVP 10 (81)
Carrying amount of equity investments: 8,603 103,283
Zignago Vetro Brosse SAS 0 (4,000)
Zignago Glass USA Inc. 0 (189)
Zignago Vetro Polska Sa 0 (10,327)
Vetro Revet Srl 0 (3,030)
Italian Glass Moulds Srl 0 (125)
0 (17,671)
Profit/(loss) and equity of the subsidiaries:
Zignago Vetro Brosse SAS (370) 18,560
Zignago Glass USA Inc. 58 (277)
Zignago Vetro Polska Sa 9,862 47,894
Vetro Revet Srl 377 737
Italian Glass Moulds Srl (322) (476)
9,605 66,438
(Profit) loss non-con. int. (185) 708
Consolidated Financial Statements 74,636 342,699

* * * *

It is considered that the information provided, together with the information illustrated below and relating to the performance of the individual companies, represents a true, balanced and exhaustive analysis of the situation of the Group and of the results of operations, overall and in the various sectors, in accordance with the size and complexity of the Group's business operations.

For greater clarity, the result of operations and statement of financial position of the parent and subsidiaries are presented according to the contribution of each of them to the Condensed Interim Consolidated Financial Statements. They are shown according to normal reporting practices.

THE COMPANY

ZIGNAGO VETRO SPA

Registered office: Fossalta di Portogruaro (Ve) Business sector: glass containers

In the second quarter of 2023, Beverage and Food container demand overall reported good levels, although with signs of weakening, particularly towards the end of the period, following the reduction in orders by operators, who preferred to reduce inventory levels. This enabled the Company to build up inventories, which had reached very low levels. Sales in the period were also affected by a number of productions for colour changes, which became necessary to rebuild adequate inventory levels.

Cosmetic and Perfumery container market demand continued however to be strong across all segments, resulting in a saturation of production capacity by all European manufacturers, with consequent low levels of inventory. Demand was driven by the major cosmetics and Premium perfumery brands, supported by a shift from the "mass market" segment to the "premium" segment in the US, and by Chinese market growth.

Against this backdrop, Zignago Vetro increased revenues by almost 30%, driven by rising sales prices, as a reaction to significant inflationary pressure on production costs, in particular raw materials, while volumes were shaped by lower orders than expected towards the end of the period.

The Zignago Vetro SpA reclassified income statement for the first half of 2023 compared to the same period of the previous year is presented below.

H1 2023 H1 2022 Changes
Euro thou. % Euro thou. % %
Revenues 213,895 100.0% 165,241 100.0% 29.4%
Changes in finished and semi-finished
products and work in progress 10,070 4.7% (4,889) (2.9)% n.a.
Internal production of fixed assets 152 0.1% 1,833 1.1% (91.7)%
Value of production 224,117 104.8% 162,185 98.2% 38.2%
Cost of goods and services (134,580) (62.9)% (112,930) (68.4)% 19.2%
Value added 89,537 41.9% 49,255 29.8% 81.8%
Personnel expenses (25,031) (11.7)% (22,627) (13.7)% 10.6%
EBITDA 64,506 30.2% 26,628 16.1% 142.2%
Amortisation and depreciation (20,479) (9.6)% (17,039) (10.3)% 20.2%
Accruals to provisions (120) (0.1)% (120) (0.1)% 0
EBIT 43,907 20.5% 9,469 5.7% 363.7%
Other income (charges) 591 0.3% 1,425 0.9% (58.5)%
EBIT 44,498 20.8% 10,894 6.6% 308.5%
Investment income 22,640 10.6% 13,685 8.3% 65.4%
Net financial expense (3,865) (1.8)% 6,225 3.8% n.a.
Net exchange rate gains/(losses) 76 0 85 0 (10.6)%
Profit before taxes 63,349 29.6% 30,889 18.7% 105.1%
Income taxes (6,736) (3.1)% (4,406) (2.7)% 52.9%
(Tax-rate 2023: 10.6%)
(Tax-rate 2022: 14.3%)
Profit for the period 56,613 26.5% 26,483 16.0% 113.8%

Revenues in the first half of 2023 of Euro 213.9 million grew 29.4% on the first half of the previous year (Euro 165.2 million). Sales of glass containers amounted to Euro 208 million, up 32.4% (Euro 157 million in the first half of 2022).

Exports increased in H1 2023 by 27.9% on the first half of the previous year, accounting for 19.2% of containers and accessories revenues (19.4% in 2022).

Revenues by geographic area, excluding sundry materials and services:

(Euro thousands) H1 2023 H1 2022 Change %
Italy 172,877 133,180 29.8%
EU Europe (Italy excluded) 31,851 25,186 26.5%
Other areas 9,167 6,875 33.3%
Total 213,895 165,241 29.4%
of which export 41,018 32,061 27.9%
% 19.2% 19.4%

Raw material and service costs on revenues, net of changes in inventories and internal production, in H1 2023 were 58.1% compared to 70.2% in H1 2022 – amounting to Euro 124.4 million in H1 2023 and Euro 116 million in the first half of 2022.

The added value was 41.9% of revenues in the first half of 2023 compared to 29.8% in the first half of 2022.

Personnel expense increased 10.6% in H1 2023 compared to the same period of 2022. It accounted for 11.7% of revenues in the first half of 2023 (13.7% in H1 2022).

EBITDA totalled Euro 64.5 million in H1 2023, compared to Euro 26.6 million in the first half of 2022, a margin of 30.2% (16.1% in 2022).

EBIT in the first half of 2023 increased on the previous year (Euro 43.9 million compared to Euro 9.5 million), reporting a margin of 20.5% on revenues (5.7% in H1 2022).

Investment income in the first half of 2023 amounting to Euro 22.6 million comprises Vetri Speciali SpA dividends (Euro 13.7 million in 2022).

Net financial expense in H1 2023 amounted to Euro 3.9 million, compared to net income of Euro 6.2 million in the previous year, principally due to the fair value measurement of interest rate derivatives, which in the first half of 2022 resulted in net financial income of Euro 6.4 million.

The profit before taxes in H1 2023 was Euro 63.3 million, compared to Euro 30.9 million in H1 2022 (+Euro 32.5 million). The margin was 29.6%, compared to 18.7%.

The tax rate in the period, taking account of the largely exempt investment income in the separate financial statements of Zignago Vetro, was 10.6%, compared to 14.3% in H1 2022. The net profit in H1 2023 amounted to Euro 56.6 million, compared to Euro 26.5 million in the first half of 2022.

The cash flow generated from the profit for the period and amortisation/depreciation in the first half of the year amounted to Euro 77.1 million, compared to Euro 43.5 million in the first half of 2022 (Euro +33.6 million, +77.1%).

The reclassified statement of financial position of Zignago Vetro SpA at 30 June 2023 and 31 December 2022 and 30 June 2022 was as follows:

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 114,112 108,382 93,067
Other receivables 13,086 27,001 11,319
Inventories 87,232 75,375 60,777
Current non-financial payables (104,436) (94,646) (91,297)
Payables on fixed assets (5,827) (10,279) (11,997)
A) Working capital 104,167 30.0% 105,833 29.3% 61,869 19.3%
Net tangible and intangible assets 203,158 215,355 214,617
Investments 44,550 44,550 44,425
Other equity investments and non-current 7,037 8,005 6,579
assets
Non-current provisions and non-financial
payables
(11,594) (12,246) (7,669)
B) Net fixed capital 243,151 70.0% 255,664 70.7% 257,952 80.7%
A+B= Net capital employed 347,318 100.0% 361,497 100.0% 319,821 100.0%
Financed by:
Current loans and borrowings 71,139 87,630 97,225
Cash and cash equivalents (110,423) (129,704) (121,994)
Current net debt (39,284) (11.3)% (42,074) (11.6)% (24,769) (7.8)%
Non-current loans and borrowings 196,661 56.6% 217,469 60.1% 194,363 60.8%
C) Net financial debt 157,377 45.3% 175,395 48.5% 169,594 53.0%
Opening equity 186,102 152,807 152,807
Dividends paid (53,261) (35,427) (35,427)
Profit for the period 56,613 62,383 26,483
Other changes 487 6,339 6,364
D) Closing equity 189,941 54.7% 186,102 51.5% 150,227 47.0%
C+D = Total Financial Debt and
Equity 347,318 100.0% 361,497 100.0% 319,821 100.0%

Working capital at 30 June 2023 decreased on 31 December 2022 by Euro 1.7 million (-1.6%). Trade receivables increased Euro 5.7 million on 31 December 2022, due to increased sales in the second quarter, with other receivables decreasing Euro 13.9 million, while inventories increased Euro 11.9 million compared to 31 December 2022. Current non-financial payables increased Euro 9.8 million compared to 31 December 2022, while fixed asset payables decreased Euro 4.5 million.

Net fixed capital at 30 June 2023 was Euro 12.5 million lower than 31 December 2022, mainly due to lower net investments (overall Euro 7.9 million) than amortisation and depreciation in the period (Euro 20.5 million).

The net capital employed at 30 June 2023 decreased by Euro 14.2 million compared to 31 December 2022.

Equity at 30 June 2023 increased on 31 December 2022 by Euro 3.8 million, mainly following the distribution of dividends for Euro 53.3 million, which was lower than the profit for the period of Euro 56.6 million and the cash in from the exercise of options on shares (Euro +2.3 million). In addition, we indicate the reduction in equity of Euro 2 million following the purchase of treasury shares, as outlined in the specific section of this report.

The net financial debt at 30 June 2023 was Euro 157.4 million, decreasing Euro 18 million on 31 December 2022. It includes approx. Euro 15.8 million for financial liabilities regarding leases according to the new IFRS 16 standard.

Employees of the Company at 30 June 2023 numbered 735, broken down as follows: 13 executives, 164 white-collar and 558 blue-collar.

At 31 December 2022, employees numbered 734: 13 executives, 163 white-collar and 558 blue-collar. At 30 June 2022, there were 721 employees, of which: 12 executives, 157 white-collar and 552 blue-collar.

Based on the available information and data, we expect Beverage and Food container orders by operators to gradually normalise over the coming months, partly due to the retail system's need to replenish inventories.

In the second half of the year, the Cosmetics and Perfumery container market is expected to remain dynamic, with demand at good levels, driven by the Premium segment and branded products.

The gradual normalisation of the cost of most inputs - particularly energy - may also lead to reviewed sales prices, with this process already partially underway. It is also expected that the cost of raw materials, in particular raw glass, which has not yet been impacted by price reductions, shall also decrease during the second half of the year. The second half margin shall however be affected by all these factors and is expected to remain at positive and unaltered levels.

THE CONSOLIDATED COMPANIES

Zignago Vetro Brosse SAS

Registered office: Vieux-Rouen-sur-Bresle (France) Business sector: glass bottles for luxury fragrances

Chairperson: Roberto Cardini General Manager: Celine Riviere

"Comité de Direction" Roberto Celot

Nicolò Marzotto Michele Pezza Sergio Pregliasco Giovanni Puri Purini

Luxury Cosmetic and Perfumery container demand was sustained in the first half of 2023, with end manufacturers forecasting higher sales than 2022, driven by the sell-out.

New launches appeared to decline in the second quarter due to a lack of production capacity, with the major brands therefore preferring to focus on recurring products.

The Caraffes market for luxury alcohol returned to pre-pandemic levels, also as a result of the recovery of the Chinese market.

The reclassified consolidated income statement of Zignago Vetro Brosse in H1 2023 compared to the same period of the previous year is shown below:

H1 2023 H1 2022 Changes
Euro thou. % Euro thou. % %
Revenues 41,777 100.0% 26,958 100.0% 55.0%
Changes in finished and semi-finished
products and work in progress (3,703) (8.9)% 3,143 11.7% n.a.
Value of production 38,074 91.1% 30,101 111.7% 26.5%
Cost of goods and services (26,183) (62.7)% (17,807) (66.1)% 47.0%
Value added 11,891 28.4% 12,294 45.6% (3.3)%
Personnel expenses (9,372) (22.4)% (8,619) (32.0)% 8.7%
EBITDA 2,519 6.0% 3,675 13.6% (31.5)%
Amortisation and depreciation (2,722) (6.5)% (2,364) (8.8)% 15.1%
Accruals to provisions (33) (0.1)% (4) --- n.a.
EBIT (236) (0.6)% 1,307 4.8% n.a.
Net recurring non-operating income
(charges)
3 --- 0 0 n.a.
EBIT (233) (0.6)% 1,307 4.8% n.a.
Net financial expenses (281) (0.7)% (72) (0.2)% n.a.
Net exchange rate gains/(losses) 23 0.1% 0 0 ---
Profit/(loss) before taxes (491) (1.2)% 1,235 4.6% n.a.
Income taxes 121 0.3% (460) (1.7)% n.a.
Profit/(loss) for the period (370) (0.9)% 775 2.9% n.a.

Revenues in the first half of 2023 of Euro 42 million, up 55% on the same period of the previous year (Euro 27 million), in accordance with that described previously.

Revenues by geographic segment:

(Euro thousands) H1 2023 H1 2022 Change %
Italy 2,921 2,292 27.4%
Europe (excluding Italy) 35,051 20,366 72.1%
Other countries 3,805 4,300 (11.5)%
Total 41,777 26,958 55.0%

Material costs and external services, including inventory changes, in the first half of 2023 were 71.5% of revenue, compared to 54.4% in the first half of 2022.

Personnel expenses in the first half of 2023 accounted for 22.4% of revenue, compared to 32% in the same period of 2022.

EBITDA in the first half of 2023 was Euro 2.5 million, compared to Euro 3.7 million in the same period of 2022. The margin was 6%, compared to 13.6%.

EBIT in H1 2023 was a loss of Euro 0.2 million (Euro 1.3 million in the first half of the previous year).

The result before taxes in H1 2023 was a loss of Euro 0.5 million (profit of Euro 1.2 million in the first half of 2022).

The net result in the period was a loss of Euro 0.4 million (profit of Euro 0.8 million in H1 2022).

The cash flow generated from the result for the period and amortisation/depreciation in the first half of 2023 and 2022 amounted to Euro 2.4 million and Euro 3.1 million respectively.

The reclassified statement of financial position of Zignago Vetro Brosse at 30 June 2023 and 31 December and 30 June 2022 was as follows:

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 19,917 15,559 12,281
Other receivables 3,054 1,681 1,644
Inventories 17,148 21,342 22,030
Current non-financial payables (16,057) (14,885) (13,568)
Payables on fixed assets (1,115) (1,773) (925)
A) Working capital 22,947 58.0% 21,924 55.9% 21,462 52.3%
Net tangible and intangible assets 16,141 16,771 20,900
Non fully consolidated eq. investments & other
medium/long term assets
1,986 1,803 328
Non-current provisions and non-financial
payables
(1,496) (1,289) (1,627)
B) Net fixed capital 16,631 42.0% 17,285 44.1% 19,601 47.7%
A+B= Net capital employed 39,578 100.0% 39,209 100.0% 41,063 100.0%
Financed by:
Current loans and borrowings 1,250 11,004 7,408
Cash and cash equivalents (232) (1,438) (1,550)
Current net debt 1,018 2.6% 9,566 24.4% 5,858 14.2%
Non-current loans and borrowings 20,000 50.5% 10,750 27.4% 12,884 31.4%
C) Net financial debt 21,018 53.1% 20,316 51.8% 18,742 45.6%
Opening equity 18,893 21,546 21,546
Other equity changes 37 (157) 0
Profit/(loss) for the period (370) (2,496) 775
D) Closing equity 18,560 46.9% 18,893 48.2% 22,321 54.4%
C+D = Total financial debt
& equity 39,578 100.0% 39,209 100.0% 41,063 100.0%

Working capital at 30 June 2023 increased Euro 1 million compared to 31 December 2022 (Euro 4.4 million increase in trade receivables, Euro 1.4 million increase in other receivables, Euro 4.2 million decrease in inventories, Euro 1.2 million increase in non-financial payables and decrease in fixed asset payables of Euro 0.7 million).

Net fixed capital at 30 June 2023 decreased on 31 December 2022 by Euro 0.7 million, owing principally to investments (Euro 2.1 million) lower than amortisation/depreciation (Euro 2.7 million) and to the reclassification of some taxes to current assets.

The net financial debt amounted to Euro 21 million at 30 June 2023 (Euro 20.3 million at 31 December 2022 and Euro 18.7 million at 30 June 2022).

At 30 June 2023, there were 329 employees (at 31 December and 30 June 2022 respectively 327 and 325 employees).

Luxury Perfumery container demand in the second half of the year is expected to remain at the same levels as in the first half of the year.

The luxury Caraffes market is forecast to remain stable and at good levels.

Zignago Vetro Polska S.A.

Registered office: Trabkj (Poland) Business sector: glass containers

Chairperson: Roberto Cardini

"Management Board": Paolo Pacini - General Manager Roberto Celot Nicolò Marzotto Stefano Marzotto Michele Pezza Sergio Pregliasco Giovanni Puri Purini

"Supervisory Board": Paolo Nicolai - chairperson Stefano Perosa Carlo Pesce

In the first half of 2023, Cosmetic and Perfumery market demand remained strong, driven by the main brands and the perfumery market, which are seeking new production capacity. The Aircare segment however saw slowing demand, impacted by high stock levels.

The European Beverages and Food market however indicated signs of slowdown towards the end of the period, due to reduced orders by manufacturers, with a view to keeping inventory levels low, particularly among distributors.

The Zignago Vetro Polska SA reclassified income statement for the first half of 2023 compared to the same period of the previous year is shown below:

H1 2023 H1 2022 Changes
Euro thou. % Euro thou. % %
Revenues 48,172 100.0% 36,068 100.0% 33.6%
Change in finished and semi-finished
products and work in progress
925 1.9% 604 1.7% 53.1%
Internal production of
fixed assets
0 0 0 0 n.a.
Value of production 49,097 101.9% 36,672 101.7% 33.9%
Cost of goods and services (26,463) (54.9)% (23,537) (65.3)% 12.4%
Value added 22,634 47.0% 13,135 36.4% 72.3%
Personnel expenses (7,385) (15.3)% (5,936) (16.5)% 24.4%
EBITDA 15,249 31.7% 7,199 19.9% 111.8%
Amortisation and depreciation (3,965) (8.2)% (4,199) (11.6)% (5.6)%
Accruals to provisions (22) (0.1)% (52) (0.1)% (57.7)%
EBIT 11,262 23.4% 2,948 8.2% 282.0%
Net recurring non-operating income
(charges)
143 0.3% 10 --- n.a.
EBIT 11,405 23.7% 2,958 8.2% 285.6%
Net financial expenses (177) (0.4)% (225) (0.6)% (21.3)%
Net exchange rate gains/(losses) 1,256 2.6% (391) (1.1)% n.a.
Profit before taxes 12,484 25.9% 2,342 6.5% 433.0%
Income taxes (2,622) (5.4)% (484) (1.3)% 441.7%
Profit for the period 9,862 20.5% 1,858 5.2% 430.8%

Revenues in H1 2023 totalled Euro 48.2 million, compared to Euro 36.1 million in H1 2022 (+33.6%).

Revenues include, in addition to glass containers, also decoration services and the contribution charged to clients for the creation of moulds for specific products and other services.

Revenue by region

(Euro thousands) H1 2023 H1 2022 Change %
Italy 19,912 14,032 41.9%
Europe (excluding Italy) 23,970 17,972 33.4%
Other countries 4,290 4,064 5.6%
Total 48,172 36,068 33.6%

Materials and external services, including changes in inventories and internal production of fixed assets, amounted in the first six months of 2023 to Euro 25.5 million – 53% of revenues (Euro 22.9 million and 63.6% in H1 2022).

Personnel expense amounted to Euro 7.4 million and accounted for 15.3% of revenues (Euro 5.9 million also in 2022 and 16.5%).

EBITDA in H1 2023 amounted to Euro 15.2 million - 31.7% revenue margin (Euro 7.2 million in the same period of the previous year - 19.9% revenue margin).

EBIT totalled Euro 11.3 million in H1 2023, compared to Euro 2.9 million in H1 2022, with a 23.4% revenue margin, compared to 8.2% in the previous year.

The profit before taxes in H1 2023 was Euro 12.5 million. In the same period of 2022, it amounted to Euro 2.3 million.

The first half of 2023 reported a net profit of Euro 9.9 million, compared to Euro 1.9 million in H1 2022.

The cash flow generated by the profit for the period and amortisation/depreciation amounted to Euro 13.8 million, 28.7% of revenues (in H1 2022 Euro 6.1 million, 16.8% of revenues).

The reclassified statement of financial position of Zignago Vetro Polska SA at 30 June 2023 and 31 December 2022 and 30 June 2022 was as follows:

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 19,016 13,725 12,744
Other receivables 1,467 983 758
Inventories 16,991 15,370 11,323
Current non-financial payables (17,358) (13,779) (11,022)
Payables on fixed assets (329) (1,039) (94)
A) Working capital 19,787 30.2% 15,260 25.9% 13,709 23.0%
Net tangible and intangible assets 42,063 41,809 43,175
Non fully consolidated eq. investments &
other medium/long term assets
4,027 2,197 3,066
Non-current provisions and non-financial
payables
(310) (442) (408)
B) Net fixed capital 45,780 69.8% 43,564 74.1% 45,833 77.0%
A+B= Net capital employed 65,567 100.0% 58,824 100.0% 59,542 100.0%
Financed by:
Current loans and borrowings 5,710 5,988 6,017
Cash and cash equivalents (9,978) (7,353) (5,872)
Current net debt (4,268) (6.5)% (1,365) (2.3)% 145 0.2%
Non-current loans and borrowings 21,941 33.5% 24,515 41.7% 26,897 45.2%
C) Net financial debt
(funds)
17,673 27.0% 23,150 39.4% 27,042 45.4%
Opening equity 35,674 31,286 31,286
Other equity changes 2,358 (554) (644)
Profit for the period 9,862 4,942 1,858
D) Closing equity 47,894 73.0% 35,674 60.6% 32,500 54.6%
C+D = Total financial debt/(funds) and
equity
65,567 100.0% 58,824 100.0% 59,542 100.0%

The working capital at 30 June 2023 increased Euro 4.5 million on 31 December 2022.

Net fixed capital amounted to Euro 45.8 million at 30 June 2023, increasing Euro 2.2 million on 31 December 2022, principally due to the currency effect on fixed assets, against amortisation/depreciation (Euro 4 million) higher than investments (Euro 2.1 million) and due to the increased value of non-fully consolidated equity investments and of other medium/long-term assets.

The debt at 30 June 2023 was Euro 17.7 million, while at 31 December 2022 and 30 June 2022 respectively was Euro 23.2 million and Euro 27 million.

At 30 June 2023 employees numbered 592, while at 31 December and 30 June 2022 respectively 590 and 640.

Based on the available information, Cosmetic and Perfumery market demand in the second half of the year is expected to remain at good levels, driven by the major brands.

For the Beverages and Food segment however, the weak demand seen over recent months is expected to continue, with a gradual recovery in the second half of the year.

Vetri Speciali SpA

Registered office: Trento – Via Manci, 5 Business sector: specialty glass containers

Chairperson: Stefano Marzotto Vice Chairperson: Vitaliano Torno Chief Executive Officer: Osvaldo Camarin Directors: Luca Marzotto Massimo Noviello Statutory Auditors: Lorenzo Buraggi - Chairperson Carlo Pesce

Marco Finetti

In the second quarter, special glass container demand remained at good levels, although amid signs of slowdown, in line with the broader beverage container market.

This was due to the possible softening of consumption on the one hand, while on the other due to the temporary slowdowns in orders, due to the reduction in inventory throughout the chain.

The reclassified income statement of Vetri Speciali SpA for H1 2023 compared to the same period of the previous year, for the share pertaining to Zignago Vetro SpA (50%), is summarised below:

H1 2023 H1 2022 Changes
Euro thou. % Euro thou. % %
Revenues 94,876 100.0% 78,191 100.0% 21.3%
Changes in finished and semi-finished
products and work in progress
2,907 3.1% (1,186) (1.5)% n.a.
Value of production 97,783 103.1% 77,005 98.5% 27.0%
Cost of goods and services (48,933) (51.6)% (40,122) (51.3)% 22.0%
Value added 48,850 51.5% 36,883 47.2% 32.4%
Personnel expenses (12,798) (13.5)% (11,996) (15.4)% 6.7%
EBITDA 36,052 38.0% 24,887 31.8% 44.9%
Amortisation and depreciation (5,210) (5.5)% (5,118) (6.5)% 1.8%
Accruals to provisions (658) (0.7)% (248) (0.3)% 165.3%
EBIT 30,184 31.8% 19,521 25.0% 54.6%
Net recurring non-operating income 479 0.5% 500 0.6% (4.2)%
EBIT 30,663 32.3% 20,021 25.6% 53.2%
Net financial expense (499) (0.5)% (171) (0.2)% 191.8%
Net exchange rate gains/(losses) 16 0 17 0 (5.9)%
Profit before taxes 30,180 31.8% 19,867 25.4% 51.9%
Income taxes 745 0.8% (4,785) (6.1)% (115.6)%
(Tax-rate 2023: n.a.)
(Tax-rate 2022: 24.1%)
Profit for the period 30,925 32.6% 15,082 19.3% 105.0%

The share of revenues in the first half of 2023 amounted to Euro 94.9 million, an increase of 21.3% compared to Euro 78.2 million in the first half of the previous year.

Exports accounted for 20.9% of revenues (19.9% in the same period of 2022).

Revenues by geographic segment:

(Euro thousands) H1 2023 H1 2022 %
Italy 75,038 62,624 19.8%
Europe (excluding Italy) 13,752 9,487 45.0%
Other areas 6,086 6,080 0.1%
Total 94,876 78,191 21.3%
of which export 19,838 15,567 27.4%
% 20.9% 19.9%

The share of material costs and external services in the first half of 2023, including the changes in the share of inventory, account for 48.5% of revenues compared to 52.8% in the first half of 2022.

The share of personnel expenses in H1 2023 compared to the same period in 2022 increased by 6.7%, due to wage movements.

The share of EBITDA amounted to Euro 36.1 million in H1 2023, an increase of 44.9% compared to the same period of 2022 (Euro 24.9 million), and a margin of 38% on revenues (31.8% in H1 2022).

The share of EBIT in the period was Euro 30.1 million, up 54.6% (Euro 19.5 million in H1 2022), with a margin of 31.8% compared to 25%.

The profit before taxes amounted to Euro 30.2 million in the first half of 2023, up on Euro 19.9 million in the first half of 2022 and with a margin of 31.8% compared to 25.4%.

The tax rate in the first six months of 2023 was 2.5%, compared to 24.1% in H1 2022.

The profit in H1 2023 amounted to Euro 30.9 million, compared to Euro 15.1 million in the first half of 2022, with a H1 2023 margin of 32.6% (19.3% in H1 2022).

The cash flow generated from the profit for the period and amortisation/depreciation in the first half of the year amounted to Euro 36.1 million, compared to Euro 20.2 million in the same period of 2022.

The reclassified statement of financial position of Vetri Speciali SpA at 30 June 2023 and 31 December and 30 June 2022, for the share pertaining to Zignago Vetro SpA (50%), was as follows:

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 41,221 40,635 34,202
Other receivables 6,860 3,483 7,050
Inventories 28,780 23,476 18,698
Current non-financial payables (38,058) (34,213) (32,382)
Payables on fixed assets (1,814) (1,494) (570)
A) Working capital 36,989 23.3% 31,887 21.2% 26,998 18.3%
Net tangible and
intangible assets
79,723 76,521 75,992
Goodwill 50,728 50,728 50,728
Other equity investments and non-current 5,012 4,862 5,764
assets
Non-current provisions and non-financial
payables (13,510) (13,270) (12,070)
B) Net fixed capital 121,953 76.7% 118,841 78.8% 120,414 81.7%
A+B= Net capital employed 158,942 100.0% 150,728 100.0% 147,412 100.0%
Financed by:
Current loans and borrowings 27,870 25,895 35,549
Cash and cash equivalents (27,154) (13,797) (11,384)
Current net debt 716 0.4% 12,098 8.0% 24,165 16.4%
Non-current loans and borrowings 33,950 21.4% 22,383 14.9% 25,388 17.2%
C) Net financial debt 34,666 21.8% 34,481 22.9% 49,553 33.6%
Opening equity 116,247 95,411 95,411
Dividends (22,640) (13,755) (13,685)
Other equity changes (256) (8) 1,051
Profit for the period 30,925 34,599 15,082
D) Closing equity 124,276 78.2% 116,247 77.1% 97,859 66.4%
C+D = Total financial debt and equity 158,942 100.0% 150,728 100.0% 147,412 100.0%

The portion of trade receivables at 30 June 2023 increased Euro 0.6 million on 31 December 2022 and Euro 7 million on 30 June 2022.

The share of inventories at 30 June 2023 increased Euro 5.3 million compared to 31 December 2022 and Euro 10.1 million compared to 30 June 2022.

The share of net fixed capital of Euro 122 million at 30 June 2023 was Euro 3.1 million higher than at 31 December 2022 and Euro 1.5 million higher than 30 June 2022, due to greater capital expenditure (Euro 8.4 million) than depreciation (Euro 5.2 million).

The share of debt at 30 June 2023 amounted to Euro 34.7 million, an increase of Euro 0.2 million on 31 December 2022 and decreasing Euro 14.9 million on 30 June 2022. During the period the portion of dividends paid was Euro 22.6 million (Euro 13.7 million in 2022).

At 30 June 2023 employees numbered 892 (100% of the data), while at 31 December and 30 June 2022 respectively 895 and 886.

The situation is expected to stabilise over the coming months, with a consequent recovery in consumption.

* * *

For completeness the reclassified consolidated income statement and statement of financial position of Vetri Speciali SpA (100% of the relative data) are presented below.

The reclassified consolidated income statement of Vetri Speciali SpA (100% of the data) for H1 2023 and H1 2022 is shown below:

H1 2023 H1 2022
Euro thou. % Euro thou. % %
Revenues 189,752 100.0% 156,381 100.0% 21.3%
Changes in finished and semi-finished
products and work in progress
5,813 3.1% (2,372) (1.5)% n.a.
Value of production 195,565 103.1% 154,009 98.5% 27.0%
Cost of goods and services (97,865) (51.6)% (80,243) (51.3)% 22.0%
Value added 97,700 51.5% 73,766 47.2% 32.4%
Personnel expenses (25,596) (13.5)% (23,991) (15.4)% 6.7%
EBITDA 72,104 38.0% 49,775 31.8% 44.9%
Amortisation and depreciation (10,420) (5.5)% (10,236) (6.5)% 1.8%
Accruals to provisions (1,315) (0.7)% (495) (0.3)% 165.7%
EBIT 60,369 31.8% 39,044 25.0% 54.6%
Net recurring non-operating income 957 0.5% 1,000 0.6% (4.3)%
Operating Profit 61,326 32.3% 40,044 25.6% 53.1%
Net financial expense (999) (0.5)% (343) (0.2)% 191.3%
Net exchange rate gains/(losses) 31 0 33 0 (6.1)%
Profit before taxes 60,358 31.8% 39,734 25.4% 51.9%
Income taxes 1,490 0.8% (9,574) (6.1)% (115.6)%
(Tax-rate 2023: n.a.)
(Tax-rate 2022: 24.1%)
Profit for the period
61,848 32.6% 30,160 19.3% 105.1%

The reclassified consolidated statement of financial position of Vetri Speciali SpA (100% of the data) at 30 June 2023, 31 December 2022 and 30 June 2022 is summarised below:

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 82,445 81,274 68,406
Other receivables 13,719 6,966 14,100
Inventories 57,559 46,952 37,396
Current non-financial payables (76,115) (68,426) (64,764)
Payables on fixed assets (3,627) (2,987) (1,140)
A) Working capital 73,981 23.3% 63,779 21.2% 53,998 18.3%
Net tangible and intangible assets 159,446 153,041 151,984
Goodwill 101,455 101,455 101,455
Other equity investments and non-current 10,023 9,724 11,527
assets
Non-current provisions
(27,020) (26,540) (24,140)
and non-financial payables 243,904 76.7% 237,680 78.8% 240,826 81.7%
B) Net fixed capital 317,885 100.0% 301,459 100.0% 294,824 100.0%
A+B= Net capital employed
Financed by: 55,739 51,789 71,098
Current loans and borrowings (54,307) (27,594) (22,768)
Cash and cash equivalents 1,432 0.4% 24,195 8.0% 48,330 16.4%
Current net debt 67,899 21.4% 44,766 14.9% 50,776 17.2%
Non-current loans and borrowings 69,331 21.8% 68,961 22.9% 99,106 33.6%
C) Net financial debt
Opening equity 232,498 190,826 190,826
Dividends (45,281) (27,510) (27,370)
Other equity changes (511) (16) 2,102
Profit for the period 61,848 69,198 30,160
D) Closing equity 248,554 78.2% 232,498 77.1% 195,718 66.4%
C+D = Total financial debt and equity 317,885 100.0% 301,459 100.0% 294,824 100.0%

Raw glass treatment Business Unit

Companies included in the scope: Vetro Revet Srl (100%), Julia Vitrum Spa (40%), Vetreco Srl (30%)

In the first half of 2023, the Companies operating in this Business Unit reduced the amount of processed glass as a result of a reduction in the incoming flow of raw glass, due in particular to the sharp increase in its average procurement costs.

These costs, in fact, continued to rise also in the second quarter, affected also by the speculative environment emerging in the preceding quarters, in particular among certain operators.

A number of signs indicating an easing of these costs however emerged towards the end of the period.

The reclassified aggregate income statement of the Business Unit for H1 2023 and 2022 is reported below:

H1 2023 H1 2022 Changes
Euro thou. % Euro thou. % %
Revenues 22,101 100.0% 14,140 100.0% 56.3%
Changes in finished and semi-finished
products and work in progress
538 2.4% 722 5.1% (25.5)%
Value of production 22,639 102.4% 14,862 105.1% 52.3%
Cost of goods and services (19,300) (87.3)% (12,055) (85.2)% 60.1%
Value added 3,339 15.1% 2,807 19.9% 19.0%
Personnel expenses (1,294) (5.8)% (1,230) (8.7)% 5.2%
EBITDA 2,045 9.3% 1,577 11.2% 29.7%
Amortisation and depreciation (912) (4.1)% (898) (6.4)% 1.6%
Accruals to provisions (12) (0.1)% (9) (0.1)% 33.3%
EBIT 1,121 5.1% 670 4.7% 67.3%
Net recurring non-operating income
(charges)
268 1.2% 94 0.7% 185.1%
Operating Profit 1,389 6.3% 764 5.4% 81.8%
Net financial expense (358) (1.7)% (113) (0.8)% 216.8%
Profit before taxes 1,031 4.6% 651 4.6% 58.4%
Income taxes (192) (0.9)% (51) (0.4)% 276.5%
(Tax-rate 2023: 18.6%)
(Tax-rate 2022: 7.8%)
Profit for the period 839 3.8% 600 4.2% 39.8%

In the first half of the year, the Business Unit reported revenues of Euro 22.1 million, principally concerning the sale of raw glass for furnaces, raw glass third party processing and metal waste sales.

The reclassified statement of financial position of the Business Unit at 30 June 2023 and 31 December and 30 June 2022 was as follows:

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 9,273 9,439 8,200
Other receivables 4,429 4,062 3,427
Inventories 1,794 1,361 2,239
Current non-financial payables (12,079) (11,535) (10,658)
Payables on fixed assets 0 0 0
A) Working capital 3,417 12.7% 3,327 12.2% 3,208 11.6%
Net tangible and intangible assets 23,490 23,907 24,592
Other equity investments and non-current 1,649 1,582 1,296
assets
Non-current provisions and non-financial
payables
(1,626) (1,566) (1,459)
B) Net fixed capital 23,513 87.3% 23,923 87.8% 24,429 88.4%
A+B= Net capital employed 26,930 100.0% 27,250 100.0% 27,637 100.0%
Financed by:
Current loans and borrowings 6,088 7,755 8,190
Cash and cash equivalents (1,095) (1,668) (800)
Current net debt 4,993 6,087 7,390
Non-current loans and borrowings 16,141 16,206 15,763
C) Net financial debt 21,134 78.5% 22,293 81.8% 23,153 83.8%
Opening equity 4,957 3,884 3,884
Net result 839 1,073 600
D) Closing equity 5,796 21.5% 4,957 18.2% 4,484 16.2%
C+D = Total financial debt and equity 26,930 100.0% 27,250 100.0% 27,637 100.0%

Working capital amounted to Euro 3.4 million, increasing Euro 0.1 million on 31 December 2022, principally due to the increase in other receivables (Euro 0.3 million) and inventories (Euro 0.4 million), offset by the decrease in trade receivables (Euro 0.1 million) and the increase in current non-financial payables (Euro 0.6 million).

Net fixed capital at 30 June 2023 slightly reduced on 31 December 2022 (Euro 0.4 million), due to the depreciation provisioned (Euro 0.9 million) in excess of the investments made (Euro 0.5 million).

Net capital employed at 30 June 2023 decreased Euro 0.4 million compared to 31 December 2022.

The increase in equity at 30 June 2023 compared to 31 December 2022 was Euro 0.9 million, relating to the profit in the period.

The net financial debt at 30 June 2023 amounted to Euro 21.1 million, a decrease of Euro 1.2 million on 31 December 2022 (Euro 22.3 million).

The company workforce at 30 June 2023 numbered 83, in addition to 14 temporary staff. Employees at 31 December 2022 also numbered 83, unchanged compared to 30 June 2022.

The tensions on the raw glass supply market may continue in 2023, making the quantity of raw material available for processing and its cost uncertain.

The potential impact of this on company results could see a possible further increase in the sales price of furnace-ready glass.

* * *

Italian Glass Moulds Srl

Registered office: Portogruaro - Via Mattei, 13 Operating sector: production and maintenance of moulds

Chairperson: Roberto Cardini
Vice Chairperson: Roberto Celot
Directors: Michele Pezza
Alessandro Piovan – General Manager
Statutory Auditors: Andrea Manetti - chairperson
Rodolfo Pesce
Marco Prandin

IGM operates in a key area of glass container production and boasts modern facilities, its own technologies and an established and significant know-how.

The reclassified income statement to 3 June 2023 of Italian Glass Moulds Srl, compared to the half-year to 30 June 2022, is presented below:

H1 2023 H1 2022 Changes
Euro thou. % Euro thou. % %
Revenues 2,130 100.0% 0 n.a.
Changes in finished and semi-finished
products and work in progress
(31) (1.5)% 0 n.a.
n.a.
Value of production 2,099 98.5% 0 n.a.
Cost of goods and services (1,160) (54.5)% 0 n.a.
Value added 939 44.1% 0 n.a.
Personnel expenses (908) (42.6)% 0 n.a.
EBITDA 31 1.5% 0 n.a.
Amortisation and depreciation (519) (24.4)% 0 n.a.
Accruals to provisions 0 0 0 n.a.
EBIT (488) (22.9)% 0 n.a.
Net recurring non-operating income 13 0.6% 0 n.a.
Operating Profit/(loss) (475) (22.3)% 0 n.a.
Net financial expense (49) (2.3)% 0 n.a.
Net exchange rate gains/(losses) 0 0 0 n.a.
Profit/(loss) before taxes (524) (24.6)% 0 n.a.
Income taxes 202 9.6% 0 n.a.
Profit/(loss) for the period (322) (15.1)% 0 n.a.

The reclassified statement of financial position of Italian Glass Moulds Srl at 30 June 2023 and 31 December 2022 and 30 June 2022 was as follows:

30.06.2023 31.12.2022 30.06.2022
Euro thou. % Euro thou. % Euro thou. %
Trade receivables 695 306 0
Other receivables 1,183 1,482 0
Inventories 524 509 0
Current non-financial payables (1,096) (1,757) 0
Payables on fixed assets (150) 0 0
A) Working capital 1,156 14.2% 540 7.1% 0
Net tangible and intangible assets 7,618 7,750 0
Other equity investments and non-current
assets
300 175 0
Non-current provisions and non-financial
payables
(929) (880) 0
B) Net fixed capital 6,989 85.8% 7,045 92.9% 0
A+B= Net capital employed 8,145 100.0% 7,585 100.0% 0
Financed by:
Current loans and borrowings 5,141 4,601 0
Cash and cash equivalents (223) (247) 0
Current net debt 4,918 60.4% 4,354 57.4% 0
Non-current loans and borrowings 3,703 45.5% 3,385 44.6% 0
C) Net financial debt 8,621 105.8% 7,739 102.0% 0
Opening equity (154) 0 0
Dividends 0 0 0
Other equity changes 0 83 0
Profit/(loss) for the period (322) (237) 0
D) Closing equity (476) (5.8)% (154) (2.0)% 0
C+D = Total financial debt and equity 8,145 100.0% 7,585 100.0% 0

Atypical and/or unusual transactions

There were no atypical and/or unusual transactions for the period ended 30 June 2022 as defined by Consob Communication DEM/6064293.

Significant events after 30 June 2023

There were no significant events after 30 June 2023.

Outlook

Based on the available information, we expect Beverage and Food container withdrawals by operators to gradually normalise over the coming months, partly due to the retail system's need to replenish inventories, while the Cosmetics and Perfumery container market will remain dynamic, with demand at good levels, driven by the Premium segment and branded products.

We remain confident in the strength and positive medium to long-term outlook for the glass container market, which shall follow the established historical trend.

A gradual normalisation of the cost of most production factors also appears increasingly likely, and in particular of energy, while raw material costs - which remain high (particularly raw glass) - should show signs of reduction over the coming months. The margin outlook for the second half of the year will therefore be shaped by the development of all these factors and remain unchanged and positive.

An awareness of market development, so as to optimise production capacity utilisation to serve demand, the modernisation and upgrading of facilities, the ongoing drive for greater productivity, the efficient use of resources - particularly energy - and cost containment continue to be key areas of focus for the Group companies.

In addition, the Group is strongly committed to continuously improving its sustainability profile through a focus on investment, production factor utilisation and operating processes, aware of the importance of this aspect for the increasing adoption of glass in the near future.

The medium/long-term glass container sector outlook, and of the Group in particular, remains unaltered and positive, confirming the consolidated development trajectory that the glass container market has historically shown and that appears increasingly robust due to the growing appreciation of glass among users and consumers.

Fossalta di Portogruaro, 28 July 2023

For the Board of Directors The Chairperson Mr. Nicolò Marzotto

Interim Directors' Report

Condensed Interim Consolidated Financial Statements

Consolidated Financial Statements

Statement of financial position

(Euro thousands) 30.06.2023 31.12.2022 30.06.2022 Note
ASSETS
Non-current assets
Property, plant and equipment 273,934 285,938 283,428 (1)
Goodwill 2,709 2,674 2,672 (2)
Intangible assets 1,969 2,641 2,045
Equity investments measured
using the equity method
127,885 119,394 100,821 (3)
Equity investments 388 389 388
Other non-current assets 6,283 6,188 6,175 (4)
Deferred tax assets 6,971 5,834 3,455
Total non-current assets 420,139 423,058 398,984
Current assets
Inventories 121,839 112,443 94,397 (5)
Trade receivables 140,416 130,529 112,461 (6)
Other current assets 11,358 13,913 9,522 (7)
Current tax receivables 8,864 18,706 5,581
Other current financial assets 16,438 11,391 0 (8)
Cash and cash equivalents 69,524 91,435 86,366 (9)
Total current assets 368,439 378,417 308,327
TOTAL ASSETS 788,578 801,475 707,311
EQUITY & LIABILITIES
EQUITY
Share capital 8,926 8,895 8,890
Reserves 49,331 46,887 45,905
Acquisition of treasury shares (4,825) (2,819) (1,807)
Retained earnings 213,923 178,391 179,594
Group Profit 74,636 86,596 31,088
TOTAL GROUP EQUITY 341,991 317,950 263,670
NON-CONTROLLING INT. EQUITY 708 523 382
TOTAL EQUITY 342,699 318,473 264,052 (10)
LIABILITIES
Non-current liabilities
Provisions for risks and charges 2,422 2,455 2,723 (11)
Post-employment
benefit provision
4,216 4,215 3,936 (12)
Non-current loans and borrowings 205,570 226,324 201,548 (13)
Other non-current liabilities 5,635 6,246 1,255 (14)
Deferred tax liabilities 2,395 2,245 2,062
Total non-current liabilities 220,238 241,485 211,524
Current liabilities
Bank loans & borrowings and current portion of non
current loans & borrowings 92,222 110,461 108,107 (15)
Trade and other payables 99,319 105,977 94,728 (16)
Other current liabilities 32,194 24,556 24,973 (17)
Current tax payables 1,906 523 3,927 (18)
Total current liabilities 225,641 241,517 231,735
TOTAL LIABILITIES 445,879 483,002 443,259
TOTAL EQUITY AND LIABILITIES 788,578 801,475 707,311

Income Statement

(Euro thousands) H1 2023 H1 2022 Note
Revenues 286,541 219,804 (19)
Raw materials, ancillaries, consumables and goods
(61,431) (52,965) (20)
Service costs (97,861) (90,929) (21)
Personnel expense (43,702) (38,140) (22)
Amortisation and depreciation (27,999) (23,846) (23)
Impairment of fixed assets 0 0
Other operating expenses (2,154) (1,905)
Other operating income 2,165 3,626
Equity-accounted
joint
ventures 31,387 15,367 (3)
EBIT 86,946 31,012
Financial income 439 6,873
Financial expenses (4,934) (992) (24)
Net exchange rate gains/(losses) 1,355 (295) (25)
Profit before taxes 83,806 36,598
Income taxes (8,985) (5,356) (26)
Net result for the period 74,821 31,242
Non-controlling interests loss (profit) (185) (154)
Group Profit 74,636 31,088
Earnings per share:
Basic earnings per share * 0.842 * 0.351
Diluted earnings per share * 0.836 * 0.350

Statement of Comprehensive Income

(Euro thousands) H1 2023 H1 2022
Net result for the period 74,821 31,242
Items that will be subsequently reclassified to profit
or loss
Translation difference for foreign operations 2,398 (701)
Tax effect 0 0
Share of profits/losses recognised to equity by
equity-accounted companies
(256) 1,089
Total items that will be subsequently reclassified to
profit or loss
A) 2,142 388
Items that will not be subsequently reclassified to
profit or loss
Actuarial gains/(losses) on defined benefit plans 0 0
Tax effect 0 0
Total items that will not be subsequently
reclassified to profit or loss B) 0 0
Total other comprehensive income statement items,
net of taxes
A+B) 2,142 388
Total comprehensive income for the period 76,963 31,630

Statement of Cash Flows

(Euro thousands) H1 2023 H1 2022
CASH FLOW FROM OPERATING ACTIVITIES:
Net result for the period 74,821 31,242
Adjustments to reconcile net profit with cash flow generated from operating
activities
Amortisation and depreciation 27,999 23,840
Impairment of property, plant and machinery 0 0
Losses/(gains) on sale of property, plant & equipment (40) (405)
Share-based payment
settled with equity instruments
226 (605)
Provision adjustments (33) 590
Financial income (439) (6,346)
Financial expenses 4,934 465
Net exchange rate gains/(losses) (1,355) 295
Income taxes 8,985 (2,710)
Equity-accounted joint ventures (31,387) (15,367)
Changes in operating assets and liabilities:
Decrease/(increase) in trade receivables (9,887) (17,928)
Decrease/(increase) in other current assets 2,555 (2,737)
Decrease/(increase) in inventories (9,396) (1,608)
Increase/(decrease) in trade & other payables (988) 19,203
Increase (decrease) in other current liabilities 7,638 2,794
Change in other non-current assets and liabilities 549 1,144
Total adjustments and changes (639) 625
Dividends distributed by equity-accounted joint ventures 22,640 13,685
Interest paid in the period 0 0
Net Cash Flows from operating activities (A) 96,822 45,552
CASH FLOW FROM INVESTING ACTIVITIES:
Gross investments in intangible assets (35) (73)
Gross investments in property, plant and equipment (13,207) (46,225)
Increase/(decrease) in payables for purchases of non-current assets (5,670) (5,328)
Sales price of property, plant and equipment 40 2,424
Investments in financial assets (6,784) 0
Acquisition of subsidiaries, net of liquidity acquired 0 0
Net cash flow used in
investing activities
(B) (25,656) (49,202)
CASH FLOWS FROM FINANCING ACTIVITIES:
Acquisition of treasury shares (2,006) (714)
Proceeds from the exercise of stock options 2,267 6,522
Interest paid in the period (4,713) (598)
Interest received in the period 305 8
New financing 28,472 37,682
Decrease in bank payables (63,830) (33,385)
Repayment leases liabilities (1,985) (1,845)
Dividends distribution (53,261) (35,427)
Net cash flow used in financing activities (C) (94,751) (27,757)
Change in assets and liabilities items due to translation effect (D) 1,674 237
Net change in cash and cash equivalents (21,911) (31,170)
Cash & cash equivalents at beginning of period (A+B+ 91,435 117,536

Statement of changes in Equity

Share capital Legal reserve Revaluation
reserve
Other reserves Capital paid-in Treasury shares Translation reserve Actuarial gains/(losses) on deferred
benefit plans
Retained earnings Profit Total Group equity Total non-controlling interest equity Total consolidated equity
Balance at
31 December 2021
8,800 1,760 27,334 16,087 157 (1,093) (2,930) (1,173) 152,335 60,019 261,296 228 261,524
Profit (Loss) 0 0 0 0 0 0 0 0 0 31,088 31,088 154 31,242
Profit (loss) recognised directly to
equity
0 0 0 1,089 0 0 (701) 0 0 0 388 0 388
Total Comp. Income
(expense)
0 0 0 1,089 0 0 (701) 0 0 31,088 31,476 154 31,630
Allocation of result 0 0 0 0 0 0 0 0 60,019 (60,019) 0 0 0
Sale of treasury shares 0 0 0 0 0 0 0 0 0 0 0 0 0
IFRS 2 0 0 0 590 0 0 0 0 0 0 590 0 590
Other changes 0 0 0 (3) 0 0 0 0 0 0 (3) 0 (3)
Share issue 90 0 0 6,432 0 0 0 0 0 0 6,522 0 6,522
Re-acquisition of treasury shares 0 0 0 0 0 (714) 0 0 0 0 (714) 0 (714)
Movement non-controlling interests
eq.
0 0 0 0 0 0 0 0 0 0 0 0 0
Distribution dividends 0 0 0 0 0 0 0 0 (35,497) 0 (35,497) 0 (35,497)
Balance at
30 June 2022
8,890 1,760 27,334 24,195 157 (1,807) (3,631) (1,173) 176,857 31,088 263,670 382 264,052
Profit (Loss) 0 0 0 0 0 0 0 0 0 55,508 55,508 141 55,649
Profit (loss) recognised directly to
equity
0 0 0 (1,089) 0 0 82 183 0 0 (824) 0 (824)
Total Comp. Income
(expense)
0 0 0 (1,089) 0 0 82 183 0 55,508 54,684 141 54,825
Allocation of result 0 0 0 0 0 0 0 0 0 0 0 0 0
Acquisition of treasury shares 0 0 0 0 0 (1,012) 0 0 0 0 (1,012) 0 (1,012)
IFRS 2 0 0 0 (2,527) 0 0 0 0 2,732 0 205 0 205
Other changes 0 0 0 3 0 0 0 0 0 0 3 0 3
Share issue 5 0 0 395 0 0 0 0 0 0 400 0 400
Movement non-controlling interests
eq.
0 0 0 0 0 0 0 0 0 0 0 0 0
Distribution dividends 0 0 0 0 0 0 0 0 0 0 0 0 0
Balance at
31 December 2022
8,895 1,760 27,334 20,977 157 (2,819) (3,549) (990) 179,589 86,596 317,950 523 318,473
Profit (Loss) 0 0 0 0 0 0 0 0 0 74,636 74,636 185 74,821
Profit (loss) recognised directly to
equity
0 0 0 (256) 0 0 2,398 0 0 0 2,142 0 2,142
Total Comp. Income
(expense)
0 0 0 (256) 0 0 2,398 0 0 74,636 76,778 185 76,963
Allocation of result 0 0 0 0 0 0 0 0 86,596 (86,596) 0 0 0
Acquisition of treasury shares 0 0 0 0 0 (2,006) 0 0 0 0 (2,006) 0 (2,006)
IFRS 2 0 0 0 226 0 0 0 0 0 0 226 0 226
Other changes 0 0 0 37 0 0 0 0 0 0 37 0 37
Share issue 31 0 0 2,236 0 0 0 0 0 0 2,267 0 2,267
Re-acquisition of treasury shares 0 0 0 0 0 0 0 0 0 0 0 0 0
Movement non-controlling interests
eq.
0 0 0 0 0 0 0 0 0 0 0 0 0
Distribution dividends 0 0 0 0 0 0 0 0 (53,261) 0 (53,261) 0 (53,261)
Balance at
30 June 2023
8,926 1,760 27,334 23,220 157 (4,825) (1,151) (990) 212,924 74,636 341,991 708 342,699

Notes to the financial statements

NOTES TO THE FINANCIAL STATEMENTS

SUMMARY OF THE IFRS INTERNATIONAL ACCOUNTING STANDARDS USED FOR THE PREPARATION OF THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS AT 30 JUNE 2023

Group activities

Zignago Vetro SpA is a joint stock company limited by shares domiciled at Fossalta di Portogruaro via Ita Marzotto No. 8.

The publication of the condensed interim consolidated financial statements at 30 June 2023 of Zignago Vetro S.p.A. was approved by the Board of Directors on 28 July 2023.

General preparation criteria

The condensed interim consolidated financial statements at 30 June 2023 and for the period ended at that date are presented in accordance with IAS 34 – Interim financial reporting, which relates to the reporting of interim financial information and data (the "Condensed Interim Consolidated Financial Statements"). Accounting standard IAS 34 provides for a minimum level of information significantly lower than that required by IFRS, where information has already been published on the complete Financial Statements prepared in accordance with IFRS.

Therefore, the present condensed interim consolidated financial statements, which were prepared in "condensed" form and include the minimum disclosures required by IAS 34, should be read together with the Group consolidated financial statements for the year ended 31 December 2022, prepared in accordance with the International Accounting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and approved by the European Union. IFRS include all the revised international accounting standards (IAS) and all interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"), previously known as the Standing Interpretations Committee ("SIC").

The Condensed Interim Consolidated Financial Statements at 30 June 2023 consist of the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of financial position, the consolidated statement of cash flows, the statement of changes in equity and these notes.

List of documents applicable as of financial statements for fiscal years beginning 1 January 2023

The accounting policies adopted for the preparation of the interim financial statements at 30 June 2023 are the same as those utilised for the consolidated financial statements of the Zignago Vetro Group at 31 December 2022, except for the adoption of new standards and interpretations approved by the IASB and endorsed in Europe. This table below presents the recent changes to IFRS Accounting Standards applicable from the fiscal year, coinciding with the calendar year, beginning 1 January 2023.

Document title Issued
date
Effective date Endorsement
date
EU Regulation
and publication
date
IFRS 17 - Insurance
contracts
(including
amendments
published in June
2020)
May 2017
June 2020
1 January
2023
19 November
2021
(EC) 2021/2036
November 23,
2021
Definition of
accounting estimates
(Amendments to IAS
8)
February
2021
1 January
2023
2 March 2022 (EU) 2022/357
3 March 2022
Disclosure of
accounting policies
(Amendments to
IAS 1[2])
February
2021
1 January
2023
2 March 2022 (EU) 2022/357
3 March 2022
Deferred taxes related
to assets and liabilities
arising from a single
transaction
(Amendments to IAS
12)
May 2021 1 January
2023
11 August
2022
(EU) 2022/1392
12 August 2022
Initial application of
IFRS 17 and IFRS 9 -
Comparative
information
(Amendments to IFRS
17)
December
2021
1 January
2023
8 September
2022
(EU) 2022/1491
September 9,
2022
International Tax
Reform -
Rules of the Pillar 2
model
(Amendments to IAS
12)
May 2023 23 May 2023 TBD TDB

[2] The document published by the IASB includes amendments to 'IFRS Practice Statements 2 - Making Materiality Judgements' which was not subject to EU endorsement as it is not an accounting standard or interpretation.

Document title Issued date
by the
IASB
Effective
date of the
IASB
document
Expected
endorsement
date
by EU
Classification of liabilities as
current or non-current
(Amendments to IAS 1) and Non
current liabilities with covenants
(Amendments to IAS 1)
January
2020
July 2020
October
2022
1 January
2024
TBD
Lease liability in a sale and
leaseback (Amendments to IFRS
16)
September
2022
1 January
2024
TBD
Supplier Finance Arrangements
(Amendments to IAS 7 and IFRS
7)
May 2023 1 January
2024
TBD

List of documents applicable as of financial statements for fiscal years beginning 1 January 2024

The Group will adopt these new standards and amendments and is assessing potential impacts on the consolidated financial statements. These concern amendments to standards and/or interpretations which are not expected to have any significant impacts on the Group consolidated financial statements.

List of documents not subject to EU endorsement

Below we report the IFRS, interpretations and amendments to existing accounting policies and interpretations, or specific provisions within the standards and interpretations approved by the IASB, which have not yet been endorsed for adoption in Europe at the approval date of these consolidated financial statements.

Document title Issued date
by the
IASB
Effective
date of the
IASB
document
Expected
endorsement
date
by EU
Standards
IFRS 14 Regulatory Deferral
Accounts
January
2014
1 January
2016
Postponed
pending the
new
accounting
standard on
"rate-regulated
activities".
Amendments
Sale or Contribution of Assets
between an Investor and its
Associate or Joint Venture
(Amendments to IFRS 10 and IAS
28)
September
2014
Postponed
until the
completion of
the IASB
project on the
equity
method
Endorsement
process
postponed
pending the
conclusion of
the IASB
project on the
equity method

The Group will adopt these new standards and amendments, according to the scheduled application date and will evaluate the potential impacts on the consolidated financial statements, where they have been approved by the European Union.

The statement of financial position is presented in comparative form with 31 December 2022 and 30 June 2020. The results reported were consistent in the three periods presented and show the consolidated statement of financial position of the Zignago Vetro Group, with the full consolidation of Zignago Vetro Brosse SAS, Zignago Vetro Polska SA, Vetro Revet Srl, Italian Glass Moulds Srl and Zignago Glass Usa Inc. and application of the equity method to Vetri Speciali SpA, Vetreco Srl and Julia Vitrum SpA.

These Condensed Interim Consolidated Half-Year Financial Statements of the Zignago Group as at and for the six months ended 30 June 2023 were prepared under the historical cost method, except for investments in financial assets and in derivative instruments, which are recorded at fair value.

They were prepared in Euro, the currency of the area in which the Group operates. All the amounts reported in the statements and notes to the condensed consolidated half-year financial statements are expressed in thousands of Euro, unless otherwise indicated.

Consolidation scope and basis of consolidation

The main consolidation criteria adopted were as follows:

  • the elimination of the carrying amount of equity investments against the recognition of the assets and liabilities of the subsidiary according to the line-by-line method or at equity;
  • the recognition of any possible non-controlling interest in equity;
  • the elimination of all intergroup transactions, consisting of payables and receivables, sales and purchases, and unrealised profits and losses.

The assets and liabilities, charges and income of the companies consolidated under the line-by-line method are fully included in the consolidated financial statements; the book value of the investments is eliminated against the corresponding fraction of the equity of the subsidiaries.

At the control acquisition date, the equity of the investees is established attributing to the relevant assets and liabilities their present value. Any positive difference between the acquisition cost and the fair value of the net assets acquired is recorded in the asset account "Goodwill"; if negative, it is recognised to the statement of profit and loss.

The share of the equity and of profit and loss for the period relating to non-controlling interests is recognised in specific accounts in equity and in profit and loss. In the case of full control not being acquired the noncontrolling interest equity is established based on the share of the present value attributable to the assets and liabilities at the date of acquisition of control, excluding any attributable goodwill (so-called partial goodwill method). Alternatively, in the case of full control not being acquired, the entire amount of goodwill (negative goodwill) generated by the acquisition is recorded considering therefore also the shareholding of non-controlling interests (so-called full goodwill method); they are expressed at their overall fair value including therefore the share of goodwill (negative goodwill). The goodwill calculation method (negative goodwill) is chosen on a case by case basis for each business combination.

With regard to equity investments acquired subsequent to the acquisition of control (non-controlling interest acquisitions), any difference between the acquisition cost and the corresponding portion of equity acquired is recognised to equity; similarly the effects from the sale of the non-controlling share without loss of control are recognised to equity.

If the acquisition value of the investments is above the pro-rata value of the equity of the investment, the positive difference is attributed, where possible, to the net assets acquired based on the fair value of the same while the residual is recorded in the account "Goodwill".

Goodwill is not amortised but is subject to verification, at least annually, of an impairment test when events or changes occur indicating that the carrying value can no longer be recovered. The goodwill is stated at cost net of any impairment losses.

The half-year financial statements of the subsidiaries utilised for the preparation of the condensed consolidated half-year financial statements are those approved by the respective Board of Directors. The data of the consolidated companies are adjusted, where necessary, in line with the accounting principles utilised by the Parent, which are in accordance with the IFRS adopted by the European Union.

The companies included in the consolidation scope at 30 June 2023 and 2022 and at 31 December 2022 are shown below; the percentage holdings refer to 30 June 2023.

CONSOLIDATION SCOPE

Consolidated Companies Registered Office Share capital Percentage holding
(Euro) (in local currency) of the Group
Zignago Vetro SpA (Parent) Fossalta di Portogruaro (VE) 8,926,308 ---
Companies consolidated using the
line-by-line method:
Zignago Vetro Brosse SAS Vieux-Rouen-sur-Bresle
(France)
4,000,000 100%
Zignago Vetro Polska SA Trabkj (Poland) PNL
3,594,000
100%
Zignago Glass USA Inc. New York (U.S.A.) USD
200,000
100%
Vetro Revet Srl Empoli (FI) 402,000 51%
Italian Glass Moulds Srl Portogruaro (VE) 100,000 100%
Equity-accounted
investees:
Vetri Speciali SpA and subsidiaries Trento (TN) 10,062,400 50%
Vetreco Srl Supino (FR) 400,000 30%
Julia Vitrum S. Vito al Tagliamento (PN) 625,000 40%

Translation of financial statements in currencies other than the Euro

The rules for the translation of financial statements of Companies which operate in a currency other than the Euro are the following:

  • the assets and the liabilities were translated using the exchange rate at the balance sheet date;
  • the costs and revenues, and income and charges, were translated using the average exchange rate for the period;
  • the "Translation reserve" includes both the exchange rate differences generated from the translation of foreign currency profit and loss items and at a rate different from the closing rate exchange, and also those generated from the translation of opening equity at a closing rate exchange which is a different from the closing exchange;
  • goodwill related to the acquisition of a foreign entity is treated as assets and liabilities of the foreign entity and translated at the closing date.

For the conversion of the Financial Statements expressed in foreign currencies, the rates indicated in the following table are applied (foreign currency for every 1 Euro).

Description USD PLN
US Dollar Polish Zloty
Average exchange rate:
- January/June 2023 1.0805 4.6243
- January/December 2022 1.0534 4.6858
- January/June 2022 1.0937 4.6351
Closing exchange rate at:
- 30 June 2023 1.0866 4.4388
- 31 December 2022 1.0666 4.6808
- 30 June 2022 1.0387 4.6904

Use of estimates

The preparation of the Condensed Interim Consolidated Financial Statements and the relative notes in application of IFRS require that management make estimates and assumptions on the values of the assets and liabilities in the consolidated half-year report and on the information relating to the assets and potential liabilities at the balance sheet date. The actual results may differ from those estimated. The estimates are used to value the doubtful debt and inventory obsolescence provisions, depreciation and amortisation, write-downs of assets, variable incentive and remuneration systems, deferred taxes, other provisions and funds and customer liabilities for packaging returns and the relative lease assets and liabilities.

The estimates and assumptions are reviewed periodically and the effects of all variations are immediately recognized in the statement of profit and loss.

The subjective relevant assessments of company management in applying the Group accounting policies and the main sources of uncertainty upon estimates were the same as those for the preparation of the consolidated financial statements for the year ended 31 December 2022. Compared to the consolidated financial statements at 31 December 2022, Management updated the valuations and estimates in light of the events in the first half of 2023, the forecast figures and the best available forecasts.

IFRS 13 requires that the financial instruments measured at fair value are classified based on three fair value hierarchy levels which reflect the significance of the input utilised in the determination of fair value. Based on the standard, the three fair value levels are as follows:

  • Level 1 of fair value: the measurement inputs of the instruments are listed prices for identical instruments in active markets with access at the measurement date;
  • Level 2 of fair value: the measurement inputs of the instruments are different than the prices listed at the previous point, which are directly or indirectly observable on the market;
  • Level 3 of fair value: the measurement inputs of the instruments are not based on observable market data.

As indicated by the regulation, the hierarchy of the approaches adopted for the determination of all financial instruments (shares, units, bonds and derivatives), attributes priority to official prices available on active market for the assets and liabilities to be measured and, in their absence, to the measurement of assets and liabilities based on significant quotations, where they refer to similar assets and liabilities. On a residual basis, measurement techniques may be utilised based on non-observable inputs, and, therefore, more discretional.

Assets and liabilities valued at fair value on a recurring basis: breakdown by fair value level

The following table shows the assets and liabilities measured at fair value at 30 June 2023 by fair value hierarchy level.

Book Fair Value
Level
Value 1 2 3 Total
Financial assets not measured at Fair
Value
Cash and cash equivalents (*) 69,524 --- --- 69,524 69,524
Trade receivables (*) 140,416 --- --- 140,416 140,416
Financial assets measured at Fair Value
Other receivables for TEE (white
certificates)
Hedges
---
9,654
---
---
---
9,654
---
---
---
9,654
Financial liabilities not measured at
Fair Value
Non-current loans and borrowings(*) 205,570 --- --- 205,570 205,570
Lease liabilities (IFRS 16) 17,675 --- --- 17,675 17,675
Bank loans & borrowings and current
portion of non-current loans & borrowings
92,222 --- 576 91,646 92,222
Other non-current payables (*) 5,635 --- --- 5,635 5,635
Trade and other payables (*) 99,319 --- --- 99,319 99,319

(*) The amounts refer to current financial assets and liabilities whose book value reasonably approximates fair value, which consequently has not been stated.

NOTES TO THE MAIN STATEMENT OF FINANCIAL POSITION ACCOUNTS

NON-CURRENT ASSETS

30.06.2023 31.12.2022 30.06.2022
1 – Property, plant and equipment 273,934 285,938 283,428

Property, plant and equipment at 30 June 2023 amounted to Euro 273,934 thousand, after depreciation in the period of Euro 28 million and capital expenditure of Euro 13.6 million, net of fixed assets in progress items (gross of disposals in the period).

The table below shows the historical cost, accumulated depreciation and carrying amount of property, plant and equipment in the two periods:

(Euro thousands) Balance at
30.06.2023
Balance at
30.06.2022
Historic Write-down Accum. Net Historic Accum. Net
Cost Provision Depreciation Value Cost Depreciation Value
Land & buildings 140,867 0 (51,512) 89,355 114,857 (45,056) 69,801
Right-of-use IFRS 16 30,333 0 (12,814) 17,519 28,716 (7,473) 21,243
Plant & machinery 449,591 0 (312,029) 137,562 376,129 (278,066) 98,063
Industrial
and commercial
equipment
99,019 0 (89,334) 9,685 88,024 (83,927) 4,097
Other assets 11,715 0 (8,918) 2,797 15,940 (13,013) 2,927
Assets in progress 17,016 0 0 17,016 87,297 0 87,297
Total 748,541 0 (474,607) 273,934 710,963 (427,535) 283,428
(Euro thousands) Balance at
01.01.2023
Acquisitions &
capitalisations
Reclassifications Write
downs
Decreases Depreciation Exchange
rate
differences
Balance at
30.06.2023
Land & buildings 91,098 0 0 0 (54) (2,772) 1,083 89,355
Right-of-use IFRS
16
18,848 1,271 0 0 0 (2,600) 0 17,519
Plant & machinery 153,244 757 175 0 (106) (17,317) 809 137,562
Industrial &
commercial
equipment
13,183 538 0 0 (16) (4,111) 91 9,685
Other assets 2,854 448 0 0 (18) (523) 36 2,797
Assets in progress
and advances
6,711 10,404 (175) 0 0 0 76 17,016
Total 285,938 13,418 0 0 (194) (27,323) 2,095 273,934

Assets in progress mainly concern ordinary investments at the Zignago Vetro Spa and Zignago Vetro Brosse Sas production sites.

30.06.2023 31.12.2022 30.06.2022
2 - Goodwill 2,709 2,674 2,672

The Euro 2,709 thousand recognised as goodwill at 30 June 2023 reflects the higher value paid for the acquisition of Zignago Vetro Polska SA (Euro 692 thousand) and Vetro Revet Srl (Euro 2,017 thousand).

Goodwill comprises Euro 2,017 thousand regarding the gain paid for the acquisition by Zignago Vetro Spa of the 51% stake in Vetro Revet Srl.

The goodwill arises from the possibility to ensure the procurement of recycled glass in Tuscany in service of the adjacent Empoli facility.

The performance of the company Vetro Revet in the first half of 2023 indicates that goodwill was not impaired in the period, also in view of the earnings outlook for the second half of the year and next year. This goodwill was therefore not subject to an impairment test.

3 - Investments in companies valued 30.06.2023 31.12.2022 30.06.2022
at equity 127,885 119,394 100,821

The Group has three investments in jointly controlled companies:

  • Vetri Speciali SpA and subsidiaries
  • Vetreco Srl;
  • Julia Vitrum SpA

Vetri Speciali SpA derives from a corporate restructuring operation undertaken in 2004 and is involved in the production and sale of specialty glass containers. The company's registered offices are at via Manci 5, Trento. Production is carried out at the Spini di Gardolo (TN), Pergine Valsugana (TN), Ormelle (TV) and San Vito al Tagliamento (PN) facilities.

The JV is a strategic investment for the Group, undertaken as part of the production diversification pursued by the Parent.

The Zignago Group holds 50% of ordinary company shares; all shares guarantee equal rights. In 2023, the Company distributed dividends totalling Euro 45.3 million to shareholders.

Vetreco Srl is an Italian limited company domiciled in Supino (FR), incorporated in July 2010 as a joint venture, involved in the processing of raw glass and the supply of cullet ready for re-use in production.

The investment percentage of Zignago Vetro SpA is 30%.

Julia Vitrum SpA is an Italian company domiciled in San Vito al Tagliamento (PN), incorporated in April 2019 as a joint venture, involved in the processing of raw glass and the supply of cullet ready for re-use in production.

Zignago Vetro SpA's holding is 40%, reducing from the previous 50% due to the entry of a new institutional shareholder.

The valuation of the joint ventures at equity and the movements in the period are summarised below:

(Euro thousands) 30.06.2023 31.12.2022 30.06.2022
Value of Vetri Speciali SpA investment in Zignago Vetro 25,320 25,320 25,320
Vetri Speciali NE at 100% 248,554 232,498 195,718
Vetri Speciali NE at 50% 124,276 116,247 97,859
Difference between value of investment and share of Equity of
the subsidiary 98,956 90,927 72,539
Valuation using the equity method of Vetri Speciali investment
Share of equity 124,295 116,266 97,878
Uniform accounting principles (19) (19) (19)
Total valuation using the equity method 124,276 116,247 97,859
Increase/(decrease) of carrying amount of investment compared
to valuation using the equity method
98,956 90,927 72,539
Movement in valuation using the equity method
Valuation using the equity method at beginning of period 116,247 95,413 95,413
Profit: pro quota 30,925 34,599 15,082
Other statement of comprehensive income items in period:
Effect of IAS 19 and other changes (256) (80) 1,049
Dividends (22,640) (13,685) (13,685)
Uniform accounting principles 0 0 0
Valuation under the equity method at end of period
124,276 116,247 97,859
P&L effect of valuation using the equity method of the
investment 30,925 34,599 15,082
(Euro thousands) 30.06.2023 31.12.2022 30.06.2022
Value of Vetreco Srl investment in Zignago Vetro 1,059 1,059 1,059
Vetreco NE at 100%
Vetreco NE at 30%
8,239
2,473
8,005
2,404
7,548
2,266
Difference between value of investment and share of
Equity of the subsidiary
1,414 1,345 1,207
Valuation using the equity method of Vetreco Srl
investment
Share of equity 2,473 2,404 2,266
Uniform accounting principles 0 0 0
Total valuation using the equity method 2,473 2,404 2,266
Increase/(decrease) of carrying amount of investment
compared to valuation using the equity method
1,414 1,345 1,207
Movement in valuation using the equity method
Valuation using the equity method at beginning of period 2,404 2,215 2,215
Profit: pro quota 69 189 51
Other statement of comprehensive income items in period:
Other changes
Increase of share capital portion
Uniform accounting principles
0 0 0
Valuation under the equity method at end of period 2,473 2,404 2,266
P&L effect of valuation using the equity method of the
investment
69 189 51
(Euro thousands) 30.06.2023 31.12.2022 30.06.2022
Value of Julia Vitrum Spa investment in Zignago Vetro 500 500 500
Julia Vitrum Equity at 100% 2,838 1,854 1,739
Julia Vitrum Equity at 40% 1,136 743 696
Difference between value of investment and share of
Equity of the subsidiary
636 243 196
Valuation using the equity method of Julia Vitrum Spa
investment
Share of equity 1,136 743 696
Uniform accounting principles 0 0 0
Total valuation using the equity method 1,136 743 696
Increase/(decrease) of carrying amount of investment
compared to valuation using the equity method
636 243 196
Movement in valuation using the equity method
Valuation using the equity method at beginning of period 743
Profit: pro quota
Other statement of comprehensive income items in period:
393 462
281
462
234
IAS 19 effect
Increase of share capital portion
Uniform accounting principles
0 0 0
Valuation under the equity method at end of period 1,136 743 696
P&L effect of valuation using the equity method of the
investment
393 281 234

The key financial and performance indicators of the jointly-controlled companies recognised to the consolidated financial statements and valued at equity are also reported.

These figures relate also to the Parent interim reporting date and incorporate the totality of investments held. All investments operate on a going concern basis.

The statement of financial position and statement of profit and loss of Vetri Speciali SpA is summarised below:

(Euro thousands) 30.06.2023 31.12.2022 30.06.2022
Goodwill 101,455 101,455 101,455
Other non-current assets 169,469 162,765 163,511
Non-current assets 270,924 264,220 264,966
Cash and cash equivalents 54,307 27,594 22,768
Other current assets 153,723 135,192 119,902
Current assets 208,030 162,786 142,670
TOTAL ASSETS 478,954 427,006 407,636
Capital and Reserves 248,554 232,498 195,718
Equity 248,554 232,498 195,718
Non-current loans and borrowings 67,899 44,766 50,776
Other non-current liabilities 27,020 26,540 24,140
Non-current liabilities 94,919 71,306 74,916
Bank loans & borrowings and current portion of
medium/long-term loans 55,739 51,789 71,098
Other current liabilities 79,742 71,413 65,904
Current liabilities 135,481 123,202 137,002
TOTAL LIABILITIES 478,954 427,006 407,636
(Euro thousands) H1 2023 H1 2022
Revenues
Costs of production
189,752 156,381
Amortisation and depreciation (118,006)
(10,420)
(106,101)
(10,236)
Operating Result
Financial income
61,326
335
40,044
33
Financial expense
Exchange rate gains/(losses)
(1,334)
31
(376)
33
Result before taxes 60,358 39,734
Income taxes 1,490 (9,574)
Profit for the period 61,848 30,160
Other positive (negative) components
of statement of comprehensive income
0 0
Total comprehensive income 61,848 30,160
(Euro thousands) 30.06.2023 31.12.2022 30.06.2022
Other non-current assets 16,757 17,454 17,424
Non-current assets 16,757 17,454 17,424
Cash and cash equivalents (87) 872 23
Other current assets 14,475 15,017 14,922
Current assets 14,388 15,889 14,945
TOTAL ASSETS 31,145 33,343 32,369
Capital and Reserves 8,239 8,006 7,548
Equity 8,239 8,006 7,548
Other non-current liabilities 9,219 9,214 10,731
Non-current liabilities 9,219 9,214 10,731
Bank loans & borrowings and current portion of
medium/long-term loans 743 3,840 2,777
Other current liabilities 12,944 12,283 11,313
Current liabilities 13,687 16,123 14,090
TOTAL LIABILITIES 31,145 33,343 32,369

The statement of financial position and income statement of Vetreco Srl is summarised below:

(Euro thousands) H1 2023 H1 2022
Revenues 21,953 14,685
Costs of production (20,291) (13,361)
Amortisation and depreciation (888) (887)
Operating Result 774 437
Financial expense (316) (177)
Result before taxes 458 260
Income taxes (225) (89)
Profit for the period 233 171
Other positive (negative) components
of statement of comprehensive income
0 0
Total comprehensive income 233 171
(Euro thousands) 30.06.2023 31.12.2022 30.06.2022
Other non-current assets 31,051 31,385 32,031
Non-current assets 31,051 31,385 32,031
Cash and cash equivalents 1,226 2,087 378
Other current assets 12,034 12,853 10,095
Current assets 13,260 14,940 10,473
TOTAL ASSETS 44,311 46,325 42,504
Capital and Reserves 2,838 1,854 1,739
Equity 2,838 1,854 1,739
Other non-current liabilities 29,373 29,474 25,827
Non-current liabilities 29,373 29,474 25,827
Bank loans & borrowings and current portion of
medium/long-term loans 4,184 5,522 7,082
Other current liabilities 7,916 9,475 7,856
Current liabilities 12,100 14,997 14,938
TOTAL LIABILITIES 44,311 46,325 42,504

The statement of financial position and income statement of Julia Vitrum Spa is summarised below:

(Euro thousands) 30.06.2023 30.06.2022
Revenues 16,146 9,024
Costs of production (13,444) (7,350)
Amortisation and depreciation (1,012) (985)
Operating Result 1,690 689
Financial income/expense (417) (76)
Result before taxes 1,273 613
Income taxes (289) (29)
Profit for the period 984 584
Other positive (negative) components
of statement of comprehensive income
0 0
Total comprehensive income 984 584

All three joint ventures are quoted and a fair value deriving from a quoted market price is not available for any of them.

Relating to the goodwill which constitutes part of the book value attributed to the Vetri Speciali joint venture, it should be noted that this was separately subject to an impairment test by the directors of the joint venture Vetri Speciali SpA, as per IAS 36, for the financial statements at 31 December 2022.

The recoverability of this goodwill shall also be considered in any impairment tests on the value of the investment. In this regard, also at 30 June 2023, there was no indication of an impairment loss on the joint venture.

30.06.2023 31.12.2022 30.06.2022
4 – Other non-current assets 6,283 6,188 6,175

The receivable mainly concerns guarantee deposits paid by Zignago Vetro Spa and advances paid by Zignago Vetro Polska Sa.

CURRENT ASSETS

30.06.2023 31.12.2022 30.06.2022
5 - Inventories 121,839 112,443 94,397

The table below shows the composition of inventories:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Raw materials, ancillaries and consumables 28,695 28,005 23,692
Work-in-progress and semi-finished products 182 0 3,787
Finished products 104,368 93,345 76,000
Inventory obsolescence provision (11,406) (8,907) (9,082)
Total 121,839 112,443 94,397

The increase in inventories reflects the business performance over the first six months; the increase in the inventory obsolescence reflects the increase in stock levels.

30.06.2023 31.12.2022 30.06.2022
6 - Trade receivables 140,416 130,529 112,461

The table below illustrates the trade receivables and the relative doubtful debt provision:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Trade receivables - Italy 67,821 63,566 59,644
Trade receivables - Foreign 40,739 32,753 26,950
Bills 32,691 34,862 26,513
Doubtful debt provision (835) (652) (646)
Total 140,416 130,529 112,461

Trade receivables increased due to the higher volume of monthly revenues in the final months of the period.

At 30 June 2023 and 31 December 2022, trade receivables that were overdue but not individually written down were as follows:

(Euro thousands) Not overdue under 30 30 - 60 60 - 90 beyond Total
days
days
days days
30 June 2023 117,020 17,691 2,394 2,247 1,064 140,416
31 December 2022 108,297 16,129 3,108 2,411 584 130,529
30 June 2022 93,940 13,952 1,719 1,800 1,050 112,461

The majority of the Group's receivables (approximately 70% of the total) are covered by insurance policies.

The Company does not have significant concentrations of credit risk at the balance sheet date.

The movements during the period in the doubtful debt provision were as follows:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Provision at beginning of period 652 596 596
Provisions 346 353 50
Utilisations (163) (297) 0
Total 835 652 646

The doubtful debt provision at 30 June 2023 amounted to Euro 835 thousand, subsequent to the allocation of an accrual of Euro 346 thousand. The utilisations refer mainly to Zignago Vetro Polska and Zignago Vetro Brosse.

The table below shows the breakdown of trade receivables by geographical segment:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Italy 101,533 99,153 87,041
E.U. 33,045 26,187 22,226
Other countries 5,838 5,189 3,194
Total 140,416 130,529 112,461
30.06.2023 31.12.2022 30.06.2022
7 – Other current assets 11,358 13,913 9,522

The table below shows the composition of "Other current assets":

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
VAT receivables 8,772 12,088 8,419
Advances to social security institutions and receivables
from employees and agents 120 60 105
Other receivables 1,400 769 434
sub) 10,292 12,917 8,958
Accrued income for:
- interest on bank deposits 0 0 0
- services 0 0 0
Prepayments:
- insurance premiums 468 600 139
- rent expenses and leases 190 190 190
- services 408 206 235
Total 11,358 13,913 9,522

"VAT receivables" reflect the taxes paid in relation to the investments of the Group companies. Other receivables mainly include receivables for public grants to be received of Zignago Vetro Brosse for Euro 1,280 thousand.

30.06.2023 31.12.2022 30.06.2022
8 – Other current financial assets 16,438 11,391 0

The item refers to the fair value measurement of IRS interest rate derivatives of Euro 9,654 thousand and Euro 6,784 thousand for Fixed Income Government Bonds.

30.06.2023 31.12.2022 30.06.2022
9 - Cash and cash equivalents 69,524 91,435 86,366

The table below shows the composition of cash and cash equivalents:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Time deposits 10,037 8,999 7,000
Bank and postal accounts 59,480 82,431 79,364
Cash and valuables in hand 7 5 2
Total 69,524 91,435 86,366

For the cash flow performance of the company, reference should be made to the half-year consolidated statement of cash flows.

EQUITY

30.06.2023 31.12.2022 30.06.2022
10 - Group Equity 342,699 318,473 264,052

Equity at 30 June 2023 increased on 31 December 2022 by Euro 24,226 thousand, mainly due to the profit for the period (+Euro 74,636 thousand), the distribution of dividends (-Euro 53,261 thousand), the change in the translation reserve (+Euro 2,364 thousand) and the change in the IFRS 2 Reserve (+Euro 226 thousand), the purchase of treasury shares in the period for Euro 2,006 thousand and the cash in from the exercise of options on shares for Euro 2,267 thousand.

An analysis of the movements in consolidated equity is shown in the condensed consolidated half-year financial statements.

During the periods considered, non-controlling interest equity concerning the investment of the shareholder La Revet SpA in Vetro Revet Srl was 49%.

NON-CURRENT LIABILITIES

30.06.2023 31.12.2022 30.06.2022
11 - Provisions for risks and charges 2,422 2,455 2,723

The table below shows the composition of the provisions for risks and charges:

Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Post-employment benefits provision 684 649 1,119
Provision for industrial risks 1,121 1,058 916
Agents' supplementary indemnity provision 264 264 252
Provision for contractual risks 353 484 436
Provision for emission trading risks 0 0 0
Total 2,422 2,455 2,723
30.06.2023 31.12.2022 30.06.2022
12 – Post-employment 4,216 4,215 3,936
benefits

The table below shows the movements in the provision in the periods considered:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Balance at 1 January 4,215 3,909 3,909
Interest paid 49 35 19
Consolidation Italian Glass Moulds 0 839 0
Actuarial loss (profit) 10 (414) 34
Of which change in assumptions 0 660 0
Of which experience adjustments 0 (202) 0
Payments (58) (154) (26)
Balance at 31 December 4,216 4,215 3,936
30.06.2023 31.12.2022 30.06.2022
13 - Non-current loans and borrowings 205,570 226,324 201,548

The table below shows the composition of non-current loans and borrowings:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
(A) Unsecured loan, nominal value Euro 40 million, BNL,
Euribor 3 months variable rate, maturity 29 July 2023,
repayment by quarterly instalments in arrears
1,995 5,985 9,975
(B) Unicredit Spa loan, nominal value Euro 60 million, Euribor 3
months variable rate, maturity 20 December 2024, repayment
by quarterly instalments
29,946 35,928 41,910
(C) Banca Intesa SpA loan, nominal value Euro 40 million,
Euribor 3 months variable rate, maturity 30 December 2022,
repayment by half-yearly instalments
0 0 9,990
(D) Banca Credit Agricole Friuladria SpA loan, nominal value
Euro 10 million, Euribor 3 months variable rate, maturity 31
December 2023, repayment by half-yearly instalments
1,426 2,851 4,277
(E) Banco BPM SpA loan, nominal value Euro 7 million, Euribor
3 months variable rate, maturity 30 June 2024, repayment by
quarterly instalments
2,888 3,633 4,377
(F) Cassa Depositi e Prestiti subsidised loan, nominal value Euro
7,990 thousand, fixed subsidised rate, 10-year duration,
repayment by half-yearly instalments
4,462 5,383 3,794
(G) BNL loan, nominal value Euro 2,283 thousand, Euribor 6
months variable rate, 10-year duration linked to point (F)
above, repayment by half-yearly instalments
1,727 1,727 1,273
(H) BNL loan, nominal value Euro 10 million, Euribor 3 months
variable rate, maturity 7 May 2025, repayment by quarterly
instalments
5,544 6,653 7,762
(I) BPER loan, nominal value Euro 10 million, Euribor 3 months
variable rate, maturity 18 June 2025, repayment by half
yearly instalments
4,028 5,027 6,023
(J) INTESA loan, nominal value Euro 25 million, Euribor 3
months variable rate, maturity 5 August 2025, repayment by
half-yearly instalments
12,463 14,955 17,448
(K) UBI loan, nominal value Euro 10 million, fixed rate at market
conditions, maturity 15 April 2023, repayment by quarterly
instalments
0 2,510 5,013
(L) Intesa Sanpaolo loan, nominal value Euro 45 million, Euribor
3 months variable rate, maturity 31 May 2026, repayment by
half-yearly instalments
26,919 31,406 35,892
(M) BNL loan, nominal value Euro 30 million, Euribor 3 months
variable rate, maturity 28 December 2026, repayment by
quarterly instalments
24,664 28,187 29,946
(N) Mediobanca loan, nominal value Euro 40 million, Euribor 3
months variable rate, maturity 28 October 2026, repayment
by half-yearly instalments
31,122 35,511 39,900
(O) Unicredit Spa loan, nominal value Euro 24 million, Euribor 3
months variable rate, maturity 28 March 2027, repayment by
half-yearly instalments
19,142 21,535 23,928
(P) Credit Agricole Friuladria SpA Bank loan, nominal value
Euro 10 million, Euribor 6 months variable rate, maturity 24
August 2028, repayment by half-yearly instalments
9,975 9,972 9,970
(Q) Banco BPM SpA loan, nominal value Euro 30 million,
Euribor 3 months variable rate, maturity 30 September 2027,
repayment by quarterly instalments
29,951 29,946 ---
(R) Banco Desio loan, nominal value Euro 3 million, Euribor 1
month variable rate, maturity 10 October 2025, repayment by
monthly instalments
2,337 2,832 ---
(S) Deutsche Bank loan, nominal value Euro 30 million, Euribor
3 months variable rate, maturity 19 December 2027,
repayment by quarterly instalments
26,946 29,940 ---
(T) Bper banca loan, nominal value Euro 30 million, Euribor 3
months variable rate, maturity 3 December 2028, repayment
by quarterly instalments
28,472 0 0
(U) Zignago Vetro Brosse Sas loan from French bank 0 0 634
(V) Zignago Vetro Polska SA loans and finance leases 1,292 1,927 2,565
(W) Vetro Revet Outstanding Loans 3,760 4,104 4,458
(Y) Italian Glass Moulds Outstanding loans 4,632 4,786 0
Total non-current loans & borrowings 273,691 284,799 259,135
IFRS 16 Effect 17,675 19,240 21,415
Less current portion (85,796) (77,715) (79,002)
Non-current portion 205,570 226,324 201,548

Financial payables of Euro 17,675 thousand concerning the leasing commitments undertaken by the Group are reported.

30.06.2023 31.12.2022 30.06.2022
14 – Other non-current liabilities 5,635 6,246 1,255

The account includes at 30 June 2023 and 31 December and 30 June 2022 the deferred income recognised against the tax asset for investments in new machinery under Legislative Decree 91/2014, which is recognised to the income statement on the basis of the depreciation calculated on the investments.

CURRENT LIABILITIES

30.06.2023 31.12.2022 30.06.2022
15 - Bank loans and borrowings 92,222 110,461 108,107
current portion

The table below shows the composition of bank payables and the current portion of non-current loans and borrowings:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Loan advances 2,040 16,973 20,352
Short-term loans 0 7,008 7,000
Current portion of medium/long-term loans 85,796 77,715 79,002
Advances on bank drafts 3,810 8,765 1,753
Bank loans and borrowings for mark to market 576 --- 0
Total 92,222 110,461 108,107

For further details on leases and non-current loans, the current portion of which is included under bank loans and borrowings, reference should be made to the paragraph "Non-current loans and borrowings".

Reconciliation of financial liabilities deriving from loans

As required by IAS 7, the following table summarises the cash flows concerning financial and derivative liabilities arising in the year:

Item 31.12.2022 Cash Non 30.06.2023
flow Cash
Acquisition
Other
Bank borrowings - non-current 226,324 (19,189) 0 (1,565) 205,570
Other non-current financial liabilities 6,246 (611) 0 0 5,635
Non-current financial liabilities (A) 232,570 (19,800) 0 (1,565) 211,205
Bank borrowings - current 77,715 8,081 0 0 85,796
Bank overdrafts on borrowings for anticipation
effects
8,190 (4,380) 0 0 3,810
Other current financial liabilities 24,556 (21,940) 0 0 2,616
Current financial liabilities (B) 110,461 (18,239) 0 0 92,222
Financial liabilities (A) + (B) 343,031 (38,039) 0 (1,565) 303,427

Finance lease payables IFRS 16

Lease liabilities amount to Euro 17,675 thousand and are comprised as follows:

Lease liabilities
(Euro/1000)
Balance at
30.06.2023
Balance at
31.12.2022
Balance at
30.06.2022
Current lease liabilities 4,982 4,901 4,909
Non-current lease liabilities 12,693 14,339 16,506
Total 17,675 19,240 21,415

The movement in lease liabilities in 2023 is presented in the following table:

Lease liabilities
(Euro/1000) 30.06.2023 31.12.2022 30.06.2022
Opening balance 19,240 17,543 17,543
Initial adoption IFRS 16 0 0 0
Increases 420 6,014 5,630
Decreases (1,985) (4,317) (1,758)
Financial expense 0 0 0
Conversion differences
Other movements 0 0 0
Final balance 17,675 19,240 21,415

Net Financial Position

The following table highlights the composition of the net financial debt at 30 June 2023, 31 December 2022 and 30 June 2022 in accordance with CONSOB communication No. DEM/6064293 of 28 July 2006:

(Euro thousands) 30.06.2023 31.12.2022 30.06.2022
A Cash and cash equivalents 69,524 91,435 86,366
B Other liquidity 0 0 0
C Other current financial assets 16,438 11,391 0
D Liquidity (A) + (B) + (C) 85,962 102,826 86,366
E. Current financial debt 6,426 32,746 29,105
F. Current portion of non-current debt 85,796 77,715 79,002
G Current financial debt (E) + (F) 92,222 110,461 108,107
H Net current financial debt (G) - (D) 6,260 7,635 21,741
I Non-current financial payables 205,570 226,324 201,548
J. Debt instruments 0 0 0
K Trade payables and other non-current payables 0 0 0
L Non-current debt (I) + (J) + (K) 205,570 226,324 201,548
M Total financial debt (H) + (L) 211,830 233,959 223,289
30.06.2023 31.12.2022 30.06.2022
16 - Trade and other payables 99,319 105,977 94,728

The table below shows the breakdown of trade payables by geographic area:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Italy 72,625 77,676 73,797
E.U. 26,323 27,801 20,582
Other countries 371 500 349
Total 99,319 105,977 94,728

Included among trade payables are capital expenditure payables of Euro 7,421 thousand at 30 June 2023 (Euro 13,016 thousand at 30 June 2022).

30.06.2023 31.12.2022 30.06.2022
17 – Other current liabilities 32,194 24,556 24,973

The table below shows the composition of "Other current liabilities":

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Employee payables 20,525 17,362 16,621
Social security institutions 4,419 4,440 3,528
Employees and consultants withholding taxes 1,547 1,670 1,978
VAT payables 192 125 216
Current portion of tax credit on investments 291 304 304
Contribution payables 0 0 0
Customer advances 0 0 107
Other payables 1,676 655 2,219
Accrued liabilities and deferred income:
- employees 0 0 0
- energy grants 3,544 0 0
Total 32,194 24,556 24,973
30.06.2023 31.12.2022 30.06.2022
18 - Current tax liabilities 1,906 523 3,927

Tax liabilities relate to income tax for the period for the Group Companies. The Parent Zignago Vetro SpA, where applicable, complied with the option exercised by its Parent Zignago Holding SpA in relation to the national fiscal consolidation.

EXPLANATORY NOTES TO THE MAIN INCOME STATEMENT ACCOUNTS

H1 2023 H1 2022
19 - Revenues 286,541 219,804

The following table shows the breakdown of revenues by product line:

(Euro thousands) H1 2023 H1 2022
Core business products 275,615 209,845
Various materials 2,166 1,251
Service revenue 3,328 2,502
Others 5,432 6,206
Total 286,541 219,804

Further information on revenues is reported in the Directors' Report.

Revenues by region are outlined in the table below:

(Euro thousands) H1 2023 H1 2022
Italy 163,825 128,039
E.U. 98,795 70,099
Other countries 23,921 21,666
Total 286,541 219,804
H1 2023 H1 2022
20- Raw materials, consumables 61,431 52,965
and goods

The table below shows the costs for raw materials, ancillaries, consumables and goods:

(Euro thousands) H1 2023 H1 2022
Purchases
Changes in inventories of raw materials, ancillaries, consumables and
69,730
2,665
51,655
(2,758)
finished goods
Changes in inventory of work-in-progress, semi-finished & finished
products
(10,964) 4,068
Total 61,431 52,965
H1 2023 H1 2022
21 - Service costs 97,861 90,929

The following table shows service costs:

(Euro thousands) H1 2023 H1 2022
Energy and industrial services 73,728 68,326
Transport and other trading costs 12,026 12,188
Conai Contribution 2,116 3,423
Other costs 9,991 6,992
Total 97,861 90,929
H1 2023 H1 2022
22 - Personnel expense 43,702 38,140

The following table reports personnel expense:

(Euro thousands) H1 2023 H1 2022
Wages and salaries 32,728 28,446
Social security expenses 9,737 8,514
Provision for defined contribution plans 1,237 1,180
Total 43,702 38,140
H1 2023 H1 2022
23 - Amortisation & Depreciation 27,999 23,846

The following table reports amortisation & depreciation:

(Euro thousands) H1 2023 H1 2022
Depreciation of fixed assets 27,323 23,323
Amortisation of intangible assets 676 523
Total 27,999 23,846
H1 2023 H1 2022
24 - Financial expense 4,934 992

The following table shows financial expense:

(Euro thousands) H1 2023 H1 2022
Interest on bank accounts 224 38
Loan interest 2,509 254
Financial expenses on interest rate hedges 0 5
Derivative fair value measurement effect 1,768 528
Others 433 167
Total 4,934 992

The increase in financial expense reflects the higher benchmark interest rates, which were significantly raised by the Central Banks from the end of 2022.

H1 2023 H1 2022
25 - Net exchange gains/(losses) 1,355 (295)

The following table breaks down exchange rate gains (losses), mainly stemming from the conversion into Euro of the loan granted by the parent Zignago Vetro Spa to the Polish subsidiary.

H1 2023 H1 2022
26 - Income taxes 8,985 5,356

The table below shows the composition of the income taxes between deferred and current taxes:

(Euro thousands) H1 2023 H1 2022
Current income taxes 10,132 4,767
Deferred tax (income)/charge (1,147) 589
Total 8,985 5,356

OTHER INFORMATION

Earnings per share

The share capital of Zignago Vetro SpA at 30 June 2023 consists of 89,263,080 ordinary shares with a par value of Euro 0.10 each, fully subscribed and paid-in.

As outlined in the first part of this report Zignago Vetro SpA, in execution of its buy-back programmes, at 30 June 2023 held a total of 589,998 treasury shares for a total value of Euro 4.8 million. In the first half of 2023 and until the approval of this Half-Year Financial Report, treasury shares worth Euro 2 million were purchased (128,644 shares).

Information is shown below concerning the results for the period and the calculation of the basic and diluted earnings per share:

Values at
30.06.2023
Values at
30.06.2022
Profit attributed to ordinary shareholders of the Parent for the basic earnings
and the diluted earnings per share (in Euro thousands)
74,636 31,088
Average weighted number of ordinary shares, including treasury shares, for
earnings per share
89,263,080 88,896,500
Weighted average number of treasury shares (589,998) (369,175)
Weighted average number of ordinary shares, excluding treasury shares, to
calculate basic earnings per share
88,673,082 88,527,325
Earnings per share
- basic, for profit attributed to the ordinary shareholders of the parent 0.842 0.351
- diluted, for profit attributed to the ordinary shareholders of the parent 0.836 0.350

The basic earnings per share is calculated by dividing the profit attributable to the ordinary shareholders of the parent by the average weighted number of ordinary shares outstanding during the period, excluding the average weighted number of treasury shares.

No capital transactions which would have dilutive effects on the profits attributable to each share were noted.

Segment disclosure

Segment reporting which coincides with the various legal entities is provided below. The information on the secondary segment (geographic area) is not significant in relation to the Group. In particular, the Business Units identified are reported at pages 8 and 9.

The criteria applied for the identification of the segment reporting were based on, among other issues, the manner in which management directs the Group and attributes managerial responsibility. The segment disclosure is provided below:

(Euro thousands) H1 2023
Zignago Zignago
Vetro
Zignago
Vetro
Zignago
Glass
Vetro Italian
Glass
Consolidation Consolidated
Vetro SpA Brosse SAS Polska S.A. USA Inc. Revet Srl Moulds Srl Adjustments
Revenues 213,895 41,777 48,172 1,159 9,057 2,130 (29,649) 286,541
Amortisation and
depreciation
(20,479) (2,722) (3,965) (1) (241) (519) (72) (27,999)
Operating result 44,498 (233) 11,405 84 481 (475) 31,186 86,946
Net Result 56,613 (370) 9,862 58 377 (322) 8,418 74,636
Assets 392,878 42,337 51,479 875 6,992 2,925 15,189 512,675
Liabilities 596,036 58,478 93,542 878 14,660 10,543 14,441 788,578
Investments in:
Intangible assets 749 654 361 0 1 204 0 1,969
Property, plant &
equipment
202,409 15,487 41,702 3 7,667 7,414 (748) 273,934
(Euro thousands) H1 2022
Zignago Zignago
Vetro
Zignago
Vetro
Zignago
Glass
Vetro Consolidation Consolidated
Vetro SpA Brosse SAS Polska S.A. USA Inc. Revet Srl Adjustments
Revenues 165,241 26,958 36,068 759 6,124 (15,346) 219,804
Amortisation and (17,039) (2,364) (4,199) (2) (238) (4) (23,846)
depreciation
Operating result
10,894 1,307 2,958 138 357 15,358 31,012
Net Result 26,483 775 1,858 132 315 1,525 31,088
Assets 338,161 37,833 33,763 664 6,016 5,401 421,838
Liabilities 552,778 58,733 76,938 669 13,840 4,353 707,311
Investments in:
Intangible assets 1,411 185 446 0 3 0 2,045
Property, plant &
equipment
213,206 20,715 42,729 5 7,821 (1,048) 283,428

Related party transactions

In accordance with Consob letter 6064293 of 28 July 2006, related party transactions are reported below. The table below shows the composition of the receivables of the Zignago Vetro Group with related party companies at the reporting date:

(Euro thousands) Balance at
30.06.2023
Balance at
31.12.2022
Balance at
30.06.2022
Zignago Holding SpA 3 6,554 5,329
Santa Margherita SpA and its subsidiaries 1,281 826 2,047
Zignago Servizi Srl 5 0 4
Zignago Power Srl 238 238 239
La Vecchia Scarl 0 0
Multitecno Srl 4 4 4
Total receivables from related companies 1,531 7,622 7,623

The receivables from Zignago Holding SpA relate to the repayment of taxes for previous years, in relation to the Group tax consolidation, while the receivables from Santa Margherita and its subsidiaries derive from commercial operations.

The table below shows the composition of the payables of the Zignago Vetro Group with related party companies at the balance sheet date:

(Euro thousands) Balance at Balance at Balance at
30.06.2023 31.12.2022 30.06.2022
Zignago Power Srl 1,811 2,820 1,956
Zignago Servizi Srl 671 442 656
Santa Margherita SpA and its subsidiaries 170 93 131
Zignago Holding SpA 5,465 170 95
La Vecchia Scarl 109 216 97
Zignago Immobiliare Srl 44 62 29
Multitecno Srl 0 0 22
Total payables to related companies 8,270 3,803 2,986

The payables to Zignago Immobiliare Srl, La Vecchia Scarl and Zignago Servizi Srl are related to services received.

The payables to Zignago Power Srl relate to the purchase of electricity.

The table below shows the composition of the revenues of the Zignago Vetro Group from related parties in the period:

(Euro thousands) H1 2023 H1 2022
Santa Margherita SpA and its subsidiaries 3,894 6,524
Zignago Immobiliare Srl 1 19
La Vecchia Scarl 0 1
Multitecno Srl 18 17
Zignago Power Srl 395 395
Zignago Servizi Srl 24 23
Zignago Holding Spa 12 12
Total revenues from related parties 4,344 6,991

The revenues from Santa Margherita SpA and its subsidiaries derive from commercial operations and from the sale of a warehouse for Euro 2.4 million. Zignago Power's revenues relate to an internal electricity supply agreement.

The table below shows the composition of the costs of the Zignago Vetro Group from related parties in the period:

(Euro thousands) H1 2023 H1 2022
Zignago Power Srl 11,926 12,043
Zignago Servizi Srl 1,641 1,619
Zignago Holding SpA 309 232
La Vecchia Scarl 245 224
Santa Margherita SpA and its subsidiaries 314 175
Zignago Immobiliare Srl 1,357 1,017
Multitecno Srl 7 17
Costs capitalised for fixed asset acquisition
Zignago Power Srl 0 0
Zignago Immobiliare Srl 0 0
Santa Margherita SpA and its subsidiaries 0 0
Total costs from related companies 15,799 15,327

Stock option plan

The consolidated half-year financial statements at 30 June 2023 reflect the Stock Option Plan amounts, whose Regulation was approved by the Board of Directors of the company on 26 July 2019, and the 2022- 2024 Performance Shares Plan, approved on 21 June 2022.

The Stock Option Plan stipulates:

  • that the options shall be exercised by the deadline of 31 December 2024
  • a vesting period begins on the grant date and concludes on the maturity date
  • the exercise price of these options is Euro 7.275 and permits the subscription to shares in the ratio of 1 ordinary share for each option exercised;
  • the fair value of the Plan was estimated at the grant date using the Black-Scholes method, based on the following parameters:
  • share price at the option assignment date of Euro 9.81;
  • estimated life of the options equal to the period from the grant date to the estimated exercise date;
  • forecast dividend yield 4%;
  • unitary fair value Euro 2.07.

At 30 June 2023, 1,319,996 options had been granted, of which 1,263,080 exercised and 56,916 exercisable. The effects on the H1 2023 income statement were Euro 226 thousand, while in H1 2022 totalling Euro 344 thousand.

The Performance Shares plan approved by the Board of Directors on 21 June 2022 and approved by the Shareholders' Meeting on 28 July 2022 stipulates:

  • a vesting period from 1 January 2022 to 31.12.2024;
  • a maximum number of grantable shares of 109,500;
  • the granting of Rights to Beneficiaries to receive free of charge treasury shares held by the Company is subject to the achievement of the following objectives:
  • three targets related to the Zignago Vetro Group's operating-financial performance in the medium to long term with a combined weighting of 75%;
  • three targets related to ESG issues with a total weighting of 25%:
  • the unitary fair value at 29 July 2022 of Euro 12.38
  • 20% of the allocated Shares will then be subject to a two-year Holding Period, during which they may not be subject to Transfer
  • the effect on the income statement and equity at 30 June 2023 is Euro 226 thousand (at 30 June 2022 amounting to Euro 246 thousand).

As per IFRS 2, the plan outlined above is defined as Equity Settled.

Management of capital

The share capital includes the shares and the equity attributable to owners of the parent.

The primary capital management objective of the Group is to guarantee the maintenance of a strong credit rating in order to support operations and to maximise value for shareholders.

In order to achieve this objective, the management of Group capital aims, among other matters, to ensure compliance with covenants, related to interest bearing loans, based on financial performance indicators. Breaches in the covenants would permit the banks to request immediate repayment of the loans. There were no breaches of the covenants in the current year in relation to interest bearing loans for any of the Group companies.

The Zignago Vetro Group has payables to financial intermediaries and has a financial debt position related to the business development plan. The high generation of operating cash flows enables Group Companies not only to repay existing loans, but also to guarantee an adequate dividend to Shareholders and pursue a growth strategy.

In this context, the Group, in order to maintain or amend the capital structure, may pay dividends to Shareholders, acquire treasury shares on the market or issue new shares.

No substantial amendments were made to these objectives, to policies or to processes in the first half of 2022 and 2021 or for the year 2021.

Risk management policies

The Group will continue to prudently manage risks in all departments with careful monitoring in order to identify, reduce and eliminate such risk, therefore extensively protecting shareholder interests.

Currency risk

The currency risk is the risk that the fair value or the future cash flows of a financial instrument are altered following changes in exchange rates.

The exposure of the Group to changes in exchange rates principally concerns the operating activities of the Group (when revenues and costs are denominated in a currency other than the presentation currency of the Group).

Where these transactions are significant, the Group Companies assess the possibility of undertaking currency hedges in order to mitigate these fluctuations. During the period, the parent company entered into currency hedging transactions to hedge against the risk of exchange rate fluctuations; this is however an exception as the transactions entered into by Group companies in the non-functional currency are considered fundamentally insignificant.

Credit and country risks

The credit risk represents the exposure of the Group to potential losses deriving from non-compliance with obligations by trading partners; this activity is subject to ongoing monitoring within the normal management of business operations, in order to minimise the exposure to "counterparty" credit risk, also utilising appropriate insurance instruments to protect the solvency of the client or of the country risk in which this latter operates.

The Group Companies constantly assess political, social and economic risks in the areas in which they operate. No significant cases of non-fulfilment by trading partners have occurred and no significant credit risk by individual area and/or client exists.

The Group in fact only deals with established and reliable clients. Customers that request extensions of payment are subject to a credit rating check. Moreover, the collection of receivables is monitored during the year so that the exposure to losses is not substantial. Finally, in the case of new clients operating in non-EU countries, the Group companies obtain letters of credit and advance payments.

Interest rate risk

The interest rate risk is a risk that the fair value of the future cash streams of a financial instrument alters due to changes in market interest rates. The Companies of the Group are exposed to the risk of fluctuations in interest rates principally in relation to the non-current bank loans and borrowings, negotiated at floating interest rates, and amount to Euro 274 million. Where these risks are considered significant, the Companies of the Group undertake interest rate swaps in order to convert the floating rate of the non-current loans into fixed rates, which reduces the impact of the fluctuations in interest rates

Therefore, the Parent and Zignago Vetro Polska undertook interest rate swaps in order to hedge the interest rate risk on medium-long term loans for a notional value of Euro 163 million.

Risks related to the fluctuation in energy prices

The Group is exposed to fluctuations in energy purchase costs, a significant cost component in the glass sector. Where this risk is considered as significant, hedging operations may be undertaken in order to convert the variable cost into a fixed cost, which reduces the impact of fluctuations.

The supply of energy at Fossalta di Portogruaro of the Parent has been guaranteed by Zignago Power Srl, a company wholly-owned by the parent Zignago Holding SpA., which started up a natural biomass energy production plant. The risk concerning energy cost fluctuation is therefore greatly reduced.

In the first half of 2023, Zignago Vetro SpA had in place commodity swap contracts to hedge against fluctuations in energy factors.

The characteristics of the derivative contracts, their notional value and the market value at 30 June 2023, are as follows (in Euro):

Company Underlying Notional Maturity Market
at the value at
reporting date 30.06.2023
Zignago Vetro SpA Loan hedges - IRS 154,199,437 Beyond 12
months
9,348,172
Zignago Vetro SpA Loan hedges - IRS 6,318,907 Within 12
months
135,839
Zignago Vetro SpA Commodity hedges 7,825,173 Within 12
months
(575,866)
Zignago Vetro SpA Foreign currency hedges 1,991,139 Within 12
months
170,473
Zignago Vetro Polska Loan hedges - IRS 1,680,120 Within 12
months
92,640
Zignago Vetro Polska Foreign currency hedges 10,820,000 Within 12
months
413,794
Total 182,834,776 9,585,052

Liquidity risk

The Group monitors the risk of a deficiency in liquidity utilising liquidity planning instruments. The Group objective is to maintain a balance between continuity of available funds, flexibility of utilisation through utilisation of instruments such as bank overdrafts, bank loans, finance leases and adequate remuneration of its liquidity, temporarily investing exclusively with banking counterparties.

In particular the profile of the financial liabilities at 30 June 2023, 31 December 2022 and 30 June 2022 on the basis of the non-discounted contractual payments, including trade payables and other current liabilities, is summarised as follows:

(Euro thousands) 30 June 2023
Less than 3
months
From 3 to 12
months
From 1 to 5
years
Beyond Total
Non-current loans and borrowings 0 0 205,570 0 205,570
Other non-current liabilities 0 0 5,635 0 5,635
Bank loans & borrowings and current
portion of medium/long-term loans
18,116 74,682 (576) 0 92,222
Trade and other payables 99,319 0 0 0 99,319
Other current liabilities 32,194 0 0 0 32,194
Current tax payables 0 1,906 0 0 1,906
Total 149,629 76,588 210,629 0 436,846
(Euro thousands) 30 June 2022
Less than 3
months
From 3 to 12
months
From 1 to 5
years
Beyond Total
Non-current loans and borrowings 0 0 201,548 0 201,548
Other non-current liabilities 0 0 1,255 0 1,255
Bank loans & borrowings and current
portion of medium/long-term loans
26,753 87,933 (6,579) 0 108,107
Trade and other payables 94,728 0 0 0 94,728
Other current liabilities 24,973 0 0 0 24,973
Current tax payables 0 3,927 0 0 3,927
Total 146,454 91,860 196,224 0 434,538
(Euro thousands) 31 December
2022
Less than 3
months
From 3 to 12
months
From 1 to 5
years
Beyond Total
Non-current loans and borrowings 0 0 226,324 0 226,324
Other non-current liabilities 0 0 6,246 0 6,246
Bank loans & borrowings and current
portion of medium/long-term loans
32,746 77,715 0 0 110,461
Trade and other payables 105,977 0 0 0 105,977
Other current liabilities 24,556 0 0 0 24,556
Current tax payables 0 523 0 0 523
Total 163,279 78,238 232,570 0 474,087

The terms and conditions of financial liabilities are listed below:

  • There is no interest on trade payables and they are normally paid at 60 days;
  • Other payables are normally paid within the month following recognition.

Support and subsidy measures

In the first half of 2023, against rising energy procurement costs, the parent availed of Government supports in the form of a tax credit.

Significant non-recurring events or transactions arising from atypical and/or unusual transactions

There were no significant non-recurring atypical and/or unusual transactions for the period ended 30 June 2023 as defined by Consob Communication DEM/6064293.

Statement as per Article 81-ter, CONSOB Regulation No. 11971/1999

Statement of the Condensed Interim Consolidated Financial Statements as per Article 81-ter of CONSOB Regulation No. 11971 of 14 May 1999 and subsequent modifications and integrations.

  • 1) The undersigned Roberto Cardini, CEO, and Roberto Celot, Executive Officer for Financial Reporting of Zignago Vetro SpA, also in consideration of Article 154-bis, paragraphs 3 and 4, of Legislative Decree No. 58 of 24 February 1998 state:
  • the accuracy of the information on company operations and
  • the effective application,

of the administrative and accounting procedures for the condensed interim consolidated financial statements for the period from 1 January to 30 June 2023.

  • 2) No significant aspect emerged concerning the above. The adequacy of the administrative and accounting procedures for the compilation of the condensed consolidated half-year financial statements at 30 June 2023 was evaluated through an Internal Control System based on the Internal Control – Integrated Framework model issued by the Committee of Sponsoring Organisations of the Treadway Commission which represents a standard framework generally accepted at international level.
  • 3) We also declare that:
  • 3.1) The condensed interim consolidated financial statements:
    • a) are drawn up in conformity with the applicable international accounting standards endorsed by the European Union in conformity with Regulation (EC) No. 1606/2002 of the European Parliament and the Commission of 19 July 2002;
    • b) corresponds to the underlying accounting documents and records;
    • c) provide a true and fair view of the financial position, financial performance and cash flows of the issuer and of the other companies in the consolidation scope.
  • 3.2) The Directors' Report on operations includes a reliable analysis of the significant events in the first six months of the year and their impact on the condensed interim consolidated financial statements, with a description of the principal risks and uncertainties for the remaining six months. It also presents a reliable analysis of the significant transactions with related parties.

Fossalta di Portogruaro, 28 July 2023

Mr. Roberto Cardini Mr. Roberto Celot Chief Executive Officer Executive Officer for

Financial Reporting

Independent Auditors' Report on the Condensed Interim Consolidated Financial Statements

The attached auditors' report and the related condensed interim consolidated financial statements are in accordance with the original version in the Italian language filed at the registered office of Zignago Vetro SpA and published in accordance with law and, subsequent to this date, KPMG SpA has not undertaken any further audit work.

KPMG S.p.A. Revisione e organizzazione contabile Piazza Salvemini, 20 35131 PADOVA PD Telefono +39 049 8249101 Email [email protected] PEC [email protected]

(Translation from the Italian original which remains the definitive version)

Report on review of condensed interim consolidated financial statements

To the Shareholders of Zignago Vetro S.p.A.

Introduction

We have reviewed the accompanying condensed interim consolidated financial statements of the Zignago Vetro Group comprising the statement of financial position, income statement, statement of comprehensive income, statement of cash flows, statement of changes in equity and notes thereto, as at and for the six months ended 30 June 2023. The parent's directors are responsible for the preparation of these condensed interim consolidated financial statements in accordance with the International Financial Reporting Standard applicable to interim financial reporting (IAS 34), endorsed by the European Union. Our responsibility is to express a conclusion on these condensed interim consolidated financial statements based on our review.

Scope of Review

We conducted our review in accordance with Consob (the Italian Commission for Listed Companies and the Stock Exchange) guidelines set out in Consob resolution no. 10867 dated 31 July 1997. A review of condensed interim consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (ISA Italia) 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 on the condensed interim consolidated financial statements.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the condensed interim consolidated financial statements of the Zignago Vetro Group as at and for the six months ended 30 June 2023 have not been prepared, in all material respects, in accordance with the International

Ancona Bari Bergamo Bologna Bolzano Brescia Catania Como Firenze Genova Lecce Milano Napoli Novara Padova Palermo Parma Perugia Pescara Roma Torino Treviso Trieste Varese Verona

Società per azioni Capitale sociale Euro 10.415.500,00 i.v. Registro Imprese Milano Monza Brianza Lodi e Codice Fiscale N. 00709600159 R.E.A. Milano N. 512867 Partita IVA 00709600159 VAT number IT00709600159 Sede legale: Via Vittor Pisani, 25 20124 Milano MI ITALIA

Financial Reporting Standard applicable to interim financial reporting (IAS 34), endorsed by the European Union.

Padua, 4 August 2023

KPMG S.p.A.

(signed on the original)

Sara Zambon Director of Audit Interim Directors' Report

ZIGNAGO VETRO S.p.A. Registered office: Fossalta di Portogruaro (VE), Via Ita Marzotto 8