F.I.LA. GROUP2016 HALF-YEAR REPORT
2016 Half-Year Report
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Contents
General Information ............................................................................................................................. 4 Corporate Boards ................................................................................................................................ 4 Overview of the F.I.L.A. Group.......................................................................................................... 5 F.I.L.A. Group Structure ..................................................................................................................... 6
2016 Half-Year Report ......................................................................................................................... 7 Key Financial Highlights .................................................................................................................... 7 F.I.L.A. Group Key Financial Highlights ........................................................................................... 9
Normalised operating results .......................................................................................................... 9
Statement of Financial Position .................................................................................................... 11 Financial overview ........................................................................................................................ 14
Disclosure by operating segment ...................................................................................................... 19 Business Segments – Statement of Financial Position .................................................................. 22 Business Segments – Income Statement ....................................................................................... 25 Business Segments – Other Information ....................................................................................... 28
Business seasonality .......................................................................................................................... 29 Significant events in the first half of 2016 ........................................................................................ 30 Related party transactions ................................................................................................................. 33 Subsequent events ............................................................................................................................. 34 Outlook ............................................................................................................................................. 34 Treasury shares ................................................................................................................................. 34
Condensed Consolidated 2016 Half-Year Financial Statements .................................................... 36 Consolidated Financial Statements ................................................................................................... 36
Condensed Consolidated Statement of Financial Position ............................................................ 36 Condensed Statement of Comprehensive Income ......................................................................... 37 Statement of Changes in Equity .................................................................................................... 38 Condensed Consolidated Statement of Cash Flow ....................................................................... 39 Statement of financial position pursuant to CONSOB motion No. 15519 of July 27, 2006 ........ 41 Statement of comprehensive income pursuant to CONSOB motion No. 15519 of July 27, 2006 42
Explanatory Notes ............................................................................................................................. 43 Other Information ........................................................................................................................... 102
Related party transactions ........................................................................................................... 102 Attachments .................................................................................................................................... 104
List of companies included in the consolidation and other investments ..................................... 104 Business Combinations ............................................................................................................... 105
Transactions relating to atypical and/or unusual operations ....................................................... 108
Declaration of the Executive Responsible and Corporate Boards ................................................ 109
Auditors’ Report ............................................................................................................................... 110
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DIRECTORS’ REPORT
AT JUNE 30, 2016
F.I.LA. GROUP2016 HALF-YEAR REPORT
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General Information
Corporate Boards
Board of Directors
Chairman Gianni Mion
Chief Executive Officer Massimo Candela
Executive Director Luca Pelosin
Director & Honorary Chairman Alberto Candela
Director (**) Fabio Zucchetti
Director (**) Annalisa Barbera
Director (*) Sergio Ravagli
Director (*)(***) Gerolamo Caccia Dominioni
Director (*) Francesca Prandstraller
(*) Independent director in accordance with Article 148 of the CFA and Article 3 of the Self-
Governance Code.
(**) Non-Executive Director.
(***) Lead Independent Director.
Control and Risks Committee
Gerolamo Caccia Dominioni
Fabio Zucchetti
Sergio Ravagli
Board of Statutory Auditors
Chairman Claudia Mezzabotta
Standing Auditor Stefano Amoroso
Standing Auditor Rosalba Casiraghi
Alternate Auditor Pietro Villa
Alternate Auditor Sonia Ferrero
Independent Audit Firm KPMG S.p.A.
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Overview of the F.I.L.A. Group
The F.I.L.A. Group operates in the creativity tools market, producing colouring, design,
modelling, writing and painting objects, such as pencils, crayons, paints, modelling clay and
chalk, among others.
The F.I.L.A. Group at June 30, 2016 operates through 14 production facilities and 32
subsidiaries across the globe and employs approx. 6,000, becoming a pinnacle for creative
solutions in many countries with brands such as GIOTTO, Tratto, DAS, Didò, Pongo and
LYRA.
Founded in Florence in 1920, F.I.L.A. has achieved strong growth over the last twenty years,
supported by a series of strategic acquisitions: the Italian Company Adica Pongo in 1994, the
US Group Dixon Ticonderoga in 2005, the German Group LYRA in 2008, the Mexican
Company Lapiceria Mexicana in 2010 and the Brazilian Company Lycin in 2012. In addition
to these operations, on the conclusion of an initiative which began with the acquisition of a
minority stake in 2011, control was acquired in 2015 of the Indian company Writefine
Products Private Limited.
On February 3, 2016, F.I.L.A. S.p.A. in addition acquired control of the Daler-Rowney Lukas
Group, an illustrious brand producing and distributing since 1783 materials and accessories
on the arts & crafts market, with a direct presence in the UK, the Dominican Republic,
Germany and the USA.
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F.I.L.A. Group Structure
The F.I.L.A. Group structure at June 30, 2016 is presented below.
0.79%
0.0001%
99.21%
95%
5.00%
0.051%
100.0% 100.0% 100.0%
51.66%
100.0% 100.0% 100.0%
48.34%
99.998% 99.998% 99.990% 99.998%
51.0%
100.0%
0.47%
100.0%
100.0% 100.0%
52% 80%
100.0% 100.0% 100.0%
100%
100.0%
F.I.L.A. S.p.A.
OMYACOLOR S.A.
(France)
94.936%
F.I.L.A. CHILE LTDA
(Chile)
100.0%
100.00%
F.I.L.A. HISPANIA S.L. (Spain)
96.77%
Dixon Ticonderoga
Company
(U.S.A.)
FILA ARGENTINA S.A.
(Argentina)Fila Stationary and Office
Equipment Industry Ltd. Co.
(Turkey)
100.00%
Dixon Ticonderoga Inc.
(Canada)
Fila Dixon Art & Craft
Yixing Co.,Ltd
(China)Fila Hellas SA
(Greece)
50.00%
Industria Maimeri S.p.A. (Italy)51.00%
Fila Stationary O.O.O.
(Russia)
90.00%
Grupo F.I.L.A. -Dixon,
S.A. de C.V.
(Mexico)
Fila Dixon Stationery
(Kunshan) Co., Ltd. (China)
Xinjiang F.I.L.A.
Dixon Plantation Co.
Ltd. (China)
Licyn Mercantil Industrial Ltda
(Brazil)
99.99%
FILA LYRA GB Ltd
(United Kingdom)
Beijing F.I.L.A.-Dixon
Stationery Company Ltd
(China)
Dixon Comercializadora
S.A. de C.V.
(Mexico)
Dixon Ticonderoga de Mexico
S.A. de C.V.
(Mexico)
Fila Polska Sp. Z.o.o (Poland)
51.00%
Maimeri S.p.A.
(Italy)
1.00%Renoir Topco Ltd
(United Kingdom)
Servidix S.A.
de C.V.
(Mexico)
0.002%Dixon Mexico, SA. De CV
(Mexico)
Fila SA PTY LTD
(South Africa)
90.00% 100.0%
5.013%
Renoir Midco Ltd
(United Kingdom)WRITEFINE PRODUCTS PVT
LTD (India)
51.00%
100.0%
Renoir Bidco Ltd
(United Kingdom)Pioneer Stationery Pvt Ltd.
(India)
Fila Australia
PTY LTD
(Australia)
100.00% 100.0% 100.0% 100.0%
Daler Rowney Group
Ltd (United Kingdom)
Daler Rowney S.A.
(Belgium)
Daler Rowney Ltd
(United Kingdom)
Lyra Gmbh & Co. KG
(Germany)
99.53%
100.0% 100.0% 100.0% Daler Rowney Gmbh
(Germany)
Lastmill Ltd
(United Kingdom)
Longbeach Arts Ltd (United
Kingdom)
Daler-Rowney U.S.A.
Ltd (U.S.A.)
Daler Board Company
Ltd (United Kingdom)
PT. Lyra Akrelux
(Indonesia)
Lyra Scandinavia AB
(Sweden)
100.0% Rowney & Co.
(Pencils) Ltd
(United Kingdom)Lukas-Nerchau Gmbh
(Germany)
Nerchi Gmbh
(Germany)
Lyra Verwaltungs
Gmbh
(Germany)
Daler Holdings Ltd
(United Kingdom)
Bridshore Srl
(Dominican Republic)
Daler Designs Ltd
(United Kingdom)
Rowney (artists
brushes)
(United Kingdom)
For further details on the Group structure, reference should be made to Attachment 1 of the
“List of companies included in the consolidation and other investments”.
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2016 Half-Year Report
Key Financial Highlights
The F.I.L.A. Group key financial highlights for 1H 2016 are reported below.
Euro thousands 1H 2016
% core
business
revenue
1H 2015
% core
business
revenue
of which:
D&R Group(1)
of which:
Writefine(1)
of which:
Pioneer(1)
Core Business Revenue 201,514 100.0% 141,520 100.0% 59,994 42.4% 30,125 21,588 295
EBITDA 31,222 15.5% 25,973 18.4% 5,249 20.2% 2,487 3,118 27
EBIT 24,562 12.2% 21,800 15.4% 2,762 12.7% 658 1,259 17
Net financial charges (1,982) -1.0% (48,240) -34.1% 46,258 -95.9% (1,146) (82) (13)
Total income taxes (8,638) -4.3% (7,722) -5.5% (916) 11.9% 191 (665) (1)
F.I.L.A. Group Net Profit/(loss) 13,208 6.6% (34,348) -24.3% 47,556 -138.5% (298) 261 2
Earnings per share (€ cents)
basic 0.32 -1.15
diluted 0.32 -1.15
NORMALISED - Euro thousands 1H 2016% core
business
revenue
1H 2015% core
business
revenue
of which:
D&R Group(1)(2)
of which:
Writefine(1)(2)
of which:
Pioneer(1)
Core Business Revenue 201,514 100.0% 141,520 100.0% 59,994 42.4% 30,125 21,588 295
EBITDA 36,572 18.1% 27,860 19.7% 8,712 31.3% 2,639 3,140 27
EBIT 29,911 14.8% 23,687 16.7% 6,224 26.3% 810 1,281 17
Net financial charges (2,264) -1.1% (1,582) -1.1% (682) 43.1% (1,146) (82) (13)
Total income taxes (9,765) -4.8% (8,579) -6.1% (1,186) 13.8% 191 (673) (1)
F.I.L.A. Group Net Profit 17,143 8.5% 13,340 9.4% 3,803 28.5% (146) 269 2
Earnings per share (€ cents)
basic 0.42 0.45
diluted 0.41 0.39
Euro thousands
Cash Flow from operating activities
Investments
% core business revenue
Euro thousandsof which:
D&R Group
of which:
Pioneer
Net capital employed 92,334 947
Net Financial Instruments 0 0
Net Financial Position 2,974 (601)
Equity (95,308) (346)
(1) “Core Business Revenue" and “Net financial charges" are reported net of Intercompany transactions
(2) The figures are adjusted in terms of the normalisations required relating to companies subject to deconsolidation
(3) The Gross Operating Margin (EBITDA) corresponds to the operating result before amortisation and depreciation and write-downs;
Change
2016 - 2015
Change
2016 - 2015
June 30, 2016 June 30, 2015Change
2016 - 2015
(38,366) (54,175) 15,809
4,261 4,660 (399)
2.1% 3.3%
June 30, 2016 December 31, 2015Change
2016 - 2015
418,736 271,975 146,761
0 (21,504) 21,504
(4) Indicator of the net financial structure, calculated as the aggregate of the current and non-current financial debt, net of cash and cash equivalents and current financial assets and
loans provided to third parties classified as non-current asset. The net financial position as per CONSOB Communication DEM/6064293 of July 28, 2006 excludes non-current
financial assets. The non-current financial assets of the F.I.L.A. Group at June 30, 2016 amount to Euro 2,132 thousand, of which Euro 355 thousand included in the calculation of the
net financial position; therefore the F.I.L.A. Group financial indicator does not equate, for this amount, with the net financial position as defined in the above-mentioned Consob
communication. For further details, see paragraph ‘Financial Overview” of the Report below.
(188,895) (38,744) (150,151)
(229,841) (211,727) (18,114)
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2016 Normalisations:
• The normalisation of 1H 2016 EBITDA relates to non-recurring operating costs of
approx. Euro 5.4 million, principally for consultancy on the corporate operations carried
out in 1H 2016.
• The normalisation of Net financial charges relates principally to the net financial income
on the currency hedging derivative opened on the loan in UK Sterling for the acquisition
of the Daler-Rowney Group, net of the currency adjustments on the loan itself.
• The normalisation of the 1H 2016 Group Result concerns the above-stated
normalisations, net of the tax effect.
2015 Normalisations:
• The normalisation of 1H 2015 EBITDA relates to non-recurring operating costs for
approx. Euro 1.9 million, principally for consultancy on the merger proposal between
F.I.L.A. S.p.A. and Space S.p.A..
• The normalisation of Net financial charges concerns charges from the Fair Value
measurement of Space S.p.A. equity at May 31, 2015 (Euro 45.8 million) and of market
warrants at June 30, 2015 (Euro 0.9 million).
• The normalisation of the 1H 2015 Group Result concerns the above-stated
normalisations, net of the tax effect.
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F.I.L.A. Group Key Financial Highlights
The F.I.L.A. Group Key Financial Highlights for 1H 2016 are reported below.
Normalised operating results
The F.I.L.A. Group results in 1H 2016 report an EBITDA improvement of approx. 31.3% on
2015.
NORMALISED - Euro thousands
1H 2016
% core
business
revenue
1H 2015
% core
business
revenue
Core Business Revenue 201,514 100% 141,520 100% 59,994 42.4%
Other Revenue and Income 4,765 3,001 1,764 58.8%
TOTAL REVENUE 206,279 144,521 61,758 42.7%
TOTAL OPERATING COSTS (169,707) -84.2% (116,661) -82.4% (53,046) 45.5%
EBITDA 36,572 18.1% 27,860 19.7% 8,712 31.3%
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (6,661) -3.3% (4,172) -2.9% (2,489) 59.7%
EBIT 29,911 14.8% 23,687 16.7% 6,224 26.3%
NET FINANCIAL CHARGES (2,264) -1.1% (1,582) -1.1% (682) 43.0%
PRE-TAX PROFIT 27,647 13.7% 22,106 15.6% 5,541 25.1%
TOTAL INCOME TAXES (9,765) -4.8% (8,579) -6.1% (1,186) 13.8%
NET PROFIT - CONTINUING OPERATIONS 17,882 8.9% 13,526 9.6% 4,356 32.2%
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS 0 0.0% (120) -0.1% 120 -100.0%
NET PROFIT FOR THE PERIOD 17,882 8.9% 13,406 9.5% 4,476 33.4%
Non-controlling interest profit 739 0.4% 66 0.0% 673 1018.4%
F.I.L.A. GROUP NET PROFIT 17,143 8.5% 13,340 9.4% 3,803 28.5%
Change 2016 - 2015
The principal changes compared to 2015 are illustrated below.
“Core Business Revenue” of Euro 201,514 thousand increased on 2015 by Euro 59,994
thousand (+42.4%).
Excluding the negative currency impact of Euro 6,134 thousand (principally on the Mexican
and Argentinian Peso) and the M&A effect of approx. Euro 52,008 thousand (of which Euro
21,588 concerning the Indian company Writefine Products PVT Ltd (India), consolidated in
October 2015, Euro 295 thousand concerning the Indian company Pioneer Stationery Private
Ltd (India), consolidated in May 2016 and Euro 30,125 thousand concerning the English
Daler-Rowney Lukas, consolidated from February 2016), organic growth was Euro 14,120
thousand (+10%), principally concentrated in Central-South America for Euro 4,849
thousand, +20,8% (particularly Mexico and Argentina), Europe for Euro 4,793 thousand,
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+7% (particularly Italy, Russia, Germany and Scandinavia) and North America for Euro
3,933 thousand, +8.1% (United States).
Other Revenue and Income of Euro 4,765 thousand increased on the previous year Euro
1,764 thousand on the basis of exchange gains on commercial operations.
“Operating Costs” of Euro 169,707 thousand increased Euro 53,046 thousand on 2015,
principally due to the M&A effect stated above (Euro 49,127 thousand). The increase in
acquisition and commercial costs in support of higher revenue was in part offset by the
depreciation of the Mexican and Chinese currencies, in addition to air transport savings in
2015 to ensure punctual procurement;
The normalised “EBITDA” in 2016 of Euro 36,572 thousand therefore improved Euro 8,712
thousand on 2015 (+31.3%, of which +12.1% entirely organic growth excluding the currency
effect), greater therefore than organic revenue growth (+10%).
Amortisation, depreciation & write-downs increased Euro 2,489 thousand, entirely due to the
above-stated M&A effect.
Normalised “Net financial charges” increased Euro 681 thousand, principally due to higher
interest charges and currency related charges.
Group “Income taxes” amounted to Euro 9,765 thousand, with the effective tax rate reducing
on the comparative period. The tax benefits stemmed from the use of prior tax losses of the
parent, principally for the revaluation of market warrants and the use of the “ACE” assessable
tax base.
Excluding the non-controlling interest result, the F.I.L.A. Group normalised net profit in
2016 was Euro 17,143 thousand, compared to Euro 13,340 thousand in the previous year.
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Statement of Financial Position
The statement of financial position of the F.I.L.A. Group at June 30, 2016 is reported below.
Euro thousandsJune 2016 December 2015
Change
2016 - 2015
Intangible assets 152,789 88,156 64,633
Property, plant & equipment 59,221 47,901 11,320
Financial assets 1,808 1,785 23
NET FIXED ASSETS 213,818 137,842 75,976
OTHER ASSETS/NON-CURRENT LIABILITIES 14,933 13,901 1,033
Inventories 157,155 118,519 38,636
Trade and Other Receivables 152,805 77,731 75,074
Other Current Assets 6,312 5,020 1,292
Trade and Other Payables (79,071) (52,985) (26,086)
Other Current Liabilities (7,909) (1,840) (6,070)
NET WORKING CAPITAL 229,293 146,445 82,848
PROVISIONS (39,308) (26,213) (13,095)
NET CAPITAL EMPLOYED 418,736 271,975 146,761
EQUITY (229,841) (211,727) (18,114)
NET FINANCIAL INSTRUMENTS 0 (21,504) 21,504
NET FINANCIAL POSITION (188,895) (38,744) (150,151)
NET FUNDING SOURCES (418,736) (271,975) (146,761)
Note:
- for the breakdown of the accounts illustrated in the above table, reference should be made to the “F.I.L.A. Group Consolidated Financial
Statements at June 30, 2016”.
The “Net Capital Employed” of the F.I.L.A. Group at June 30, 2016 of Euro 418,736
thousand is principally comprised of “Net Fixed Assets” of Euro 213,818 thousand
(increasing on December 31, 2015 Euro 75,976 thousand) and the “Net Working Capital”
totalling Euro 229,293 (increasing on December 31, 2015 Euro 82,848 thousand). These
increases include the change in the consolidation scope with the entry of the Daler-Rowney
Lukas Group on February 3, 2016 for Euro 98,899 thousand.
The increase in “Net Fixed Assets”, amounting to Euro 75,976 thousand, mainly concerned
“Intangible and Tangible Fixed Assets” and relates to the change in the consolidation scope
in 2016, substantially concerning the Daler-Rowney Lukas Group for Euro 84,213 thousand
and marginally the net investments undertaken during the year by the other Group companies.
The increase in “Intangible Assets” of Euro 64,633 thousand mainly relates to “Brands,
Know-how and Goodwill” and partly the “Goodwill” of the Daler-Rowney Lukas Group,
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recognised during the Business Combination of February 3, 2016, for a total of Euro 74,304
thousand, less currency translation impacts of Euro 7,483 thousand and amortisation of Euro
2,637 thousand.
The increase in “Property, plant and equipment” of Euro 11,320 thousand mainly relates to
the assets of the Daler-Rowney Lukas Group, recognised at February 3, 2016, for a total of
Euro 12,839 thousand, net investments of Euro 3,940 thousand, less depreciation of Euro
3,868 thousand and currency translation impacts of Euro 2,411 thousand.
The principal changes in “Net Working Capital” refer to the increase in the account “Trade
and Other Receivables” (Euro 75,074 thousand), due to the seasonality of the F.I.L.A.
Group’s business and the increase in revenue, in addition to, for Euro 16,147 thousand, the
change in the consolidation scope with the entry of the Daler-Rowney Lukas Group.
“Inventories” increased Euro 38,636 thousand, mainly at the US, German, French and
Canadian subsidiaries and substantially in support of the expanding order book in the first
half-year and the prompt execution of orders, in addition to, for Euro 23,520 thousand, the
entry into the consolidation scope of the Daler-Rowney Lukas Group. The increase in
“Inventories” and “Trade and Other Receivables” is offset by the changes to “Trade and
Other Payables” (Euro -26,086 thousand), principally against increased purchases in support
of higher production volumes and inventory, in addition to extraordinary consultancy on
M&A operations and for Euro 13,075 thousand the entry into the consolidation scope of the
Daler-Rowney Lukas Group.
The increase in “Provisions” of Euro 13,095 thousand substantially concerns “Deferred Tax
Liabilities” contributed by the Daler-Rowney Lukas Group under the Business Combination
process of February 3, 2016, for a total of Euro 14,087 thousand and the tax effect from the
Fair Value adjustment of “Brands” and “Know-how”.
The “Equity” of the F.I.L.A. Group amounting to Euro 229,841 thousand at June 30, 2016
increased by Euro 18,114 thousand on the previous year. This is principally due to the
exercise of “Market Warrants” for Euro 21,444 thousand and the comprehensive net profit in
2016 of the Group companies, totalling Euro 13,208 thousand, offset by the “Translation
Reserve” concerning the conversion of the Group companies financial statements for Euro
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11,984 thousand, recorded principally in UK Sterling and Mexican Pesos, the distribution of
dividends to shareholders of the F.I.L.A. Group of Euro 4,277 thousand, in addition to the
“IAS 19 Reserve” for Euro 1,156 thousand.
Following the conclusion of the Market Warrants exercise period, the “Net Financial
Instruments” account amounted to zero, which at December 31, 2015 amounted to Euro
21,504 thousand. The effect of the conversion into shares resulted in a change to equity as
previously described of Euro 21,444 thousand; the residual non-exercised portion was
recognised to the income statement as financial income for Euro 60 thousand.
The F.I.L.A. Group “Net Financial Position” at June 30, 2016 was a net debt of Euro 188,895
thousand, increasing on Euro 150,151 thousand at December 31, 2015. For greater details,
reference should be made to the “Financial Overview” paragraph.
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Financial overview
The overview of the 1H 2016 Group operating and financial performance is completed by the
Statement of Cash Flow and Group Net Financial Position reported below.
Euro thousands June 2016 June 2015
EBIT 24,562 21,800
adjustments for non-cash items: 7,351 4,488
Amortisation & Depreciation 6,504 3,617
Write-down and Recovery in Value 8 4
Doubtful Debt Provision 149 552
Exch. effect on Assets and Liabilities in Foreign Curr. of Commercial Transactions 704 318
Gain/Loss on Fixed Asset Disposals (14) (3)
integrations for: (3,913) (6,870)
Income Taxes Paid (3,262) (6,496)
Unrealised Exchange Differences on Assets and Liabilities in Foreign Currencies 1,963 344
Realised Exchange Differences on Assets and Liabilities in Foreign Currencies (2,614) (718)
CASH FLOW FROM OPERATING ACTIVITIES BEFORE CHANGES IN NET
WORKING CAPITAL28,000 19,418
Changes in Net Working Capital: (66,366) (73,593)
Change in Inventories (19,215) (17,723)
Change in Trade and Other Receivables (62,000) (57,273)
Change in Trade and Other Payables 15,323 1,868
Change in Other Assets/Liabilities (1,194) (450)
Change in Post-Employment and Employee Benefits 719 (15)
CASH FLOW FROM OPERATING ACTIVITIES (38,366) (54,175)
Total Investment/Divestment in Intangible Assets (301) (50)
Total Investment/Divestment in Property, Plant and Equipment (3,960) (4,610)
Cash Flow from Non-Current Assets & Liabilities Held-for-Sale 0 171
Total Investment/Divestment in Other Financial Assets (585) (90)
Acquisition of investment in Daler & Rowney Lucas Group (16,875) 0
Acquisition of investment in Pioneer Stationary Pvt Ltd (13) 0
Interest Received 110 162
CASH FLOW FROM INVESTING ACTIVITIES (21,623) (4,416)
Total Change in Equity (4,277) (64)
Interest Paid (2,357) (1,787)
Total Increase/Decrease Loans and Other Financial Liabilities 128,718 (13,531)
CASH FLOW FROM FINANCING ACTIVITIES 122,083 (15,382)
Translation difference (11,984) 3,699
Other non-cash equity changes 11,469 (2,497)
NET CASH FLOW IN THE PERIOD 61,579 (72,770)
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the period 17,542 30,663
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the period (change in
consolidation scope) (87,227) 93,333
CASH AND CASH EQUIVALENTS NET OF BANK OVERDRAFTS AT END OF THE
PERIOD(8,105) 51,226
1) Cash and cash equivalents in 1H 2016 totalled Euro 15,626 thousand; current account overdrafts amounted to Euro
23,731 thousand net of relative interest.
2) Cash and cash equivalents at June 30, 2015 totalled Euro 59,842 thousand; current account overdrafts amounted to
Euro 8,615 thousand net of relative interest.
3) The cash flows are presented using the indirect method. In order to provide a more complete and accurate presentation
of the individual cash flows, the effects from non-cash operations were eliminated (including the conversion of
statement of financial position items in currencies other than the Euro), where significant. These effects were
aggregated and included in the account “Other non-cash changes”.
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The net cash flow absorbed in 2016 from “Operating Activities” of Euro 38,366 thousand
(absorption of operating cash at June 30, 2015 of Euro 54,175 thousand) concerns:
for Euro 28,000 thousand (Euro 19,418 thousand at June 30, 2015) cash flow generated
from “Operating Activities”, based on the difference of the “Value” and the “Costs of
Cash Generation” and the remaining ordinary income components, excluding financial
management;
for a negative Euro 66,366 thousand (Euro 73,593 thousand in 1H 2015), “Working
Capital Management” movements, principally due to the increase of “Trade and Other
Receivables”, in line with the seasonality of the business, in addition to the increase in
stock levels (required to support higher sales volumes and to guarantee the prompt
fulfilment of customer orders). The latter effect principally concerns the subsidiaries
Dixon Ticonderoga Company (U.S.A.), Omyacolor S.A. (France), Lyra Gmbh & Co. KG
(Germany), Dixon Ticonderoga Inc. (Canada), F.I.L.A. Chile Ltda (Chile), FILA
Argentina S.A. (Argentina) and F.I.L.A. Hispania S.L. (Spain). The above-stated
absorption of cash is offset by the increase in “Trade and Other Payables”, principally at
the US subsidiary. This increase principally follows increased Group purchases in
support of higher production volumes and inventories, in addition to extraordinary
consultancy on M&A operations, mainly by the parent.
“Investing Activities” absorbed net liquidity of Euro 21,623 thousand (Euro 4,416 thousand
in 1H 2015), of which:
Euro 16,888 thousand (Euro 0 thousand at June 30, 2015), almost exclusively
concerning the acquisition of the Daler & Rowney Group and of Pioneer
Stationery Private Ltd (India).
Euro 301 thousand (Euro 50 thousand at June 30, 2015), almost exclusively
concerning the purchase of software by Writefine Products PVT LTD (India);
Euro 3,960 thousand (Euro 4,610 thousand in 1H 2016) for net investment in plant
and machinery, principally by Writefine Products PVT LTD (India), Fila Dixon
Stationery (Kunshan) Co., Ltd. (China), F.I.L.A. S.p.A. (Italy), Grupo F.I.L.A. –
Dixon, S.A. de C.V. (Mexico) and Daler Rowney Ltd (United Kingdom).
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“Financing Activities” generated net cash of Euro 122,083 thousand (absorbing cash of Euro
15,382 thousand in 1H 2015), principally concerning:
the decrease in equity of Euro 4,277 thousand (decrease of Euro 64 thousand in 1H 2015)
following the distribution of dividends to F.I.L.A. Group shareholders;
the absorption of Euro 2,357 thousand (Euro 1,787 thousand in 1H 2015) from interest
charges paid on loans and credit lines granted to Group companies, principally F.I.L.A.
S.p.A. (Italy), Dixon Ticonderoga Company (U.S.A.), Grupo F.I.L.A. –Dixon, S.A. de
C.V. (Mexico) and Writefine Products PVT LTD (India);
the generation of Euro 128,718 thousand, principally due to the bank loan issued for the
acquisition of the Daler-Rowney Lucas Group.
Finally, the negative translation difference of Euro 11,984 thousand, following the conversion
of Group companies financial statements from local currency to the consolidation currency
(the Euro), is almost entirely offset by non-cash increases for Euro 11,469 thousand
(principally due to the exchange rate movements on the previous year concerning the larger
balance sheet items).
The total net cash generated in the period was therefore Euro 61,579 thousand (absorption of
Euro 72,770 thousand in the first half of 2015).
Considering therefore the “Cash and cash equivalents” at the beginning of the period of Euro
17,542 thousand and the “Cash and cash equivalents from the change in consolidation scope
at the contribution date” for a negative Euro 87,227 thousand, the “Cash and cash
equivalents” at period-end was a negative Euro 8,105 thousand.
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The Net Financial Position at June 30, 2016 reports a debt of Euro 188,895 thousand.
Euro thousandsJune 30, 2016 December 31, 2015 Change in period
A Cash 130 132 (2)
B Other cash equivalents 15,496 30,551 (15,055)
C Securities held-for-trading 0 0 0
D Liquidity ( A + B + C) 15,626 30,683 (15,057)
E Current financial receivables 1,254 268 986
F Current bank payables (93,794) (67,319) (26,475)
G Current portion of non-current debt (10,311) (715) (9,596)
H Other current financial payables (2,229) (505) (1,724)
I Current financial debt ( F + G + H ) (106,334) (68,539) (37,795)
J Net current financial debt (I + E+ D) (89,454) (37,588) (51,866)
K Non-current bank payables (99,614) (1,404) (98,210)
L Bonds issued 0 0 0
M Other non-current payables (182) (106) (76)
N Non-current financial debt ( K + L + M ) (99,796) (1,510) (98,286)
O Net financial debt (J+N) (189,250) (39,098) (150,152)
P Loans issued to third parties 355 354 1
Q Net financial debt (O + P) - F.I.L.A. Group (188,895) (38,744) (150,151)
Note:
3) At June 30, 2016 there were no transactions with related parties which impacted the net financial debt.
1) The net financial debt calculated at point “O” complies with Consob Communication DEM/6064293 of July 28, 2006, which excludes non-
current financial assets. The net financial debt of the F.I.L.A. Group differs from the above communication by Euro 355 thousand in relation to the
non-current loans granted to third parties by F.I.L.A. S.p.A. (Euro 350 thousand) and Omyacolor S.A. (Euro 5 thousand)
2) The Market Warrants recognised to the financial statements at December 31, 2015 of Euro 21,504 thousand are not considered an integral part
of the net financial debt as cashless financial instruments.
Compared to December 31, 2015 (debt of Euro 38,744 thousand), net debt increased Euro
150,151 thousand. Excluding the net debt of the Daler-Rowney Lukas Group and of Pioneer
Stationery P. Ltd at the acquisition date, respectively amounting to Euro 86,752 thousand and
Euro 512 thousand, the currency effect from the translation of the net financial position items
in currencies other than the Euro, contributing cash of Euro 2,638 thousand, the absorption of
cash following the recognition of the investment in the Daler-Rowney Lukas Group of Euro
16,751 thousand (of which Euro 1,084 thousand consultancy for the corporate operation), the
increase in the net debt was Euro 48,773 thousand (compared to the cash absorption of Euro
59,121 thousand in the first half of 2015) and principally concerns:
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net cash absorbed from operating activities of Euro 38,366 thousand (Euro 54,175
thousand in the first half of 2015), due principally to the increase in the working
capital of the main group companies and reflective of business seasonality;
net tangible and intangible asset investment of Euro 4,261 thousand (Euro 4,660
thousand in 1H 2015);
the payment of dividends of Euro 4,277 thousand to F.I.L.A. S.p.A. shareholders by
the parent, to non-controlling interests of the Indian and German subsidiaries (Euro 64
thousand in 1H 2015)
cash absorbed from interest on loans and credit lines issued to Group companies of
Euro 2,357 thousand (Euro 1,787 thousand in 1H 2015).
For further details on the changes to the balance sheet accounts, reference should be made to
“Note 12 – Share Capital and Equity” and “Note 13 – Financial Liabilities” of the Notes.
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Disclosure by operating segment
As per IFRS 8, F.I.L.A Group segment reporting is based on internal reporting, which is
constantly reviewed by the highest level of Group management in order to allocate resources
to the various segments and to analyse performance.
Geographic region is the primary basis of analysis and of decision-making by F.I.L.A. Group
Management, therefore fully in line with the internal reporting prepared for these purposes.
The products of the F.I.L.A. Group are similar in terms of quality and production, target
market, margins, sales network and clients, even with reference to the different brands which
the Group markets. No diversification is therefore deemed to be present within the segment,
in consideration of the substantial uniformity of the risks and benefits relating to the products
produced by the F.I.L.A. Group.
The segment disclosure accounting standards are in line with those utilised for the
consolidated financial statements.
Segment disclosure was therefore based on the location of operations (“Entity Locations”),
broken down as follows: “Europe”, “North America”, “Central and South America” and
“Rest of the World”. The “Rest of the World” includes the subsidiaries in South Africa and
Australia.
The “Business Segment Reporting” of the F.I.L.A. Group aggregates companies by region on
the basis of the “operating location”.
The association between the regions, reported in the “Business Segment Reporting” and the
F.I.L.A. Group companies was as follows:
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EuropeF.I.L.A. S.p.A. (Italy)
Omyacolor S.A. (France)
F.I.L.A. Hispania S.L. (Spain)
FILALYRA GB Ltd. (United Kingdom)
Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG (Germany)
Lyra Bleistift-Fabrik Verwaltungs GmbH (Germany)
Lyra Scandinavia AB (Sweden)
FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey)
Fila Stationary O.O.O. (Russia)
Industria Maimeri S.p.A. (Italy)
Fila Hellas SA (Greece)
Fila Polska Sp. Z.o.o (Poland)
Renoir Topco Ltd (United Kingdom)
Renoir Midco Ltd (United Kingdom)
Renoir Bidco Ltd (United Kingdom)
Daler Rowney Group Ltd (United Kingdom)
Daler Rowney S.A. (Belgium)
Daler Rowney Ltd (United Kingdom)
Longbeach Arts Ltd (United Kingdom)
Daler Board Company Ltd (United Kingdom)
Daler Holdings Ltd (United Kingdom)
Daler Designs Ltd (United Kingdom)
Daler Rowney GmbH (Germany)
Lukas-Nerchau GmbH (Germany)
Nerchauer Malfarben GmbH (Germany)
Lastmill Ltd (United Kingdom)
Rowney & Company Pencils Ltd (United Kingdom)
Rowney (Artists Brushes) Ltd (United Kingdom)
North America
Dixon Ticonderoga Company (U.S.A.)
Dixon Ticonderoga Inc. (Canada)
Daler Rowney USA Ltd (U.S.A.)
Central - South America
Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico)
F.I.L.A. Chile Ltda (Chile)
FILA Argentina S.A. (Argentina)
Licyn Mercantil Industrial Ltda (Brazil)
Brideshore srl (Dominican Republic)
Asia
Beijing F.I.L.A.-Dixon Stationery Company Ltd. (China)
Xinjiang F.I.L.A.-Dixon Plantation Company Ltd. (China)
Fila Dixon Art & Craft Yixing Co.,Ltd (China)
PT. Lyra Akrelux (Indonesia)
FILA Dixon Stationery (Kunshan) Co., Ltd. (China)
Pioneer Stationery Pvt Ltd. (India)
Writefine Products PVT LTD (India)
Rest of the World
FILA Australia PTY LTD (Australia)
FILA SA PTY LTD (South Africa)
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The segment reporting required in accordance with IFRS 8 is presented below.
For the purposes of providing comparable financial statements, the figures are shown net of
the change in the consolidation scope during 2016 following the acquisition of the Daler-
Rowney Lukas Group and the controlling stake in Pioneer Stationery Pvt Ltd, previously an
associate of Writefine Products Private Limited at December 31, 2015. In addition, in relation
to the income statement, the 1H 2016 figures exclude also Writefine Products Private
Limited, consolidated from November 2015.
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Business Segments – Statement of Financial Position
The “statement of financial position” for the F.I.L.A. Group by region, at June 30, 2016 and
December 31, 2015, is reported below:
Euro thousands EuropeNorth
America
Central -
South AmericaAsia
Rest of the
WorldConsolidation
F.I.L.A.
Group
June 2016
STATEMENT OF FINANCIAL POSITION
Non-Current Assets 302,265 14,241 13,699 91,736 175 (192,911) 229,205
of which Intercompany (192,549) (181) (8) (173)
Intangible Assets 75,327 5,882 5,064 66,270 111 135 152,789
Property, Plant and Equipment 26,152 1,868 6,881 24,261 59 59,221
Non-Current Financial Assets 1,355 686 325 631 5 (870) 2,132
Investments measured at Cost 193,115 480 8 307 (193,879) 31
Deferred Tax Assets 6,316 4,769 1,421 267 2,259 15,032
Other Receivables 556 (556)
Current Assets 266,297 97,781 100,301 45,883 1,810 (178,921) 333,152
of which Intercompany (132,595) (8,283) (22,895) (15,147)
Current Financial Assets 91,671 2,302 139 1,290 (94,148) 1,254
Current Tax Receivables 2,136 1,847 606 1,723 6,312
Inventories 65,358 44,054 32,456 21,433 1,367 (7,513) 157,155
Trade and Other Receivables 99,020 48,345 63,628 18,744 352 (77,284) 152,805
Cash and Cash Equivalents 8,113 1,233 3,472 2,693 91 24 15,626
TOTAL ASSETS 568,563 112,022 114,000 137,619 1,985 (371,832) 562,357
of which Intercompany (325,144) (8,464) (22,903) (15,320)
Non-Current Liabilities 119,449 4,470 1,527 14,079 (1,301) 138,224
of which Intercompany (745) (556)
Non-Current Financial Liabilities 99,989 22 152 502 (870) 99,795
Employee Benefits 4,060 931 816 326 6,133
Provisions for Risks and Charges 662 706 1,368
Deferred Tax Liabilities 14,738 2,255 559 13,152 125 30,829
Other Payables 556 99 (556) 99
Current Liabilities 214,377 53,414 62,950 31,913 3,045 (171,407) 194,292213,515 4,886 9,203 12,304 2,371 of which Intercompany (125,686) (13,056) (16,803) (13,041) (2,821)
Current Financial Liabilities 130,774 22,202 38,169 8,059 1,278 (94,148) 106,334
Provisions for Risks and Charges 888 90 978
Current Tax Payables 1,246 4,195 568 1,900 7,909
Trade and Other Payables 81,469 26,927 24,213 21,954 1,767 (77,259) 79,070
TOTAL LIABILITIES 333,826 57,884 64,477 45,992 3,045 (172,708) 332,516
of which Intercompany (126,431) (13,612) (16,803) (13,041) (2,821)
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Goegraphic Area - F.I.L.A. Group
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Euro thousands EuropeNorth
America
Central -
South AmericaAsia
Rest of the
WorldConsolidation
F.I.L.A.
Group
December 2015
STATEMENT OF FINANCIAL POSITION
Non-Current Assets 34,564 10,015 15,456 93,693 180 (1,679) 152,229
of which Intercompany (2,108) 578 (148)
Intangible Assets 8,383 4,251 7,089 68,545 112 (224) 88,156
Property, Plant and Equipment 16,014 1,233 6,412 24,178 64 47,901
Non-Current Financial Assets 3,425 497 334 472 4 (2,945) 1,787
Investments measured at Equity 322 322
Investments measured at Cost 31 31
Deferred Tax Assets 6,711 4,034 1,621 176 1,490 14,032
Current Assets 103,815 49,667 66,930 45,805 1,423 (35,419) 232,221
of which Intercompany (16,206) (3,728) (2,946) (12,536) (3)
Current Financial Assets 4,146 215 881 (4,974) 268
Current Tax Receivables 2,186 1,517 289 1,028 5,020
Inventories 49,134 24,804 26,285 22,118 925 (4,747) 118,519
Trade and Other Receivables 39,065 12,375 36,536 15,375 337 (25,957) 77,731
Cash and Cash Equivalents 9,284 10,971 3,605 6,403 161 259 30,683
TOTAL ASSETS 138,379 59,682 82,386 139,498 1,603 (37,098) 384,450
of which Intercompany (18,315) (3,150) (2,946) (12,684) (3)
Non-Current Liabilities 9,868 3,421 2,219 14,732 (2,820) 27,421
of which Intercompany (1,820) (1,000)
Non-Current Financial Liabilities 2,843 16 1,000 596 (2,945) 1,510
Employee Benefits 3,473 816 763 300 5,352
Provisions for Risks and Charges 607 335 942
Deferred Tax Liabilities 2,945 2,254 457 13,704 125 19,485
Other Payables 132 132
Current Liabilities 77,788 21,427 42,081 32,172 2,506 (30,672) 145,302
of which Intercompany (7,696) (453) (9,167) (11,100) (2,255)
Current Financial Liabilities 19,391 16,479 25,651 10,814 1,178 (4,974) 68,539
Financial Instruments 21,504 21,504
Provisions for Risks and Charges 342 92 434
Current Tax Payables 316 29 300 1,195 1,840
Trade and Other Payables 36,235 4,827 16,130 20,163 1,328 (25,698) 52,985
TOTAL LIABILITIES 87,656 24,848 44,301 46,904 2,506 (33,492) 172,723
of which Intercompany (9,516) (453) (10,167) (11,100) (2,255)
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Goegraphic Area - F.I.L.A. Group
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For a better understanding of the changes between the comparative periods, the F.I.L.A.
Group Business Segments at June 2016 at like-for-like consolidation scope with 2015 are
reported below.
Euro thousands EuropeNorth
America
Central -
South AmericaAsia
Rest of the
WorldConsolidation
F.I.L.A.
Group
June 2016 - LIKE-FOR-LIKE CONSOLIDATION SCOPE
STATEMENT OF FINANCIAL POSITION
Non-Current Assets 119,327 12,726 12,649 90,874 175 (88,692) 146,753
of which Intercompany (88,513) (180) (8) 9
Intangible Assets 11,705 5,882 5,064 66,270 111 (3,510) 85,522
Property, Plant and Equipment 16,031 1,165 5,832 23,430 59 46,516
Non-Current Financial Assets 1,346 686 325 617 5 (870) 2,110
Investments measured at Equity
Investments measured at Cost 85,193 480 8 (85,650) 31
Deferred Tax Assets 5,051 3,957 1,421 251 1,895 12,575
Other Receivables 556 (556)
Current Assets 131,735 77,460 77,133 45,453 1,810 (46,889) 286,704
of which Intercompany (21,754) (4,759) (5,235) (15,140)
Current Financial Assets 6,669 1 139 1,290 (7,925) 173
Current Tax Receivables 2,116 1,847 606 1,650 6,218
Inventories 51,275 35,249 27,297 21,236 1,367 (5,960) 130,465
Trade and Other Receivables 65,093 39,543 45,674 18,617 352 (33,027) 136,251
Cash and Cash Equivalents 6,583 820 3,417 2,660 91 24 13,595
Non-Current and Current Assets Held-for-Sale
of which Intercompany
TOTAL ASSETS 251,062 90,186 89,782 136,328 1,985 (135,580) 433,456
of which Intercompany (110,267) (4,939) (5,243) (15,131)
Non-Current Liabilities 107,017 4,457 1,527 13,948 (1,301) 125,648
of which Intercompany (745) (556)
Non-Current Financial Liabilities 99,928 9 152 501 (870) 99,720
Employee Benefits 3,671 931 816 321 5,739
Provisions for Risks and Charges 662 706 1,368
Deferred Tax Liabilities 2,756 2,255 559 13,027 125 18,722
Other Payables 556 99 (556) 98
Current Liabilities 87,334 42,672 54,044 31,100 3,045 (40,929) 177,266
of which Intercompany (10,634) (5,646) (8,794) (13,034) (2,821)
Current Financial Liabilities 46,784 19,937 38,169 7,427 1,278 (7,925) 105,670
Provisions for Risks and Charges 342 90 432
Current Tax Payables 1,231 3,943 568 1,895 7,637
Trade and Other Payables 38,977 18,703 15,307 21,778 1,767 (33,003) 63,527
Liab. related to Non-Current & Current Assets Held-for-Sale
TOTAL LIABILITIES 194,351 47,130 55,570 45,047 3,045 (42,230) 302,914
of which Intercompany (11,379) (6,202) (8,794) (13,034) (2,821)
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
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Business Segments – Income Statement
The “income statement” for the F.I.L.A. Group by region for 1H 2016 and 1H 2015 is
reported below:
Euro thousands EuropeNorth
America
Central -
South
America
AsiaRest of the
WorldConsolidation F.I.L.A. Group
1H 2016
INCOME STATEMENT
Core Business Revenue 118,884 67,613 42,161 43,992 260 (71,396) 201,514
Other Revenue and Income 4,985 1,176 1,538 518 47 (3,499) 4,765
TOTAL REVENUE 123,869 68,789 43,699 44,510 307 (74,895) 206,279
of which Intercompany (33,213) (1,759) (18,995) (20,927)
Raw Materials, Ancillary, Consumables and Goods (67,534) (52,616) (26,522) (26,547) (558) 71,480 (102,297)
Services and Rent, Leases and Similar Costs (27,336) (10,783) (7,245) (5,067) (180) 2,372 (48,239)
Other Operating Costs (2,305) (1,387) (1,672) (138) (4) (186) (5,692)
Change in Inventory 4,281 12,511 3,069 (67) 395 (1,663) 18,526
Labour Costs (19,949) (3,816) (6,359) (7,133) (98) (37,355)
TOTAL OPERATING COSTS (112,843) (56,091) (38,729) (38,952) (445) 72,003 (175,057)
of which Intercompany 36,042 25,307 5,445 4,656 553
EBITDA 11,026 12,698 4,970 5,558 (138) (2,892) 31,222
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (3,242) (452) (738) (2,219) (9) (6,660)
EBIT 7,784 12,246 4,232 3,339 (147) (2,892) 24,562
NET FINANCIAL CHARGES 4,212 1,736 (644) (224) 25 (7,087) (1,982)
of which Intercompany (5,170) (1,969) 40 12
PRE-TAX PROFIT/(LOSS) 11,996 13,982 3,588 3,115 (122) (9,979) 22,580
TOTAL INCOME TAXES (3,271) (4,195) (807) (930) 565 (8,638)
of which Intercompany 278 287
NET PROFIT/(LOSS) - CONTINUING OPERATIONS 8,725 9,787 2,781 2,185 (122) (9,414) 13,942
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS
NET PROFIT/(LOSS) FOR THE PERIOD 8,725 9,787 2,781 2,185 (122) (9,414) 13,942
Non-controlling interest profit/(loss) 201 545 (12) 734
F.I.L.A. GROUP NET PROFIT/(LOSS) 8,524 9,787 2,781 1,640 (110) (9,414) 13,208
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
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Euro thousands EuropeNorth
America
Central -
South AmericaAsia
Rest of the
WorldConsolidation F.I.L.A. Group
1H 2015
INCOME STATEMENT
Core Business Revenue 81,497 48,935 35,902 23,136 94 (48,044) 141,520
Other Revenue and Income 2,806 1,122 1,347 298 53 (2,626) 3,001
TOTAL REVENUE 84,304 50,057 37,250 23,433 148 (50,670) 144,521
of which Intercompany (14,666) (1,423) (12,534) (22,047)
Raw Materials, Ancillary, Consumables and Goods (45,905) (32,927) (28,918) (13,232) (261) 48,393 (72,850)
Services and Rent, Leases and Similar Costs (18,307) (8,435) (6,584) (2,072) (169) 2,547 (33,020)
Other Operating Costs (844) (885) (1,026) (64) () (269) (3,088)
Change in Inventory 5,656 4,663 8,930 (1,414) 170 (117) 17,889
Labour Costs (13,985) (2,890) (5,924) (4,550) (129) (27,479)
TOTAL OPERATING COSTS (73,385) (40,474) (33,522) (21,332) (389) 50,554 (118,548)
of which Intercompany 21,806 17,982 6,182 4,333 251
EBITDA 10,919 9,582 3,727 2,102 (242) (116) 25,973
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (2,156) (260) (915) (831) (10) (4,173)
EBIT 8,763 9,322 2,812 1,271 (251) (116) 21,800
NET FINANCIAL CHARGES (42,561) 1,806 (1,101) (203) (16) (6,164) (48,240)
of which Intercompany (4,191) (1,989) 9 5
PRE-TAX PROFIT/(LOSS) (33,797) 11,128 1,711 1,070 (269) (6,281) (26,440)
TOTAL INCOME TAXES (3,747) (3,418) (887) 264 65 (7,722)
of which Intercompany 289 (224)
NET PROFIT/(LOSS) - CONTINUING OPERATIONS (37,545) 7,710 824 1,334 (269) (6,216) (34,162)
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS 2 (122) (120)
NET PROFIT/(LOSS) FOR THE PERIOD (37,545) 7,713 824 1,212 (269) (6,216) (34,282)
Non-controlling interest profit/(loss) 160 37 (131) 66
FILA GROUP NET PROFIT/(LOSS) (37,705) 7,713 824 1,173 (136) (6,216) (34,348)
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A Group
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For a better understanding of the changes between the comparative periods, the F.I.L.A.
Group Business Segments at June 2016 at like-for-like consolidation scope with 2015 are
reported below.
Euro thousands EuropeNorth
America
Central -
South
America
AsiaRest of the
WorldConsolidation F.I.L.A. Group
1H 2016 - LIKE-FOR-LIKE CONSOLIDATION SCOPE
INCOME STATEMENT
Core Business Revenue 87,108 52,760 34,802 19,767 260 (45,191) 149,506
Other Revenue and Income 2,803 1,112 1,516 300 47 (2,416) 3,360
TOTAL REVENUE 89,910 53,872 36,318 20,066 307 (47,607) 152,866
of which Intercompany (15,655) (1,515) (11,850) (18,586)
Raw Materials, Ancillary, Consumables and Goods (43,977) (39,186) (21,486) (12,151) (558) 44,639 (72,718)
Services and Rent, Leases and Similar Costs (21,859) (9,313) (6,777) (2,146) (180) 1,845 (38,430)
Other Operating Costs (886) (1,361) (1,669) (113) (4) (107) (4,141)
Change in Inventory 2,186 10,749 2,480 458 395 (852) 15,416
Labour Costs (14,709) (2,976) (5,530) (4,090) (98) (27,403)
TOTAL OPERATING COSTS (79,246) (42,087) (32,982) (18,042) (445) 45,526 (127,276)
of which Intercompany 19,642 16,928 3,893 4,509 553
EBITDA 10,664 11,785 3,336 2,025 (138) (2,081) 25,590
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (1,724) (248) (631) (350) (9) (2,962)
EBIT 8,940 11,537 2,705 1,675 (147) (2,081) 22,628
NET FINANCIAL CHARGES 5,344 1,746 (644) (130) 25 (7,083) (741)
of which Intercompany (5,166) (1,969) 40 12
PRE-TAX PROFIT/(LOSS) 14,284 13,283 2,061 1,545 (121) (9,164) 21,887
TOTAL INCOME TAXES (3,449) (4,056) (807) (264) 414 (8,163)
of which Intercompany 127 287
NET PROFIT/(LOSS) - CONTINUING OPERATIONS 10,834 9,227 1,255 1,280 (121) (8,750) 13,724
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS
of which Intercompany
NET PROFIT/(LOSS) FOR THE PERIOD 10,834 9,227 1,255 1,280 (121) (8,750) 13,724
Non-controlling interest profit/(loss) 201 292 (12) 481
F.I.L.A. GROUP NET PROFIT/(LOSS) 10,633 9,227 1,255 988 (109) (8,750) 13,243
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
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Business Segments – Other Information
The “other complementary information” relating to investments made by F.I.L.A. Group
companies by region for the first half of 2016 and 2015 is reported below:
Euro thousands Europe North AmericaCentral -
South AmericaAsia
Rest of the
World
F.I.L.A.
Group
June 2016
OTHER INFORMATION
Investments
Intangible assets 94 207 301
Property, Plant and Equipment 1,866 71 503 1,519 1 3,960
TOTAL INVESTMENTS 1,960 71 503 1,726 1 4,261
* Allocation by "Entity Location"
Euro thousands Europe North AmericaCentral -
South AmericaAsia
Rest of the
World
F.I.L.A.
Group
June 2015
OTHER INFORMATION
Investments
Intangible assets 46 4 50
Property, Plant and Equipment 1,074 457 2,017 1,042 20 4,610
TOTAL INVESTMENTS 1,120 457 2,017 1,042 24 4,660
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
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Business seasonality
The Group’s operations are affected by business seasonality, as reflected also in the
consolidated results.
The breakdown of the income statement by quarter highlights the concentration of sales in the
second and third quarters for the “schools’ campaign”. Specifically, in June the major sales
are made through the “school suppliers” traditional channel and in August through the
“retailers” channel.
The key quarterly figures of 2015 are reported together with those for the first six months of
2016 below.
Euro thousands
First 3 mth.
2015
First 6 mth.
2015
First 9 mth.
2015FY 2015
First 3 mth.
2016
First 6 mth.
2016
First 3 mth.
2016LIKE-FO R-LIKE
CO N. SCO PE(1)
First 6 mth.
2016LIKE-FO R-LIKE
CO N. SCOPE(1)
Core Business Revenue 57,091 141,520 217,794 275,333 82,896 201,514 61,578 149,506Full year portion 20.74% 51.40% 79.10% 100.00% 100.00% 100.00% 100.00% 100.00%
EBITDA 8,273 25,973 37,936 41,780 10,143 31,222 7,945 25,590% core business revenue 14.49% 18.35% 17.42% 15.17% 12.24% 15.49% 12.90% 17.12%
Full year portion 19.80% 62.17% 90.80% 100.00% 100.00% 100.00% 100.00% 100.00%
EBIT 6,321 21,800 32,051 33,999 6,853 24,562 6,305 22,628% core business revenue 11.07% 15.40% 14.72% 12.35% 8.27% 12.19% 10.24% 15.14%
Full year portion 18.59% 64.12% 94.27% 100.00% 100.00% 100.00% 100.00% 100.00%
Normalised EBITDA 8,516 27,860 40,938 47,622 11,870 36,572 9,672 30,766% core business revenue 14.92% 19.69% 18.80% 17.30% 14.32% 18.15% 15.71% 20.58%
Full year portion 17.88% 58.50% 85.96% 100.00% 100.00% 100.00% 100.00% 100.00%
Group Net Profit/(loss) 3,827 (34,348) (28,230) (16,663) (288) 13,208 (210) 13,243% core business revenue 6.70% -24.27% -12.96% -6.05% -0.35% 6.55% -0.34% 8.86%
Full year portion -22.97% 206.14% 169.42% 100.00% 100.00% 100.00% 100.00% 100.00%
Net Financial Position (91,369) (55,632) (30,131) (38,744) (166,344) (188,895) NA NA
2015 2016 2016
( 1) First 3 mth. & First 6 mth. 2016 at like-for-like consolidation scope. Figures net of the contribution of the Daler-Rowney Lukas Group, Writefine Products Private Limited and
Pioneer Products Stationary Ltd
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Significant events in the first half of 2016
On January 4, 2016, the period for the exercise of the “F.I.L.A. S.p.A. Market Warrants”
concluded. Overall, 8,153,609 Market Warrants were exercised between December 1,
2015 and January 4, 2016 (“Deadline” as communicated by the Issuer on December 1,
2015) against the subscription of 2,201,454 ordinary shares. As established by paragraph
5.1 of the “F.I.L.A. S.p.A. Market Warrants” Regulation, the remaining 22,685
unexercised “F.I.L.A. S.p.A. Market Warrants” are cancelled and entirely invalid;
On February 3, 2016, F.I.L.A. S.p.A. acquired 100% of the entire share capital -
comprising “ordinary shares” and “preference shares” - of Renoir TopCo Ltd, the
holding company of the Daler-Rowney Lukas Group, from the private equity fund
Electra Partners LLP and the management team of Daler-Rowney Lukas.
The Daler-Rowney Lukas Group has produced and distributed since 1783 materials and
accessories for the art & craft sector. With a direct presence in the UK, the Dominican
Republic (production), Germany and the USA (distribution), Daler-Rowney Lukas
appeals to a wide consumer base and presents a perfectly complementary range to that of
F.I.L.A. S.p.A.. In the US, Daler-Rowney Lukas since 2009 has been the principal
supplier of art materials to Walmart.
The acquisition of the entire share capital of Renoir TopCo Ltd involved total
consideration of Euro 80.8 million, of which Euro 2.6 million as payment for the
“ordinary shares”, Euro 12.7 million as payment for the “preference shares” and Euro
65.5 million for redemption of the Loan Notes held by the sellers, in addition to the price
adjustment of Euro 0.3 million in March 2016, in accordance with the purchase contract.
The acquisition of the Daler-Rowney Lukas Group represents a further concrete step
towards FILA’s strengthening of its presence on the art & craft market, significantly
increasing distribution and commercial synergies with the colour and creative
instruments market, in line with F.I.L.A. S.p.A.'s acquisition-led growth strategy.
The integration with the Daler-Rowney Lukas Group is undertaken in fact to tap into
significant cost synergies - through optimising the production structure, the sales force
and overhead costs - in addition to revenue synergies through increasing the sales of the
Group’s products.
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The operation was entirely financed through a medium-term bank loan, issued in
February 2016, by Unicredit S.p.A., Intesa Sanpaolo S.p.A. and Mediobanca Banca di
Credito Finanziario S.p.A. for a total amount of Euro 130 million, which includes a
revolving line to cover any needs generated by Group working capital.
F.I.L.A. decided to neutralise interest rate movements on the loan of Euro 109.4 million,
undertaken for the acquisition of the Daler-Rowney Lukas Group, through the
undertaking of two interest rate swaps, both with effect from June 30, 2016 and maturity
coinciding with the loan (February 2, 2016). The IRS contracts were signed with the
same banks and establish for the swap of the Euribor at 3 months with a fixed rate of
0.01%. The margin paid on the variable rate is not subject to hedging.
Within the completion of the range of products, on August 1, 2015 Writefine Products
Limited (India) acquired 49% of the share capital of the Indian company Pioneer
Stationary Pvt Ltd. (India) for approx. Euro 290 thousand, specialised in the production,
marketing and distribution of stationary paper, prevalently on the domestic market.
On May 1, 2016, Writefine Products Limited (India) acquired an additional 2%, for a
value of approx. Euro 13 thousand. The non-controlling shareholders have the option to
sell to Writefine Products Limited (India) the remaining 49% between the third and
fourth year from the date of the contract; at the end of this period Writefine Products
Limited (India) will have the right to exercise an option to acquire this share capital. The
operation therefore resulted in the acquisition of a majority stake in Pioneer Stationery
Pvt Ltd, previously recognised as an associate, which from May 1, 2016 was
consolidated “line-by-line”.
On May 12, 2016, F.I.L.A. S.p.A. announced the presentation of a binding offer and the
undertaking of exclusive negotiations for the full acquisition of the Canson Group, held
by the French Group Hamelin. This project will be subject to a disclosure and
consultation process involving the main trade unions representing the workers of the
French companies.
The exclusive negotiations will continue until the end of 2016. F.I.L.A. expects the
agreements to be concluded in October 2016.
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The acquisition of the Canson Group, with a brand whose importance and distinction can
provide a key contribution to the growth of the F.I.L.A. Group in the coming years and
which marries perfectly with the Group’s range of products, will enable the F.I.L.A.
Group to become a major Art & Craft sector player.
Canson in fact is the most respected brand globally involved in the production and
distribution of high added value paper for the fine arts, design, leisure and schools, but
also for artists’ editions and technical and digital drawing materials. The Canson Group,
founded in 1557 by the Montgolfier family, has its headquarters in Annonay in France,
production facilities in France and conversion and distribution centres in Italy, France, the
USA, China, Australia and Brazil. Canson products are available in over 120 countries.
In 2015, Canson generated revenue of over Euro 100 million (+5.2% on 2014), relying on
a workforce numbering more than 450.
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Related party transactions
The transactions with related parties, including inter-company transactions, are not atypical
or unusual and fall within the ordinary business activities of the companies of the Group.
They are executed at ordinary market conditions. Information on transactions with related
parties in the period is reported in the Explanatory Notes to the Condensed Consolidated
Half-Year Financial Statements, to which reference should be made.
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Subsequent events
On July 1, 2016, the Indian subsidiary Writefine Products Limited (India) acquired 35% of
the Indian Uniwrite Pens and Plastics Pvt Ltd, for Rupee 20 million, a company specialised in
writing tools and in particular ballpoint pens.
Outlook
The Outlook is based on the latest forecasts available.
Despite the current economic uncertainty, in particular in the Eurozone, the Group expects in
the second half of 2016 to perform in line with the first half of the year, taking into account
the seasonality of the business.
Treasury shares
The parent F.I.L.A. S.p.A. did not hold treasury shares at June 30, 2016.
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CONDENSED CONSOLIDATED HALF-YEAR FINANCIAL
STATEMENTSat JUNE 30, 2016
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Condensed Consolidated 2016 Half-Year Financial Statements
Consolidated Financial Statements
Condensed Consolidated Statement of Financial Position
Euro thousands June 30, 2016 December 31, 2015
ASSETS 562,357 384,450
Non-Current Assets 229,205 152,229
Intangible Assets Note 1 152,789 88,156
Property, Plant and Equipment Note 2 59,221 47,901
Non-Current Financial Assets Note 3 2,132 1,787
Investments Measured at Equity Note 4 0 322
Investments Measured at Cost Note 5 31 31
Deferred Tax Assets Note 6 15,032 14,032
Current Assets 333,152 232,221
Current Financial Assets Note 3 1,254 268
Current Tax Receivables Note 7 6,312 5,020
Inventories Note 8 157,155 118,519
Trade and Other Receivables Note 9 152,805 77,731
Cash and Cash Equivalents Note 10 15,626 30,683
Non-Current and Current Assets Held-for-Sale 0 0
LIABILITIES AND EQUITY 562,357 384,450
Equity Note 12 229,841 211,727
Share Capital 37,171 37,171
Reserves 35,304 80,828
Retained Earnings 120,767 86,424
Net Profit/(loss) for the period 13,208 (16,663)
Group Equity 206,450 187,760
Non-controlling interest equity 23,391 23,967
Non-Current Liabilities 138,224 27,421
Non-Current Financial Liabilities Note 13 99,795 1,510
Employee Benefits Note 14 6,133 5,352
Provisions for Risks and Charges Note 15 1,368 942
Deferred Tax Liabilities Note 16 30,829 19,485
Other Payables Note 19 99 132
Current Liabilities 194,292 145,302
Current Financial Liabilities Note 13 106,334 68,539
Financial Instruments Note 17 0 21,504
Provisions for Risks and Charges Note 15 978 434
Current Tax Payables Note 18 7,909 1,840
Trade and Other Payables Note 19 79,071 52,985
Non-Current and Current Assets Held-for-Sale 0 0
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Condensed Statement of Comprehensive Income
Euro thousands 1H 2016 1H 2015
Revenue from Sales and Service Note 20 201,514 141,520
Other Revenue and Income Note 21 4,765 3,001
TOTAL REVENUE 206,279 144,521
Raw Materials, Ancillary, Consumables and Goods Note 22 (102,297) (72,850)
Services and Rent, Leases and Similar Costs Note 23 (48,239) (33,020)
Other Operating Costs Note 24 (5,692) (3,088)
Change in Raw Materials, Semi-Finished, Work-in-progress and Finished Products Note 22 18,526 17,889
Labour Costs Note 25 (37,355) (27,479)
Amortisation & Depreciation Note 26 (6,504) (3,617)
Write-downs Note 27 (156) (556)
TOTAL OPERATING COSTS (181,717) (122,721)
EBIT 24,562 21,800
Financial Income Note 28 1,983 630
Financial Charges Note 29 (3,965) (49,345)
Income/Charges from Investments at Equity Note 31 0 475
NET FINANCIAL INCOME/(CHARGES) (1,982) (48,240)
PRE-TAX PROFIT/(LOSS) 22,580 (26,440)
Income Taxes (7,976) (6,603)
Deferred Tax Income and Charges (662) (1,119)
TOTAL INCOME TAXES Note 32 (8,638) (7,722)
NET PROFIT/(LOSS) - CONTINUING OPERATIONS 13,942 (34,162)
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS 0 (120)
NET PROFIT/(LOSS) FOR THE PERIOD 13,942 (34,282)
Attributable to:
Profit attributable to non-controlling interests 734 66
Profit/(loss) attributable to shareholders of the parent 13,208 (34,348)
Other Comprehensive Income Items which may be reclassified subsequently in the P&L account(11,983) 3,691
Translation Difference recorded in Equity (11,983) 3,691
Other Comprehensive Income Items which may not be reclassified subsequently in the P&L account(1,179) 136
Actuarial Gains/(Losses) for Employee Benefits recorded directly to Equity (1,404) 133
Income Taxes on income and charges recorded directly to Equity 225 3
OTHER COMPREHENSIVE INCOME ITEMS (net of tax effect) (13,162) 3,827
Attributable to:
Profit/(loss) attributable to non-controlling interests (178) 86
Profit/(loss) attributable to shareholders of the parent 958 (30,521)
Earnings per share (€ cents)
basic 0.32 (1.15)
diluted 0.32 (1.15)
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Statement of Changes in Equity
Euro thousands
Share capital Legal Reserve
Share
premium
reserve
IAS 19
Reserve
Other
Reserves
Translation
Difference
Retained
Earnings
Group
Profit/(loss)Group Equity
Non-
Controlling
Interest
Capital &
Reserves
Non-
Controlling
Interest
Profit/Loss
Non-
Controlling
Interest
Equity
Total Equity
December 31, 2015 37,171 0 109,879 (1,361) (27,311) (379) 86,424 (16,663) 187,760 23,704 263 23,967 211,727
Net Profit 13,208 13,208 734 734 13,942
Other changes in the period 4,503 (1,156) (11,095) 16,941 9,193 (744) (744) 8,449
Gains/(losses) recorded directly to equity 0 0 4,503 (1,156) 0 (11,095) 16,941 13,208 22,401 (744) 734 (10) 22,391
Allocation of the 2015 result (16,663) 16,663 0 263 (263) 0 0
Allocation to reserves 7,434 (49,033) 3,823 37,776 0 0 0
Dividends (3,711) (3,711) (566) (566) (4,277)
June 30, 2016 37,171 7,434 65,349 (2,517) (23,488) (11,474) 120,767 13,208 206,450 22,657 734 23,391 229,841
Euro thousands
Share capital Legal Reserve
Share
premium
reserve
IAS 19
Reserve
Other
Reserves
Translation
Difference
Retained
Earnings
Group
Profit/(loss)Group Equity
Non-
Controlling
Interest
Capital &
Reserves
Non-
Controlling
Interest
Profit/Loss
Non-
Controlling
Interest
Equity
Total Equity
December 31, 2014 2,748 608 0 (1,368) 11,154 (1,756) 82,572 16,575 110,532 1,405 30 1,435 111,968
Share capital increase 23,616 23,616 0 23,616
F.I.L.A. S.p.A.- Space S.p.A. Merger effect 10,807 (608) 94,125 (23,079) (13,237) 68,008 0 68,008
Net Profit/(loss) (34,348) (34,348) 66 66 (34,282)
Other changes in the period 136 3,691 3,827 (45) (45) 3,782
Gains/(losses) recorded directly to equity 34,423 (608) 94,125 136 (23,079) 3,691 (13,237) (34,348) 61,103 (45) 66 21 61,124
Allocation of the 2014 result 16,575 (16,575) 0 30 (30) 0 0
June 30, 2015 37,171 0 94,125 (1,232) (11,925) 1,935 85,910 (34,348) 171,635 1,390 66 1,456 173,092
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Condensed Consolidated Statement of Cash Flow
Euro thousands June 2016 June 2015
EBIT 24,562 21,800
adjustments for non-cash items: 7,351 4,488
Amortisation & Depreciation Note 1 - 2 6,504 3,617
Write-down and Recovery in Value Note 1 - 2 8 4
Doubtful Debt Provision Note 9 149 552
Exch. effect on Assets and Liabilities in Foreign Curr. of Commercial Transactions Note 24 704 318
Gain/Loss on Fixed Asset Disposals Note 21 - 24 (14) (3)
integrations for: (3,913) (6,870)
Income Taxes Paid Note 7 - 18 (3,262) (6,496)
Unrealised Exchange Differences on Assets and Liabilities in Foreign Currencies Note 28 - 29 1,963 344
Realised Exchange Differences on Assets and Liabilities in Foreign Currencies Note 28 - 29 (2,614) (718)
CASH FLOW FROM OPERATING ACTIVITIES BEFORE CHANGES IN NET
WORKING CAPITAL28,000 19,418
Changes in Net Working Capital: (66,366) (73,593)
Change in Inventories Note 8 (19,215) (17,723)
Change in Trade and Other Receivables Note 9 (62,000) (57,273)
Change in Trade and Other Payables Note 19 15,323 1,868
Change in Other Assets/Liabilities Note 15 - 16 - 6 (1,194) (450)
Change in Post-Employment and Employee Benefits Note 14 719 (15)
CASH FLOW FROM OPERATING ACTIVITIES (38,366) (54,175)
Total Investment/Divestment in Intangible Assets Note 1 (301) (50)
Total Investment/Divestment in Property, Plant and Equipment Note 2 (3,960) (4,610)
Cash Flow from Non-Current Assets & Liabilities Held-for-Sale 0 171
Total Investment/Divestment in Other Financial Assets Note 3 (585) (90)
Acquisition of investment in Daler & Rowney Lucas Group (16,875) 0
Acquisition of investment in Pioneer Stationary Pvt Ltd (13) 0
Interest Received 110 162
CASH FLOW FROM INVESTING ACTIVITIES (21,623) (4,416)
Total Change in Equity Note 12 (4,277) (64)
Interest Paid Note 29 (2,357) (1,787)
Total Increase/Decrease Loans and Other Financial Liabilities Note 13 128,718 (13,531)
CASH FLOW FROM FINANCING ACTIVITIES 122,083 (15,382)
Translation difference Note 12 (11,984) 3,699
Other non-cash equity changes 11,469 (2,497)
NET CASH FLOW IN THE PERIOD 61,579 (72,770)
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the period 17,542 30,663
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the period (change in
consolidation scope) (87,227) 93,333
CASH AND CASH EQUIVALENTS NET OF BANK OVERDRAFTS AT END OF THE
PERIOD(8,105) 51,226
1) Cash and cash equivalents in 1H 2016 totalled Euro 15,626 thousand; current account overdrafts amounted to Euro
23,731 thousand net of relative interest.
2) Cash and cash equivalents at June 30, 2015 totalled Euro 59,842 thousand; current account overdrafts amounted to
Euro 8,615 thousand net of relative interest.
3) The cash flows are presented using the indirect method. In order to provide a more complete and accurate presentation
of the individual cash flows, the effects from non-cash operations were eliminated (including the conversion of
statement of financial position items in currencies other than the Euro), where significant. These effects were
aggregated and included in the account “Other non-cash changes”.
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Euro thousands June 2016 December 2015
OPENING CASH AND CASH EQUIVALENTS 17,542 30,663
Cash and cash equivalents 30,683 32,473
Bank overdrafts (13,141) (1,810)
CLOSING CASH AND CASH EQUIVALENTS (8,105) 17,542
Cash and cash equivalents 15,626 30,683
Bank overdrafts (23,731) (13,141)
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Statement of financial position pursuant to CONSOB motion No. 15519 of
July 27, 2006
Euro thousandsJune 30, 2016
of which related
partiesDecember 31, 2015
of which related
parties
ASSETS 562,357 0 384,450 0
Non-Current Assets 229,205 0 152,229 0
Intangible Assets 152,789 88,156
Property, Plant and Equipment 59,221 47,901
Non-Current Financial Assets 2,132 1,787
Investments Measured at Equity 0 322
Investments Measured at Cost 31 31
Deferred Tax Assets 15,032 14,032
Current Assets 333,152 0 232,221 0
Current Financial Assets 1,254 268
Current Tax Receivables 6,312 5,020
Inventories 157,155 118,519
Trade and Other Receivables 152,805 77,731
Cash and Cash Equivalents 15,626 30,683
Non-Current and Current Assets Held-for-Sale 0 0 0 0
LIABILITIES AND EQUITY 562,357 703 384,450 637
Equity 229,841 211,727 0
Share Capital 37,171 37,171
Reserves 35,304 80,828
Retained Earnings 120,767 86,424
Net Profit/(loss) for the period 13,208 (16,663)
Group Equity 206,450 187,760
Non-controlling interest equity 23,391 23,967
Non-Current Liabilities 138,224 27,421 0
Non-Current Financial Liabilities 99,795 1,510
Employee Benefits 6,133 5,352
Provisions for Risks and Charges 1,368 942
Deferred Tax Liabilities 30,829 19,485
Other Payables 99 132
Current Liabilities 194,292 703 145,302 637
Current Financial Liabilities 106,334 68,539
Financial Instruments 0 21,504
Provisions for Risks and Charges 978 434
Current Tax Payables 7,909 1,840
Trade and Other Payables 79,071 703 52,985 637
Non-Current and Current Assets Held-for-Sale 0 0 0 0
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Statement of comprehensive income pursuant to CONSOB motion No.
15519 of July 27, 2006
Euro thousands
1H 2016of which related
parties
of which non-
recurring charges1H 2015
of which related
parties
of which non-
recurring charges
Revenue from Sales and Service 201,514 141,520
Other Revenue and Income 4,765 3,001
TOTAL REVENUE 206,279 144,521
Raw Materials, Ancillary, Consumables and Goods (102,297) (854) (72,850) (655)
Services and Rent, Leases and Similar Costs (48,239) (252) (4,905) (33,020) (399) (1,843)
Other Operating Costs (5,692) (426) (3,088)
Change in Raw Materials, Semi-Finished, Work-in-progress and Finished Products 18,526 17,889
Labour Costs (37,355) (19) (27,479) (44)
Amortisation & Depreciation (6,504) (3,617)
Write-downs (156) (556)
TOTAL OPERATING COSTS (181,717) (122,721)
EBIT 24,562 21,800
Financial Income 1,983 810 630 1
Financial Charges (3,965) (528) (49,345) (106) (46,658)
Income/Charges from Investments at Equity 0 475
NET FINANCIAL INCOME/(CHARGES) (1,982) (48,240)
PRE-TAX PROFIT/(LOSS) 22,580 (26,440)
Income Taxes (7,976) (6,603)
Deferred Tax Income and Charges (662) (1,119)
TOTAL INCOME TAXES (8,638) (7,722)
NET PROFIT/(LOSS) - CONTINUING OPERATIONS 13,942 (34,162)
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS 0 (120)
NET PROFIT/(LOSS) FOR THE PERIOD 13,942 (34,282)
Attributable to:
Profit attributable to non-controlling interests 734 66
Profit/(loss) attributable to shareholders of the parent 13,208 (34,348)
Other Comprehensive Income Items which may be reclassified subsequently in the P&L account(11,983) 3,691
Translation Difference recorded in Equity (11,983) 3,691
Other Comprehensive Income Items which may not be reclassified subsequently in the P&L account(1,179) 136
Actuarial Gains/(Losses) for Employee Benefits recorded directly to Equity (1,404) 133
Income Taxes on income and charges recorded directly to Equity 225 3
OTHER COMPREHENSIVE INCOME ITEMS (net of tax effect) (13,162) 3,827
Attributable to:
Profit/(loss) attributable to non-controlling interests (178) 86
Profit/(loss) attributable to shareholders of the parent 958 (30,521)
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Explanatory Notes
General principles
The Condensed Consolidated 2016 Half-Year Financial Statements of the F.I.L.A. Group
were prepared in accordance with IAS 34 Interim Reporting, as established also by Article
154-ter of the Consolidated Finance Act (Legislative Decree No. 58/1998) and should be read
together with the F.I.L.A. Group 2015 Annual Consolidated Financial Statements. Although
not presenting all the information required for complete financial statement disclosure,
specific explanatory notes are included outlining the events and transactions central to
understanding the changes to the statement of financial position and the F.I.L.A. Group’s
performance since the last financial statements.
The IFRS were applied consistently for all the periods presented in the present document.
These Condensed Consolidated 2016 Half-Year Financial Statements of the F.I.L.A. Group
were authorised for publication by the Board of Directors on August 4, 2016.
They are presented in Euro, as the functional currency in which the Group operates and
comprise the Condensed Consolidated Statement of Financial Position, in which assets and
liabilities are classified as current and non-current, the Condensed Statement of
Comprehensive Income, the Condensed Consolidated Statement of Cash Flows (according to
the indirect method), the Condensed Consolidated Statement of Changes in Equity, the
Explanatory Notes and are accompanied by the Directors’ Report. All amounts reported in
the Condensed Statement of Financial Position, the Condensed Statement of Comprehensive
Income, the Condensed Consolidated Statement of Cash Flows, the Condensed Consolidated
Statement of Changes in Equity and in the Explanatory Notes are expressed in thousands of
Euro, except where otherwise stated.
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Accounting standards
These Condensed Consolidated Half-Year Financial Statements were prepared according to
the same accounting standards used for the preparation of the F.I.L.A. Group 2015
Consolidated Annual Financial Statements.
We report below the accounting standards, amendments and interpretations issued by the
IASB and endorsed by the European Union entering into force from January 1, 2016:
Amendments to IAS 19 - Defined benefit plans: employee contributions
The amendment, issued by the IASB in November 2013, introduces simplifications for the
accounting of defined benefit plans. In particular, the amendments to IAS 19 enable the
recognition of employee or third party contributions as a reduction of service costs in the
period in which the services are rendered, where the contributions are:
- formally established under the plan conditions;
- related to the services provided; and
- independent from the number of years of service.
In all other cases, the recognition of these contributions will be more complex, as they must
be attributed to the individual periods of the plan through the actuarial calculation of the
relative liability. For the IASB, the amendments entered into force from financial statements
beginning or subsequent to July 1, 2014. For the European Union, the entry into force was
postponed to financial statements beginning or subsequent to February 1, 2015
Improvements to IFRS: 2010-2012 Cycle
On December 12, 2013, the IASB published the “Annual Improvements to IFRS’s: 2010-
2012 Cycle” document, which includes the amendments to the standards within the annual
improvement process. For the IASB, the amendments entered into force from financial
statements beginning or subsequent to July 1, 2014. For the European Union, the entry into
force was postponed to financial statements beginning or subsequent to February 1, 2015.
The application of these amendments is prospective.
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The principal changes relate to:
• IFRS 2 Share-based payments - The definition of “vesting conditions” was clarified and
the concepts of “performance conditions” and “service conditions” were defined
separately.
• IFRS 3 Business combinations - The amendments clarify that a contingent consideration
classified as an asset or as a liability must be measured at fair value at each reporting date,
whether the contingent consideration is a financial instrument in application of IAS 39 or
a non-financial asset or liability. The changes in the fair value must be recognised to the
profit/(loss) for the period.
• IFRS 8 Operating Segments - The amendments require an entity to provide disclosure on
the evaluations made by Management in the application of the operating segment
aggregation, including a description of the aggregated operating segments and of the
economic indicators considered in determining whether these operating segments have
“similar economic characteristics”. The amendments also clarify that the reconciliation
between the total assets of the operating segments and the total assets of the entity must
be presented only if the total assets of the operating segments are regularly reviewed by
the Chief Operating Decision-Maker (“CODM”).
• IFRS 13 Fair Value Measurement - The Basis for Conclusions were modified in order to
clarify that with the issue of IFRS 13 current trade receivables and payables may be
recorded without recording the effects of discounting, where these effects are not
significant.
• IAS 16 Property, Plant and Equipment and IAS 38 Intangible assets - The amendments
eliminated inconsistencies concerning the recording of accumulated amortisation and
depreciation in the case in which the restatement criterion is applied. The new
requirements clarify that the gross carrying amount is adjusted consistently with the
revaluation of the carrying amount of the asset and that the depreciation or amortisation
provision is equal to the difference between the gross carrying amount and the carrying
amount, less the impairments recorded.
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• IAS 24 Related party disclosures - with the amendment to IAS 24, the IASB:
- extended the definition of “related party” to entities providing within the group key
management personnel;
- clarified that entities preparing the financial statements should indicate the amount of
expenses incurred for the provision of key management services, without the
obligation to breakdown the fees paid or due by the “management entity” to their
directors or employees, as would be required by IAS 24.
Amendment to IFRS 11 Joint Arrangements
The amendments, published by the IASB in May 2014, provide clarification on the
accounting treatment of the acquisition of investments under joint control which constitute a
business.
Amendments to IAS 16 Property, Plant and Equipment and IAS 38 Intangible assets
The amendments published by the IASB in May 2014 clarify that revenue-based methods to
calculate depreciation are not permitted as revenues generated from an activity which
includes the utilisation of an asset generally reflect the benefits which the asset itself is
capable of generating and not the consumption of such benefits. IASB also clarified that
revenues generally are not considered an adequate basis to measure the consumption of the
economic benefits generated from an intangible asset. However this presumption may not be
applicable in certain limited circumstances.
Amendments to IAS 16 and IAS 41 Agriculture: Bearer plants
The amendments, published by the IASB in June 2014, require that bearer plants, therefore
plants creating annual harvests, must be recognised according to IAS 16 – Property, plant and
equipment, rather than IAS 41 – Agriculture.
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Improvements to IFRS: 2012-2014 cycle
In September 2014, the IASB published the “Annual Improvements to IFRS’s: 2012-2014
Cycle”, which includes the amendments to the standards within the annual improvement
process.
The principal changes relate to:
• IFRS 5 Non-current Assets Held-for-Sale and Discontinued Operations - The amendment
introduces specific guidelines to IFRS 5 in the case in which an entity reclassifies an asset
(or a disposal group) from the held-for-sale category to the held-for-distribution category
(or vice versa), or where the requirements to classify an asset as held-for-distribution are
no longer present.
• IAS 19 Employee Benefits - The amendment to IAS 19 clarifies that high quality corporate
bonds utilised to calculate the discount rate of post-employment benefits should be in the
same currency as that utilised for the payment of the benefits.
• IAS 34 Interim Reporting - The amendment clarifies the requirements where the
disclosure is presented in the interim financial report, but outside of the interim financial
statements. The amendment requires that this disclosure is included through a cross-
reference from the interim financial statements to other parts of the interim financial
report and that this document is made available to readers of the financial statements in
the same manner and according to the same timelines as the interim financial statements.
• IFRS 7 Financial Instruments: additional disclosure - The IASB clarified that an entity
has a residual involvement in the financial assets transferred and fully eliminated where it
continues to have a right to the payments for the service to be provided on these assets
and this payment is variable according to the future yield of the assets themselves. The
IASB clarified that the obligation to provide supplementary disclosure for the “offsetting”
of financial assets and liabilities is required only for annual financial statements. In
interim reports, supplementary disclosure is however only provided where considered
necessary to understand changes in the financial position and the performance of an entity
in comparison to its latest annual financial statements.
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Amendment to IAS 1 Disclosure Initiative
The amendments to IAS 1, published in December 2014, are applied from periods beginning
January 1, 2016 or subsequently. Earlier application is permitted.
The principal changes relate to:
- significance and aggregation of information:
- aggregation/de-aggregation of accounts;
- other items of the statement of comprehensive income;
- order of the explanatory notes;
- partial results in the financial statements.
Amendment to IAS 27 Separate Financial Statements
The amendments to IAS 27, published in August 2014, allow entities to use the equity
method to measure investments in subsidiaries, joint ventures and associates in the separate
financial statements.
Accounting standards, amendments and interpretations not yet approved by the EU
and applicable from January 1, 2016
IFRS 14 Regulatory Deferral Accounts
IFRS 14, issued by the IASB in January 2014 permits only those adopting IFRS for the first
time to continue to recognise amounts concerning Rate Regulation Activities according to the
previous accounting standards adopted. In order to improve comparability with entities which
already apply IFRS and who do not recognise these amounts, the standard requires that
amounts recognised for rate regulation be presented separately from the other accounts.
Currently the approval process by the European Union is suspended.
IFRS 15 Revenue from Contracts with Customers
The standard, issued by the IASB in May 2014, introduces a framework which establishes
whether, when and to what extent revenue will be recognised. IFRS 15 is applicable from
January 1, 2017; advanced application is permitted. On first application, IFRS 15 must be
applied retroactively. A number of simplifications are however permitted (“practical
expedients”), in addition to an alternative approach (“cumulative effect approach”) which
avoids the restatement of periods presented for comparative disclosure; in this latter case, the
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effects from the application of the new standard must be recognised to the initial equity of the
period of first application of IFRS 15. The F.I.L.A. Group is assessing the potential effects
from application of IFRS 15 on the consolidated financial statements.
IFRS 9 – Financial instruments
The standard, issued by the IASB in July 2014, replaces IAS 39 – Financial Instruments:
Recognition and Measurement. IFRS 9 introduces new provisions for the classification and
measurement of financial instruments, including a new model for expected losses from
impairments on financial assets, and new general provisions for the accounting of hedging.
In addition, the standard includes provisions for the recognition and accounting elimination
of financial instruments in line with the current IAS 39. The new standard is applicable from
January 1, 2018 and advance adoption is permitted. IFRS 9 indicates as a general rule that
application should take place prospectively, although a number of exceptions are permitted.
Amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Investments in
Associates and Joint Ventures.
The standard issued by the IASB in September 2014 includes amendments which eliminate
an inconsistency in the treatment of the sale or conferment of assets between an investor and
its associate or joint venture. The main consequence of the amendments is that a profit or
loss is fully recognised when the transaction refers to a business. The IASB, with a further
amendment in December 2015, cancelled the previous first application date planned for
January 1, 2016 to be determined at a future date.
Amendments to IFRS 10, IFRS 12 and IAS 28 – Investment companies: exceptions to the
consolidation method
The amendments, published in December 2014, are applied retrospectively from periods
beginning January 1, 2016 or subsequently. Earlier application is permitted.
The principal changes relate to:
- IFRS 10 Consolidated Financial Statements – The amendments to IFRS clarify that
the exemption from the presentation of consolidated financial statements applies to a
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parent in turn controlled by an investment company, when the investment entity
measures all its subsidiaries at fair value.
- IAS 28 Investments in Associates – The amendment to IAS 28 permits a company
which is not an investment company and that has an investment in an investment
company valued at equity, to maintain the fair value applied by the investment
company for its interest in subsidiaries.
- IFRS 12 Disclosure on investments in other entities – the amendment to IFRS 12
clarifies that this standard is not applicable to investment companies who prepare their
financial statements measuring all subsidiaries at fair value through the income
statement.
IFRS 16 – Leases
The standard, published by the IASB in January 2016, proposes substantial changes to the
accounting treatment of leasing agreements in the lessee’s financial statements, which must
recognise the assets and liabilities deriving from contracts, without distinction between
operating and financial leases, in the statement of financial position.
The IASB expects that the standard will be applied for years commencing from January 1,
2019. Advance application is permitted for entities applying IFRS 15 Revenue from
Contracts with Customers.
Amendment to IAS 12 - Recognition of deferred tax assets for unrealised losses
The amendment issued by the IASB in January 2016 clarifies the recognition of deferred tax
assets on debt instruments measured at fair value. The amendments will be applied from
periods beginning January 1, 2017. Earlier application is permitted.
Amendment to IAS 7 - Statement of Cash Flows: Disclosure Initiative
The amendment provides clarifications to improve disclosure on financial liabilities. In
particular, an entity should provide disclosure which enables the reader of the financial
statements to understand the changes to liabilities (and any related assets) recorded to the
statement of financial position, whose cash flows are or in the future will be recognised to the
statement of cash flows as cash flows from financing activities. The amendments are
effective from January 1, 2017, although advance application is permitted. The presentation
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of comparative disclosure relating to preceding periods is not required.
Amendment to IFRS 2 - Classification and Measurement of Share-based Payment Transactions
In June 2016, the IASB published the amendments to IFRS 2 Classification and Measurement
of Share-based Payment Transactions, which clarify the recognition of some types of share-
based payment transactions.
These changes will be applied from January 1, 2018. Earlier application is however
permitted.
The Group will adopt these new standards, amendments and interpretations, according to the
application date and will evaluate the potential impacts, where they have been approved by
the European Union.
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Exchange rates adopted for conversion
The exchange rates adopted for the conversion of local currencies into Euro are as follows
(source: Official Italian Exchange Rates):
Currency Average Exchange Rate
1H 2016
Closing Exchange Rate
30-06-2016
Argentinean Peso 15.9896 16.5802
Canadian Dollar 1.4854 1.4384
Chilean Peso 769.2615 735.5000
Renminbi Yuan 7.2937 7.3755
Euro 1.0000 1.0000
Pound 0.7785 0.8265
Mexican Peso 20.1599 20.6347
US Dollar 1.1155 1.1102
Indonesian Rupiah 14,962.4500 14,601.7000
Swedish Krona 9.3015 9.4242
Singapore Dollar 1.5402 1.4957
Turkish Lira 3.2588 3.2060
Brazilian Real 4.1349 3.5898
Indian Rupee 74.9776 74.9603
Russian Ruble 78.4122 71.5200
South Africa Rand 17.2037 16.4461
Polish Zloty 4.3686 4.4362
Source: Bank of Italy
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Note 1 - Intangible Assets
Intangible assets at June 30, 2016 amount to Euro 152,789 thousand (Euro 88,156 thousand
at December 31, 2015) and are comprised for Euro 45,780 thousand of indefinite intangible
assets – goodwill (“Note 1.B - Intangible Assets with indefinite useful lives) and for Euro
107,009 thousand finite intangible assets (“Note 1.C – Intangible Assets with Finite Useful
Lives”).
The decrease in the period is principally due to amortisation, partially offset by the
conversion of the items in foreign currencies.
Euro thousands
Goodwill
Industrial Patents and
Intellectual Property
Rights
Concessions,
Licenses, Trademarks
& Similar Rights
Other Intangible
AssetsAssets in Progress Total Amount
Change in Historical Cost
December 31, 2015 42,212 183 42,826 18,429 0 103,650
Increases in the period 3,645 1 40,326 30,784 0 74,756
Increases (Investments) 3,645 1 62 238 0 3,946of which Change in Consolidation Scope 0 0 0 0 0 0
Change in consolidation scope - Contribution at operation date 0 0 40,264 30,546 0 70,810
Decreases in the period (77) 0 (4,465) (3,302) 0 (7,844)
Decrease Translation Differences (77) 0 (4,465) (3,302) 0 (7,844)
June 30, 2016 45,780 184 78,687 45,911 0 170,562
Change in Amortisation
December 31, 2015 (124) (12,422) (2,947) (15,494)
Increases in the period (6) (1,852) (799) (2,657)
Amortisation in Period (6) (1,833) (798) (2,637)of which Change in Consolidation Scope 0 (542) (415) (957)
Change in consolidation scope - Contribution at operation date 0 (19) (1) (20)
Decreases in the period 0 342 36 378
Decrease Translation Differences 0 342 36 378
June 30, 2016 (130) (13,932) (3,710) (17,773)
Net Carrying Amount at December 31, 2015 42,212 59 30,404 15,482 0 88,156
Net Carrying Amount at June 30, 2016 45,780 54 64,755 42,201 0 152,789
Change in period 3,568 (5) 34,351 26,719 0 64,633
Note 1.A - INTANGIBLE ASSETS
The increase in the net carrying amount of intangible assets at June 30, 2016 amounted to
Euro 64,633 thousand and principally related to the effects of the change in the consolidation
scope with the acquisition of the Daler-Rowney Lukas Group on February 3, 2016 and the
Indian company Pioneer Stationery P. Ltd, acquired through the Indian subsidiary Writefine
Products Private Limited.
For further information on the accounting effects of the business combination, reference
should be made to the section “Business Combinations”.
“Intangible assets with indefinite useful lives” comprise entirely of goodwill for a total
amount of Euro 45,780 thousand (Euro 42,212 thousand at December 31, 2015). The increase
in the period amounts to Euro 3,568 thousand and concerns for Euro 3,520 thousand the
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acquisition of the Daler-Rowney Lukas Group and for Euro 125 thousand Pioneer Stationery
P. Ltd.. The overall change includes in addition currency impacts of Euro 77 thousand.
Goodwill is not amortised but subject to an impairment test whenever facts or circumstances
arise which may give rise to a risk of impairment.
In accordance with the provisions of IAS 36, the goodwill is allocated to the various cash-
generating units or CGU’s and at least on an annual basis subject to recoverability analysis
through an impairment test.
The goodwill allocated to the CGU’s are reported below:
Euro thousandsJune 30, 2016 December 31, 2015 Change in period Translation differences
Change in Consolidation
Scope
Writefine Products Private Limited (India) 33,285 33,290 (5) (5) 0
Dixon Group - Central/South America(1)
1,967 1,998 (31) (31) 0
Dixon Group - North America(2)
2,188 2,229 (41) (41) 0
Industria Maimeri S.p.A. (Italy) 1,695 1,695 0 0 0
Omyacolor S.A. (France) 1,611 1,611 0 0 0
Lyra Group(3)
1,217 1,217 0 0 0
FILA Cartorama SA PTY LTD (South Africa) 101 101 0 0 0
Licyn Mercantil Industrial Ltda (Brazil) 71 71 0 0 0
Daler & Rowney Group(4)
3,520 0 3,520 0 3,520
Pioneer Stationary Pvt Ltd (India) 125 0 125 0 125
Total amount 45,780 42,212 3,568 (77) 3,645
(1) - Grupo F.I.L.A. Dixon, S.A. de C.V. (Mexico); F.I.L.A. Chile Ltda (Chile); FILA Argentina S.A. (Argentina)
(2) - Dixon Ticonderoga Company (U.S.A.); Dixon Ticonderoga Inc. (Canada)
(3) - Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG (Germany); Lyra Scandinavia AB (Sweden); PT. Lyra Akrelux (Indonesia)
(4) - Goodwill recognised by Topco Renoir Ltd (United Kingdom), parent of the Daler & Rowney Group
NOTE 1.B GOODWILL BY CASH GENERATING UNIT
The Group carried out impairment tests on goodwill at least on an annual basis or more
frequently when there is an indication of a loss in value.
No potential impairments of goodwill were reported at June 30, 2016 due to the strong results
recorded in the first half of the year and on the basis of the medium-term outlook. Therefore,
no specific impairment test on the account was carried out on the preparation of the
condensed consolidated half-year financial statements.
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The movements at June 30, 2016 of “Intangible Assets with Finite Useful Lives” are reported
below.
Euro thousands
Industrial Patents and
Intellectual Property
Rights
Concessions,
Licenses, Trademarks
& Similar Rights
Other Intangible
AssetsAssets in Progress Total Amount
Change in Historical Cost
December 31, 2015 183 42,826 18,429 0 61,439
Increases in the period 1 40,326 30,784 0 71,111
Increases (Investments) 1 62 238 0 301
of which Change in Consolidation Scope 0 0 0 0 0
Change in Consolidation Scope (contribution at operation date) 0 40,264 30,546 0 70,810
Decreases in the period 0 (4,465) (3,302) 0 (7,767)
Decrease Translation Differences 0 (4,465) (3,302) 0 (7,767)
June 30, 2016 184 78,687 45,911 0 124,783
Change in Amortisation
December 31, 2015 (124) (12,422) (2,947) (15,494)
Increases in the period (6) (1,852) (799) (2,657)
Amortisation in Period (6) (1,833) (798) (2,637)
of which Change in Consolidation Scope 0 (542) (415) (957)
Change in Consolidation Scope (contribution at operation date) 0 (19) (1) (20)
Decreases in the period 0 342 36 377
Decrease Translation Differences 0 342 36 377
June 30, 2016 (130) (13,932) (3,710) (17,774)
Net Carrying Amount at December 31, 2015 59 30,404 15,482 0 45,944
Net Carrying Amount at June 30, 2016 54 64,755 42,201 0 107,009
Change in period (5) 34,351 26,719 0 61,066
Note 1.C - INTANGIBLE ASSETS WITH FINITE USEFUL LIVES
“Industrial Patents and Intellectual Property Rights” amount to Euro 54 thousand at June 30,
2016 (Euro 59 thousand at December 31, 2015).
The average residual useful life of the “Industrial Patents and Intellectual Property Rights”,
recorded in the financial statements of June 30, 2016, is 6 years.
“Concessions, Licences, Trademarks and Similar Rights” amount to Euro 64,755 thousand at
June 30, 2016 (Euro 30,404 thousand at December 31, 2015).
The increase on the previous year is Euro 34,351 thousand and is principally due to the
consolidation of the Daler-Rowney Lukas Group with a total contribution at February 3,
2016, net of the relative accumulated amortisation provision, of Euro 40,245 thousand. This
amount principally comprises the valuation under the “purchase price allocation” method of
the trademarks held by the English Group.
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Amortisation in 1H 2016 amounted to Euro 1,833 thousand, of which Euro 542 thousand
relating to the companies of the Daler-Rowney Lukas Group and represents the amount
recorded between February 3, 2016 and June 30, 2016.
The other historic trademarks subject to amortisation refer principally to “Lapimex” held by
F.I.L.A.-Dixon, S.A. de C.V. (Mexico) and the trademarks “Lyra” held by Lyra KG
(Germany) and “DOMS” held by Writefine Products Private Limited (India).
The average useful life of the “Concessions, Licenses, Trademarks and Similar Rights”,
recorded in the financial statements at June 30, 2016, is 30 years.
“Other Intangible Assets” amount to Euro 42,201 thousand at June 30, 2016 (Euro 15,482
thousand at December 31, 2015). The increase on the previous year is Euro 26,719 thousand
and is principally due to the change in the consolidation scope with a net carrying amount
contributed at February 3, 2016 of Euro 30,545 thousand; this amount concerns the “Know-
How” of the Daler-Rowney Lukas Group, identified as a strategic asset of the company
through the “purchase price allocation”.
Amortisation in the period amounts to Euro 798 thousand, of which Euro 415 thousand
concerning the English Group between February 3, 2016 and June 30, 2016.
The average useful life of “Other Intangible Assets”, recorded in the financial assets at June
30, 2016, is 13 years.
In the first half of 2016, the F.I.L.A. Group did not generate any intangible assets internally.
There are no intangible assets subject to restrictions.
Note 2 - Property, plant and equipment
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At June 30, 2016, “Property, Plant and Equipment” amounted to Euro 59,221 thousand (Euro
47,901 thousand at December 31, 2015). The movements in the period are shown below:
Euro thousands Land BuildingsPlant and
Machinery
Industrial and
Commercial
Equipment
Other Assets Assets in Progress Total Amount
Change in Historical Cost
December 31, 2015 8,165 30,119 51,951 9,828 7,332 1,336 108,732
Increases in the period 4,563 4,428 16,437 6,365 1,457 236 33,487
Increases (Investments) 0 72 2,205 218 330 1,139 3,964of which Change in Consolidation Scope 0 16 568 126 159 0 869
Capitalisation from Assets in Progress 0 265 688 17 207 (1,178) 0of which Change in Consolidation Scope 0 0 241 0 0 (241) 0
Change in consolidation scope - Contribution at operation date 4,563 4,091 13,544 6,130 920 275 29,523
Decreases in the period (554) (938) (2,444) (290) (202) (45) (4,473)
Decreases (Divestments) 0 0 (26) (37) (10) 0 (73)
Write-downs 0 0 (5) 0 (2) 0 (7)
Decrease Translation Differences (554) (938) (2,413) (253) (190) (45) (4,393)
June 30, 2016 12,174 33,609 65,944 15,903 8,587 1,527 137,746
Change in period 4,009 3,490 13,993 6,075 1,255 191 29,014
Change in Depreciation
December 31, 2015 (15,045) (31,034) (8,909) (5,842) (60,831)
Increases in the period (1,352) (12,351) (5,229) (829) (19,760)
Depreciation in Period (561) (2,288) (602) (417) (3,868)of which Change in Consolidation Scope (66) (407) (292) (80) (845)
Change in consolidation scope - Contribution at operation date (791) (10,063) (4,627) (412) (15,893)
Decreases in the period 209 1,448 260 150 2,067
Decreases (Divestments) 0 26 37 6 69
Decrease Translation Differences 209 1,422 223 144 1,998
June 30, 2016 (16,188) (41,937) (13,878) (6,521) (78,525)
Net Carrying Amount at December 31, 2015 8,165 15,074 20,917 919 1,490 1,336 47,901
Net Carrying Amount at June 30, 2016 12,174 17,422 24,007 2,025 2,065 1,527 59,221
Change in period 4,009 2,348 3,090 1,106 575 191 11,320
Note 2.A - PROPERTY, PLANT AND EQUIPMENT
“Land” at June 30, 2016, amounts to Euro 12,174 thousand (Euro 8,165 thousand at
December 31, 2015) and includes the land relating to the buildings and production facilities
owned by the company F.I.L.A. S.p.A. (Rufina Scopeti – Italy), by the subsidiary Lyra KG
(Germany) and by Writefine Products Private Limited (India). Following the acquisition of
control of the Daler-Rowney Lukas Group, Euro 4,563 thousand concerning land belonging
to companies of the English Group was contributed to the consolidation.
“Buildings” at June 30, 2016 amount to Euro 17,422 thousand (Euro 15,074 thousand at
December 31, 2015) and principally relate to the production plant buildings in Italy, Mexico,
Germany, England, France and India. The increase on December 31, 2015 was Euro 2,348
thousand and is mainly due to the accounting effects of the consolidation of the Daler-
Rowney Lukas Group (net carrying amount contribution at February 3, 2016 of Euro 2,834
Amortisation in 1H 2016 amounted to Euro 1,833 thousand, of which Euro 542 thousand
relating to the companies of the Daler-Rowney Lukas Group and represents the amount
recorded between February 3, 2016 and June 30, 2016.
The other historic trademarks subject to amortisation refer principally to “Lapimex” held by
F.I.L.A.-Dixon, S.A. de C.V. (Mexico) and the trademarks “Lyra” held by Lyra KG
(Germany) and “DOMS” held by Writefine Products Private Limited (India).
The average useful life of the “Concessions, Licenses, Trademarks and Similar Rights”,
recorded in the financial statements at June 30, 2016, is 30 years.
“Other Intangible Assets” amount to Euro 42,201 thousand at June 30, 2016 (Euro 15,482
thousand at December 31, 2015). The increase on the previous year is Euro 26,719 thousand
and is principally due to the change in the consolidation scope with a net carrying amount
contributed at February 3, 2016 of Euro 30,545 thousand; this amount concerns the “Know-
How” of the Daler-Rowney Lukas Group, identified as a strategic asset of the company
through the “purchase price allocation”.
Amortisation in the period amounts to Euro 798 thousand, of which Euro 415 thousand
concerning the English Group between February 3, 2016 and June 30, 2016.
The average useful life of “Other Intangible Assets”, recorded in the financial assets at June
30, 2016, is 13 years.
In the first half of 2016, the F.I.L.A. Group did not generate any intangible assets internally.
There are no intangible assets subject to restrictions.
Note 2 - Property, plant and equipment
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thousand) and of Pioneer Stationery P. Ltd (India - net carrying amount contribution of Euro
465 thousand).
Group investments in the period amounted to Euro 72 thousand and concern Dixon, S.A. de
C.V. (Mexico) for Euro 56 thousand and Brideshore Srl (Dominican Republic) for Euro 16
thousand.
The change due to the entry into use of assets classified as assets in progress amounts to Euro
265 thousand, of which Euro 243 thousand concerning the Indian subsidiary Writefine
Products Private Limited.
Group depreciation totalled Euro 561 thousand, of which Euro 66 thousand concerning the
companies acquired in the period.
“Plant and Machinery” amounted to Euro 24,007 thousand (Euro 20,917 thousand at
December 31, 2015). The increase on the previous year of Euro 3,090 thousand principally
concerns the accounting effects from the consolidation of the companies of the Daler-
Rowney Lukas Group (net carrying amount of Euro 3,433 thousand) and of Pioneer
Stationery P. Ltd (net carrying amount of Euro 48 thousand).
Investments in the period amounted to Euro 2,205 thousand, mainly concerning Writefine
Products Private Limited (Euro 854 thousand) and acquired for the development of the Indian
subsidiary’s production complex. Other investments related to the parent F.I.L.A. S.p.a. for
Euro 427 thousand, in particular for the extension of the production line at the Rufina facility,
and Daler Rowney Ltd (United Kingdom) for Euro 462 thousand invested post-acquisition.
The increase due to the entry into use of assets in progress was Euro 688 thousand,
principally relating to Pioneer Stationery Private Ltd for Euro 241 thousand and to FILA
Dixon Stationery (Kunshan) Co. Ltd. (China) for Euro 210 thousand.
Investment in new plant and machinery seeks to drive the efficiency of the current production
capacity through upgrading and expanding the current “assets”.
Depreciation in the period totalled Euro 2,288 thousand, of which Euro 407 thousand at the
new companies within the consolidation scope (Daler Rowney Ltd for Euro 326 thousand,
Brideshore Srl for Euro 65 thousand, Lukas-Nerchau GmbH for Euro 10 thousand and
Pioneer Stationery P. Ltd for Euro 6 thousand).
The currency effect was negative for Euro 991 thousand.
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“Industrial and Commercial Equipment” amounted to Euro 2,025 thousand at June 30, 2016
(Euro 919 thousand at December 31, 2015). The increase of Euro 1,106 thousand is due in
particular to the change in the consolidation scope, with the contribution on February 3, 2016
of a net carrying amount of Euro 1,503 thousand by the companies of the Daler-Rowney
Lukas Group.
Investments amounted to Euro 218 thousand, particularly concerning Daler Rowney Ltd
(United Kingdom) for Euro 75 thousand, Daler Rowney USA for Euro 50 thousand and
F.I.L.A. S.p.A. for Euro 48 thousand.
Depreciation was Euro 602 thousand, of which Euro 292 thousand concerning the portion
matured by the companies acquired in the period included from the acquisition date and at
June 30, 2016.
“Other Assets” amount to Euro 2,065 thousand at June 30, 2016 (Euro 1,490 thousand at
December 31, 2015) and include furniture and office equipment, EDP and motor vehicles.
The increase principally concerns the effect from the change in the consolidation scope with a
contribution at the acquisition date of Euro 509 thousand, of which Euro 501 thousand
concerning the companies of the Daler-Rowney Lukas Group and Euro 8 thousand relating to
Pioneer Stationery Private Ltd. The investments mainly concern F.I.L.A. S.p.A. for Euro 68
thousand, the subsidiary Omyacolor (France) for Euro 41 thousand and the companies of the
Daler-Rowney Lukas Group (Daler Rowney Ltd Euro 78 thousand, Brideshore Euro 42
thousand and Lukas-Nerchau GmbH Euro 38 thousand). Depreciation amounted to Euro 417
thousand of which Euro 80 thousand related to the companies entering the consolidation
scope.
“Assets in Progress” include internal constructions undertaken by the individual companies
of the Group which are not yet operational. The increase in the net carrying amount at June
30, 2016 (Euro 191 thousand) compared to 2015 is due both to the effect from the change in
the consolidation scope (Euro 275 thousand) and the net value between investments made
and assets completed and entering into use (Euro 39 thousand).
There is no property, plant and equipment subject to restrictions.
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Note 3 – Financial Assets
“Financial Assets” amount to Euro 3,386 thousand at June 30, 2016 (Euro 2,055 thousand at
December 31, 2015).
The composition of the account at June 30, 2016 was as follows:
Euro thousands
Loans and
Receivables
Other Financial
AssetsTotal Amount
December 31, 2015 354 1,701 2,055
non-current portion 354 1,433 1,787
current portion 0 268 268
June 30, 2016 355 3,031 3,386
non-current portion 355 1,777 2,132
current portion 0 1,254 1,254
Change in period 1 1,330 1,331
non-current portion 1 344 345
current portion 0 986 986
Note 3.A - FINANCIAL ASSETS
“Financial Assets - non-current portion” at June 30, 2016 amount to Euro 2,132 thousand
(Euro 1,787 thousand at December 31, 2015) and mainly relate to deposits paid to third
parties as services and goods contract guarantees and financial investments made by the
subsidiary Dixon Ticonderoga Company (U.S.A.) concerning the indemnities to be paid to
personnel, not directly attributable and therefore not considered “plan assets” for the purposes
of IAS 19.
“Financial assets - current portion” amount to Euro 1,254 thousand, increasing Euro 986
thousand on December 31, 2015. This is principally due to the acquisition of the Daler-
Rowney Group which, through the company Daler Rowney Ltd (United Kingdom),
contributed accessory banking service guarantee deposits for a total amount of Euro 899
thousand.
The carrying amount approximates the “fair value” of these assets at the reporting date.
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Reference should be made to Note 11 concerning the net financial position at June 30, 2016
of the F.I.L.A. Group.
Note 4 - Investments Measured at Equity
Investments measured at Equity amounted to Euro 0 thousand (Euro 322 thousand at
December 31, 2016). The decrease is due to the acquisition by Writefine Products Limited
(India) of an additional 2% of the equity of Pioneer Stationery Pvt Ltd, resulting in an
increase to the holding from 49% at December 31, 2015 to 51% at May 1, 2016. The
operation therefore resulted in the acquisition of a majority stake in Pioneer Stationery Pvt
Ltd, previously recognised as an associate, which from May 2016 was consolidated “line-by-
line”.
Note 5 - Investments Measured at Cost
The Investments measured at cost, amounting to Euro 31 thousand, relate to the shareholding
in Maimeri S.p.A. by F.I.L.A. S.p.A. for a value of Euro 28 thousand, corresponding to 1% of
the share capital, and the quota held in the consortiums Conai, Energia Elettrica Zona
Mugello and Energia Elettrica Milano by F.I.L.A. S.p.A. at June 30, 2016.
Note 6 - Deferred Tax Assets
“Deferred Tax Assets” amount to Euro 15,032 thousand at June 30, 2016 (Euro 14,032
thousand at December 31, 2015).
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Note 6.A - CHANGES IN DEFERRED TAX ASSETS
Euro thousands
December 31, 2015 14,032
Provisions 3,364
of which Amount in Period from Change in Consolidation Scope 440
Utilisations (4,432)
of which Amount in Period from Change in Consolidation Scope (247)
Change in Consolidation Scope (contribution at operation date) 2,259
Translation differences (359)
Change in Equity 168
June 30, 2016 15,032
Change in period 1,000
The account at June 30, 2016 mainly includes deferred tax assets calculated on “Intangible
Assets”, “Personnel”, “Risk and Charges Provisions not deductible” as well as on other
differences between statutory and fiscal values.
The movement in deferred tax assets in the first half of 2016 particularly concerned the
parent F.I.L.A. S.p.A. and Dixon Ticonderoga Company (U.S.A.).
Corporate operations in the period resulted in increased deferred tax assets for a total of Euro
2,259 thousand.
The deferred tax assets were recognised by each company of the Group evaluating the
projected future recovery of these assets, presently considered very probable, on the basis of
updated strategic plans and relative tax planning.
Note 7 - Current Tax Receivables
At June 30, 2016, tax receivables relating to corporation tax totalling Euro 6,312 thousand
(Euro 5,020 thousand at December 31, 2015), mainly comprised Euro 1,814 thousand relating
to the parent F.I.L.A. S.p.A., Euro 1,736 thousand to Dixon Ticonderoga Co. (U.S.A.), Euro
1,632 thousand to Writefine Private Products Limited (India) and Euro 580 thousand to
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Grupo F.I.L.A.- Dixon, S.A. de C.V. (Mexico). These amounts principally relate to payments
on account.
Note 8 - Inventories
Inventories at June 30, 2016 amount to Euro 157,155 thousand (Euro 118,519 thousand at
December 31, 2015).
The breakdown of inventories is reported below.
Euro thousands
Raw Materials,
Ancillary and
Consumables
Work-in-progress &
Semi-fin. Products
Finished Products and
GoodsTotal Amount
December 31, 2015 33,439 13,229 71,851 118,519
June 30, 2016 39,952 15,888 101,315 157,155
Change in period 6,513 2,659 29,464 38,635
Note 8.A - INVENTORIES
Inventories at June 30, 2016 amounted to Euro 157,155, of which Euro 26,492 concerning the
companies of the Daler-Rowney Lukas Group consolidated at February 3, 2016 and Euro 197
thousand concerning Pioneer Stationery Private Ltd consolidated from May 1, 2016.
Excluding the increase from the change to the consolidation scope, inventories totalled Euro
130,466 thousand, increasing Euro 11,947 thousand at December 31, 2015.
Inventories at June 30, 2016 are shown net of the obsolescence provision relating to raw
materials (Euro 1,481 thousand), work-in-progress (Euro 80 thousand) and finished products
(Euro 1,945 thousand). The provisions refer to obsolete or slow moving materials for which it
is not considered possible to recover their value through sale.
The changes in the inventory obsolescence provision in the year were as follows:
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Note 8.B- CHANGE IN INVENTORY OBSOLESCENCE PROVISION
Euro thousands
Raw Materials, Ancillary
and Consumables
Work-in-progress and
Semi-finished Products
Finished Products and
Goods
December 31, 2015 866 108 1,907 2,880
Provisions 122 25 421 568
Utilisations (48) (59) (672) (779)
Release 0 0 0 0
Change in consolidation scope - Contribution at operation date 543 6 292 841
Translation differences (2) 0 (3) (5)
June 30, 2016 1,481 80 1,945 3,505
Change in period 616 (28) 38 625
Inventory Obsolescence Provision
Total Amount
The movement in the period principally concerns the altered consolidation scope with a total
contribution by the Daler-Rowney Lukas Group companies of Euro 841 thousand.
Note 9 – Trade and Other Receivables
Trade and other receivables amount to Euro 152,805 thousand, increasing Euro 75,074
thousand on December 31, 2015, due to the combined effect of business seasonality and the
change in the consolidation scope with the acquisition of the Daler-Rowney Lukas Group.
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The breakdown is illustrated below.
Euro thousands
30-06-2016 31-12-2015 Change in period
Trade Receivables 142,755 69,598 73,157
Tax Receivables 3,535 3,375 160
Other Receivables 3,889 3,838 51
Prepayments and Accrued Income 2,625 920 1,705
Total amount 152,805 77,731 75,074
Note 9.A - TRADE AND OTHER RECEIVABLES
Trade receivables increased on June 30, 2016 by Euro 73,157 thousand. This is mainly due to
the corporate operations in the first half of 2016; the trade receivables of the companies
acquired total Euro 14,737 thousand, of which Euro 14,622 thousand concerning the Daler-
Rowney Lukas Group and Euro 115 thousand the Indian company Pioneer Stationery Private
Ltd.
Excluding the effect of the changes in the consolidation scope and considering the impact of
the negative currency differences for Euro 3,019 thousand, total receivables increased by
Euro 61,438 thousand. This is due to business seasonality and improved revenues.
All of the above receivables are due within 12 months.
The changes in the doubtful debt provision and the relative breakdown to cover difficult
recovery positions are illustrated in the table below.
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Euro thousands
December 31, 2015 3,966
Provisions 371of which Amount in Period from Change in Consolidation Scope 38
Utilisations (137)of which Amount in Period from Change in Consolidation Scope 0
Release (223)
Effect Increase in Consolidation Scope 493
Exchange Differences (62)
June 30, 2016 4,409
Change in period 443
Note 9.B - CHANGES IN DOUBTFUL DEBT PROVISION
Doubtful Debt Provision
The principal movement in the doubtful debt provision is due to the change in the
consolidation scope, with the contribution to the consolidated financial statements from
February 3, 2016 of a total amount of Euro 493 thousand.
“Tax Receivables” includes V.A.T. and other local tax receivables other than corporation
taxes.
Current tax receivables amount to Euro 3,535 thousand at June 30, 2016 (Euro 3,375
thousand at December 31, 2015).
“Other Receivables” includes personnel and social security receivables and payments on
account to suppliers. At June 30, 2016 the account amounts to Euro 3,889 thousand (Euro
3,838 thousand at December 31, 2015). The carrying amount of “Other Receivables”
represents the “fair value” at the reporting date.
All of the above receivables are due within 12 months.
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Note 10 - Cash and Cash Equivalents
“Cash and Cash Equivalents” at June 30, 2016 amount to Euro 15,626 thousand (Euro 30,683
thousand at December 31, 2015).
The breakdown and comparison with the previous year is illustrated in the table below.
Euro thousands
Bank and Post Office
DepositsCash in hand and similar Total Amount
December 31, 2015 30,551 132 30,683
June 30, 2016 15,496 130 15,626
Change in period (15,055) (2) (15,057)
Note 10 - CASH AND CASH EQUIVALENTS
“Bank and Postal Deposits” comprise temporary liquidity generated within the treasury
management and relate to the ordinary current accounts of F.I.L.A. S.p.A. for Euro 1,864
thousand and the bank current accounts of the foreign subsidiaries of Euro 13,632 thousand,
mainly relating to the Spanish subsidiary (Euro 1,604 thousand), Writefine Products Private
Limited (Euro 1,414 thousand), the Chinese subsidiaries (Euro 1,175 thousand) and Daler
Rowney Ltd (Euro 1,062 thousand).
“Cash and Cash on hand” amounts to Euro 130 thousand, of which Euro 55 thousand
concerning the Indian subsidiary.
The carrying amount approximates the “Fair Value” at the reporting date.
Bank and post office deposits are remunerated at rates indexed to inter-bank rates such as
Libor and Euribor.
There are no bank and postal deposits subject to restrictions.
Reference should be made to the paragraph: “Statement of Financial Position” for comments
relating to the Net Financial Position of the F.I.L.A. Group.
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Note 11 - Net Financial Position
The F.I.L.A. Group Net Financial Position at June 30, 2016 is as follows:
Euro thousandsJune 30, 2016 December 31, 2015 Change in period
A Cash 130 132 (2)
B Other cash equivalents 15,496 30,551 (15,055)
C Securities held-for-trading 0 0 0
D Liquidity ( A + B + C) 15,626 30,683 (15,057)
E Current financial receivables 1,254 268 986
F Current bank payables (93,794) (67,319) (26,475)
G Current portion of non-current debt (10,311) (715) (9,596)
H Other current financial payables (2,229) (505) (1,724)
I Current financial debt ( F + G + H ) (106,334) (68,539) (37,795)
J Net current financial debt (I + E+ D) (89,454) (37,588) (51,866)
K Non-current bank payables (99,614) (1,404) (98,210)
L Bonds issued 0 0 0
M Other non-current payables (182) (106) (76)
N Non-current financial debt ( K + L + M ) (99,796) (1,510) (98,286)
O Net financial debt (J+N) (189,250) (39,098) (150,152)
P Loans issued to third parties 355 354 1
Q Net financial debt (O + P) - F.I.L.A. Group (188,895) (38,744) (150,151)
Note:
3) At June 30, 2016 there were no transactions with related parties which impacted the net financial debt.
1) The net financial debt calculated at point “O” complies with Consob Communication DEM/6064293 of July 28, 2006, which excludes non-
current financial assets. The net financial debt of the F.I.L.A. Group differs from the above communication by Euro 355 thousand in relation to the
non-current loans granted to third parties by F.I.L.A. S.p.A. (Euro 350 thousand) and Omyacolor S.A. (Euro 5 thousand)
2) The Market Warrants recognised to the financial statements at December 31, 2015 of Euro 21,504 thousand are not considered an integral part
of the net financial debt as cashless financial instruments.
The F.I.L.A. Group “Net Financial Position” at June 30, 2016 was a net debt of Euro 188,895
thousand, increasing on Euro 150,151 thousand at December 31, 2015.
Reference should be made to the paragraph: “Statement of Financial Position” for comments
relating to the Net Financial Position of the F.I.L.A. Group.
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Note 12 - Share Capital and Equity
Share capital
The share capital, fully-paid in, comprises 41,232,296 ordinary shares:
- 34,665,788 ordinary shares, without nominal value;
- 6,566,508 class B shares, without nominal value, which attribute 3 votes exercisable
at the Shareholders’ Meeting (ordinary and extraordinary) of F.I.L.A. S.p.A..
The breakdown of the share capital of F.I.L.A. S.p.A. is illustrated below.
Shares No. of Shares% of Share
CapitalListing
Ordinary shares 34,665,788 84.07% MTA - STAR Segment
Class B Shares (multiple votes) 6,566,508 15.93% Non-listed
According to the available information, published by Consob and updated to June 30, 2016,
the main parent shareholders were:
Shareholders Ordinary shares %
Pencil S.p.A. 13,133,032 37.9%
Venice European Investment Capital
S.p.A.3,916,291 11.3%
Sponsor 2,300,000 6.6%
Market Investors 15,316,465 44.2%
Total 34,665,788 100%
Shareholder Ordinary shares Class B Shares Total Voting rights
Pencil S.p.A. 13,133,032 6,566,508 19,699,540 47.8%
Venice European Investment Capital
S.p.A.3,916,291 3,916,291 9.5%
Sponsor 2,300,000 2,300,000 5.6%
Market Investors 15,316,465 15,316,465 37.1%
Total 34,665,788 6,566,508 41,232,296 100%
Each ordinary share attributes voting rights without limitations.
Each class B share attributes three votes, in accordance with Article 127-sexies of Legislative
Decree No. 58/1998.
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There are no restrictions on the distribution of dividends and the repayment of capital.
At June 30, 2016, there were restrictions on the totality of shares held by the parent F.I.L.A.
S.p.A., directly or indirectly in Renoir Topco Limited (United Kingdom), Renoir Bidco
Limited (United Kingdom), Renoir Midco Limited (United Kingdom) and Daler-Rowney
Limited (United Kingdom), in guarantee of the bank loan in place at June 30, 2016.
Legal Reserve
The account at June 30, 2016 amounts to Euro 7,434 thousand, following reconstitution in
2016 to reach one-fifth of the share capital in accordance with statutory rules (Article 2431 of
the Civil Code) and in execution of the Shareholders’ Meeting motion approving the financial
statements of the parent F.I.L.A. S.p.A. of April 29, 2016.
Share premium reserve
The account at June 30, 2016 amounts to Euro 65,349 thousand (Euro 109,879 thousand at
December 31, 2015), decreasing Euro 44,530 thousand.
The decrease relates to the following events:
the utilisation of part of the reserve for Euro 41,599 thousand in coverage of the 2015
loss (Euro 41,086 thousand) and in coverage of the residual losses for years preceding
2015 (Euro 513 thousand) of the parent F.I.L.A. S.p.A., as per Shareholders’ Meeting
motion of April 29, 2016;
the utilisation of part of the reserve against the full constitution of the legal reserve for
Euro 7,434 thousand, as per Shareholders’ Meeting motion of April 29, 2016;
the restoration of the market warrants reserve contributed by the company Space
S.p.A. in 2014, representing the fair value of market warrants at the date of initial
recognition (Euro 4,503 thousand). This restoration follows the conclusion of the
market warrant exercise period with their effective exercise by January 4, 2016.
We highlight in addition the restriction on the distribution of a portion of the share premium
reserve related to the revaluation of the investment held in the company Writefine Products
PVT Ltd (Euro 15,052 thousand), in accordance with Article 6, paragraph 1, letter a) of
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Legislative Decree No. 38 of February 28, 2015, following the purchase of the majority
shareholding and recorded under financial income in 2015.
Market Warrants
On January 4, 2016, the period for the exercise of the “F.I.L.A. S.p.A. Market Warrants”
concluded. Overall, 8,153,609 Market Warrants were exercised between December 1, 2015
and January 4, 2016 (“Deadline” as communicated by the Issuer on December 1, 2015)
against the subscription of 2,201,454 ordinary shares. As established by paragraph 5.1 of the
“F.I.L.A. S.p.A. Market Warrants” Regulation, the remaining 22,685 unexercised “F.I.L.A.
S.p.A. Market Warrants” are cancelled and entirely invalid.
Sponsor warrants
At June 30, 2016 no sponsor warrants had been exercised.
IAS 19 Reserve
The account at June 30, 2016 amounts to Euro 2,517 thousand (Euro 1,361 thousand at
December 31, 2015), with a decrease in the period of Euro 1,404 thousand, as well as an
increase of Euro 225 thousand relating to deferred tax liabilities recognised directly to equity
following application of IAS 19.
Other Reserves
The account at June 30, 2016 amounted to Euro 23,488 thousand, including the amount
reclassified from “Retained earnings/(accumulated losses)” of Euro 3,823 thousand for
correct allocation and presentation.
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Translation Difference
The account refers to the exchange differences relating to the translation of the financial
statements of subsidiaries prepared in local currencies and converted into Euro as the
consolidation currency.
The changes in the “Translation Difference” in 1H 2016 are illustrated below:
Euro thousands Translation Difference
December 31, 2015 (379)
Changes in the period:
Difference between Period Average Rate and Period-End Rate 172
Difference between Historical Rate and Period-End Rate (11,267)
June 30, 2016 (11,474)
Change in period (11,095)
Retained earnings/(accumulated losses)
The movement in the reserve totalled Euro 34,343 thousand and principally concerned:
the allocation of the Share Premium Reserve of Euro 37,776 thousand, in coverage of
prior losses as per Shareholders’ Meeting motion of April 29, 2016;
the restoration of the market warrants reserve contributed by the company Space
S.p.A. in 2014, representing the fair value of market warrants at the date of initial
recognition (Euro 16,941 thousand). This restoration follows the conclusion of the
market warrant exercise period with their effective exercise by January 4, 2016;
the distribution of dividends to F.I.L.A. S.p.A. shareholders for Euro 3,711 thousand,
as per Shareholders’ Meeting motion of April 29, 2016;
the carrying forward of the loss for 2015 for Euro 16,633 thousand;
the reclassification to “Other Reserves” of Euro 3,823 thousand, for the correct
presentation and allocation of “Retained earnings/(accumulated losses)”.
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Non-controlling interest equity
Non-controlling interest equity decreased Euro 576 thousand, principally due to the currency
effect, mainly on the Indian Rupee, for Euro 744 thousand and to the distribution of
dividends to non-controlling interests of the Indian and Scandinavian subsidiaries for a total
of Euro 566 thousand, offset by the non-controlling interest profit of Euro 734 thousand.
Basic and diluted earnings per share
The basic earnings per share is calculated by dividing the result of the Group by the weighted
average number of ordinary shares outstanding during the year, excluding any treasury shares
in portfolio.
The diluted earnings/(loss) per share is calculated by dividing the result of the company by
the weighted average number of ordinary shares in circulation during the year and those
potentially arising from the conversion of all potential ordinary shares with dilutive effect.
The table below illustrates the reconciliation between the equity of the Parent F.I.L.A. S.p.A.
and the consolidated equity and the reconciliation between the result of the Parent F.I.L.A.
S.p.A. and the consolidated result:
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Euro thousands
F.I.L.A. S.p.A. Equity 155,929
Effect elimination intercompany margins (2,598)
Consolidation effect Omyacolor S.A. (France) 8,506
Consolidation effect F.I.L.A. Hispania S.A. (Spain) 3,644
Consolidation effect Licyn Mercantil Industrial Ltda (Brazil) (3,581)
Consolidation effect Dixon Ticonderoga group 59,488
Consolidation effect Lyra group (171)
Consolidation effect FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey) (1,550)
Consolidation effect FILA Stationary O.O.O. (Russia) (896)
Consolidation effect FILA Hellas (Greece) 772
Consolidation effect Industria Maimeri S.p.A. (Italy) 338
Consolidation effect FILA Cartorama S.A. (South Africa) (1,063)
Consolidation effect Fila Polska Sp. Z.o.o (Poland) 90
Consolidation effect Writefine Private Limited (India) 19,877
Consolidation effect Daler & Rowney group (9,094)
Consolidation effect Pioneer Stationary Pvt Ltd (India) 149
Total Equity 229,841
“Non-controlling interest” consolidation effect 23,391
F.I.L.A. Group Equity 206,450
Reconciliation at June 30, 2016 between Parent Equity and F.I.L.A. Group Equity
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Euro thousands
F.I.L.A. S.p.A. Net Profit/(loss) (6,975)
Result of Subsidiaries of the Parent (16,383)
Elimination of the effects of transactions between consolidated companies:
Dividends (7,084)
Inventory margins 1,102
Adjustments to Group accounting standards:
Consolidation Daler & Rowney Group - IFRS 3 1,208
Consolidation Pioneer Stationary Pvt Ltd (India) - IFRS 3 22
Total Net Result (13,942)
Non-controlling interest share (734)
F.I.L.A. Group Net Profit/(loss) (13,208)
Reconciliation at June 30, 2016 between Parent Result and F.I.L.A. Group Result
Note 13 - Financial Liabilities
The balance at June 30, 2016 amounts to Euro 206,129 thousand (Euro 70,049 thousand at
December 31, 2015), of which Euro 99,795 thousand long-term and Euro 106,334 thousand
short-term.
The account refers to both non-current and current portions of the loans granted by banking
institutions, other lenders and bank overdrafts.
The breakdown at June 30, 2016 is illustrated below.
Banks Other Lenders Bank Overdrafts
Euro thousands Principal Interest Principal Interest Principal Interest
December 31, 2015 56,168 99 607 4 13,141 30 70,049
non-current portion 1,404 0 106 0 0 0 1,510
current portion 54,764 99 501 4 13,141 30 68,539
June 30, 2016 181,032 (1,081) 2,410 1 23,731 36 206,129
non-current portion 100,822 (1,208) 181 0 0 0 99,795
current portion 80,210 127 2,229 1 23,731 36 106,334
Change in period 124,864 (1,180) 1,803 (3) 10,590 6 136,080
non-current portion 99,418 (1,208) 75 0 0 0 98,285
current portion 25,446 28 1,728 (3) 10,590 6 37,795
Note 13.A - FINANCIAL LIABILITIES: Third Parties
Total
Amount
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With reference to the “Bank Loans” the total exposure of the Group amounts to Euro 179,951
thousand, of which Euro 80,337 thousand considered as current (Euro 54,863 thousand at
December 31, 2015) and Euro 99,614 thousand as non-current (Euro 1,404 thousand at
December 31, 2015).
The medium/long-term portion of bank loans increased on 2015 Euro 98,210 thousand,
principally following the issue of a loan to the parent F.I.L.A. S.p.A. by a banking syndicate
comprising Unicredit S.p.A. as “Global coordinator - Mandated Lead Arranger”, Intesa
Sanpaolo S.p.A. – Banca IMI and Mediobanca Banca di Credito Finanziario S.p.A. as
“Mandated Lead Arranger”.
The loan was disbursed in February 2016 for Euro 109,357 thousand, against the total
granting of Euro 130,000 thousand, including a “Revolving Credit Facility” of Euro 10,000
thousand in support of the acquisition of the Daler-Rowney Lukas Group (for further details,
reference should be made to the 2016 Half-Year Report - Significant events in the first half of
2016).
The loan stipulates a Euribor at 3 months interest rate, plus a spread of 1.5% (“Facility A”
credit line), with quarterly calculation of interest. The spread applied will be subject to
changes based on compliance with the covenants established for the loan.
The repayment plan establishes for settlement by February 2, 2021 (“Termination Date”)
through half-yearly capital instalments to be repaid from September 30, 2016.
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The repayment plan is as follows:
Maturity Repayment
Euro thousands
September 30, 2016 4,374
March 31, 2017 5,468
September 30, 2017 6,561
March 31, 2018 7,655
September 30, 2018 8,749
March 31, 2019 12,029
September 30, 2019 14,216
March 31, 2020 16,404
September 30, 2020 16,404
Termination Date 17,497
Total 109,357
The above financial liabilities are initially recognised at Fair Value, including directly
attributable transaction costs. The initial carrying amount is subsequently adjusted to account
for redemptions in principal, any write-downs and amortisation of the difference between the
redemption value and initial carrying amount. Amortisation is made on the basis of the
internal effective interest rate represented by the rate equal to, at the moment of initial
recognition, the present value of expected cash flows and the initial carrying amount
(amortised cost method). The effect at June 30, 2016 of the amortised cost method was Euro
152 thousand of interest.
The current portion of the bank loans increased Euro 25,474 thousand.
This is principally due to the current portion of the loan, described previously, issued to the
parent F.I.L.A. S.p.A. totalling Euro 9,842 thousand, in addition to the increase in the credit
lines granted to Grupo F.I.L.A.-Dixon, S.A. de C.V (Mexico) for Euro 13,321 thousand, Lyra
KG for Euro 5,735 thousand and Dixon Ticonderoga Company (U.S.A.) for Euro 3,777
thousand, offset by repayments by Writefine Products PVT Ltd. (India) for Euro 2,223
thousand and FILA Dixon Stationery (Kunshan) Co. Ltd. (China) for Euro 850 thousand.
We highlight in addition the change from the positive translation difference on loans
undertaken in foreign currencies of Euro 2,659 thousand.
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A number of the loans include covenants, whose violation is considered as non-fulfilment and
which, if not settled, may result in a request for the immediate return of the sums received.
Covenants
The F.I.L.A. Group, against the debt undertaken with leading credit institutions (Unicredit,
Mediobanca, Intesa Sanpaolo and Banca Nazionale del Lavoro) for the acquisition of the
Daler-Rowney Lukas Group, is subject to commitments and “covenants”.
The covenants are verified half-yearly and annually. In particular, the covenants on the loan
contracts concern: Net Financial Debt (NFD), EBITDA (“Earnings Before Interest, Tax,
Depreciation and Amortisation”) and Net Financial Charges (NFC), calculated on the
F.I.L.A. Group half-year and annual consolidated financial statements prepared as per IFRS.
The criteria for the calculation of the NFD, the EBITDA and the NFC are established by the
relative loan contract.
We report below the covenant indicators and the relative parameters to be complied with at
June 30, 2016.
NFD / EBITDA < 4x
EBITDA / NFC > 5x
The covenants at June 30, 2016 had been fully complied with.
As required by Consob Communication No. DEM/6064293 of 28/07/2006, we report that the
impact of non-compliance with the covenants as established by the underlying contracts
essentially concerns the possibility that the lending banks may revoke the loan contract
and/or declare forfeiture of the repayment conditions upon all or part of the loans.
“Financial Liabilities – Other Loans” at June 30, 2016 totalled Euro 2,411 thousand (Euro
611 thousand at December 31, 2015), with the current portion totalling Euro 2,230 thousand
at June 30, 2016 (Euro 505 thousand at December 31, 2015).
The amount principally includes financial liabilities to other lenders of F.I.L.A. S.p.A.
concerning the factoring company (Ifitalia - International Factors S.p.A. - Euro 1,335
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thousand) against advances from the company, in addition to the change in the consolidation
scope related to Pioneer Stationery Private Ltd (India) for Euro 476 thousand.
“Bank Overdrafts”, in terms of the current portion, amounted to Euro 23,731 thousand (Euro
13,141 thousand at December 31, 2015) and refer to the Parent F.I.L.A. S.p.A.. (Euro 19,023
thousand) and to the company Industria Maimeri S.p.A. (Italy - Euro 4,120 thousand),
Note 14 - Employee Benefits
The F.I.L.A. Group companies guarantee post-employment benefits for employees, both
directly and through contributions to external funds.
The means for accruing these benefits varies according to the legal, fiscal and economic
conditions of each State in which the Group operates. These benefits are based on
remuneration and years of employee service.
The benefits recognised to employees of the Parent F.I.L.A. S.p.A. concern salary-based
Post-Employment Benefits, governed by Italian legislation and in particular Article 2120 of
the Italian Civil Code. The amount of these benefits is in line with the contractually-
established compensation agreed between the parties on hiring.
The other Group companies, particularly Omyacolor S.A. (France), Dixon Ticonderoga
Company (U.S.A.) and Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico), guarantee post-
employment benefits, both through defined contribution plans and defined benefit plans.
In the case of defined contribution plans, the Group companies pay the contributions to
public or private insurance institutions based on legal or contractual obligations, or on a
voluntary basis. With the payment of contributions the companies fulfill all of their
obligations. The cost is accrued based on employment rendered and is recorded under labour
costs.
The defined benefit plans may be unfunded, or they may be partially or fully funded by the
contributions paid by the company, and sometimes by its employees to a company or fund,
legally separate from the company which provides the benefits to the employees. The funds
provide for a fixed contribution by the employees and a variable contribution by the
employer, necessary to at least satisfy the funding requirements established by law and
regulation in the individual countries.
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Finally, the Group recognises to employees other long-term benefits, generally issued on the
reaching of a fixed number of years of service or in the case of invalidity. In this instance,
the value of the obligation recognised to the financial statements reflects the probability that
the payment will be issued and the duration for which payment will be made. The value of
these funds are calculated on an actuarial basis, utilising the “projected unit credit” method.
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The amounts at June 30, 2016 were as follows:
Note 14.A -POST-EMPLOYMENT BENEFITS ITALY (“TFR”) AND OTHER EMPLOYEE BENEFITS
Euro thousands
Post-employment
benefits (Italy)
Other Employee
benefits
Total
Amount
December 31, 2015 2,572 2,780 5,352
Disbursements (376) (824) (1,200)of which Amount in Period from Change in Consolidation Scope (321) (168) (489)
Financial Charges 22 0 22of which Amount in Period from Change in Consolidation Scope 4 0 4
Past Service Cost 0 1 1
Pension Cost for Service 0 1,131 1,131of which Amount in Period from Change in Consolidation Scope 0 142 142
IAS 19 Reserve 1,316 30 1,346of which Amount in Period from Change in Consolidation Scope 1,164 0 1,164
Change in consolidation scope - Contribution at operation date 0 62 62
Translation differences 19 (94) (76)
Other Increases (506) 0 (506)
June 30, 2016 3,047 3,086 6,133
Change in period 475 306 781
The “Actuarial Losses” for 1H 2016 totalled Euro 1,346 thousand, recognised net of the fiscal
effect directly to equity.
“Other increases” related to the offsetting with hedging financial assets.
The following table outlines the amount of employee benefits, broken down by funded and
unfunded by assets in service of the plan over the last two years:
1. Obligations for Employee Benefits
30-06-2016 31-12-2015
Present Value of Obligations Not Covered by Assets to Service Plan 3,047 2,572
3,047 2,572
Present Value of Obligations Covered by Assets to Service Plan 4,060 3,611
Fair value of Plan Assets Relating to the Obligations (974) (831)
3,086 2,780
Total amount 6,133 5,352
EMPLOYEE BENEFIT PLANS
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The financial assets at June 30, 2016 invested by the F.I.L.A. Group to cover financial
liabilities arising from “Employee Benefits” amount to Euro 974 thousand (Euro 831
thousand at December 31, 2015) and relate to Dixon Ticonderoga Company (U.S.A. – Euro
686 thousand) and F.I.L.A.-Dixon, S.A. de C.V. (Mexico – Euro 288 thousand).
The table below highlights the net cost of employee benefit components recognised to the
income statement in 2016 and 2015:
2. Cost Recognised in Income Statement
30-06-2016 31-12-2015
Pension Cost for Service 1,132 1,889
Financial Charges 22 86
Cost Recognised in Income Statement 1,154 1,975
The principal actuarial assumptions used for the estimate of the post-employment benefits
were the following:
3. Main Actuarial Assumptions at Reporting Date (average values)
30-06-2016 31-12-2015
Annual Technical Discounting Rate 4.0% 4.3%
Increase Cost of Living 4.3% 4.3%
Future Increase in Salaries 2.4% 2.4%
Future Increase in Pensions 2.0% 2.0%
Note 15 - Provision for Risks and Charges
The “Provision for Risks and Charges” amounts at June 30, 2016 to Euro 2,346 thousand
(Euro 1,376 thousand at December 31, 2015), of which Euro 1,368 thousand (Euro 942
thousand at December 31, 2015) concerning the non-current portion and Euro 978 thousand
(Euro 434 thousand at December 31, 2015) concerning the current portion.
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Euro thousands
Risks Provisions for
Tax Disputes
Risks Provisions for
Legal Disputes
Provisions for
Pensions and Similar
Obligations
Other
Provisions
Total
Amount
December 31, 2015 39 132 647 558 1,376
non-current portion 0 0 607 335 942
current portion 39 132 40 223 434
June 30, 2016 39 677 702 927 2,346
non-current portion 0 0 662 706 1,368
current portion 39 677 40 221 978
Change in period 0 546 55 370 970
non-current portion 0 0 55 371 426
current portion 0 545 0 (2) 544
Note 15A - PROVISION FOR RISKS AND CHARGES
The movement in the account “Provision for Risks and Charges” at June 30, 2016 was as
follows:
Euro thousands
Risks Provisions for Tax
Disputes
Risks Provisions for Legal
Disputes
Provisions for Pensions and
Similar Obligations
Other
Provisions
Total
Amount
December 31, 2015 39 132 647 558 1,376
Utilisation of Provisions 0 (50) (27) (67) (144)
Provisions Accrued 0 0 24 428 452
Discounting 0 0 58 0 58
Change in consolidation scope - Contribution at operation date 0 653 0 17 670
Exchange Differences 0 (58) 0 (8) (66)
June 30, 2016 39 677 702 928 2,346
Change in period 0 545 55 371 970
Note 15.B PROVISION FOR RISKS AND CHARGES: CHANGES IN PERIOD
Risk Provisions for Tax Disputes:
this provision represents the best estimate by management of liabilities concerning a tax
assessment of F.I.L.A. S.p.A. by the public tax departments, concerning financial year
2004 and relating to direct and indirect taxes (Euro 39 thousand).
Legal Dispute Provisions:
this provision represents the best estimate by management of liabilities to be discharged
concerning:
• legal proceedings arising from ordinary operating activities;
• legal proceedings concerning disputes with employees or former employees and
agents.
Provisions for Pensions and Similar Obligations: the provision for pensions and similar
obligations concerns the agent supplementary indemnity provision at June 30, 2016 of the
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Parent F.I.L.A. S.p.A. and the subsidiary Industria Maimeri S.p.A.. The “Actuarial Loss”
in 1H 2016 amounts to Euro 58 thousand. The actuarial changes in the year, net of the tax
effect, are recognised directly to equity.
Other Provisions: the provision of Euro 928 thousand principally relates to the
environmental reclamation provision accrued by the subsidiary Dixon Ticonderoga
Company (U.S.A.), concerning the activities undertaken in the US in the period prior to
the acquisition by F.I.L.A. S.p.A.. Reclamation times and estimates will be revised by
management until completion. No further disposal and environmental reclamation costs
are expected following the reorganisation process involving the F.I.L.A. Group sites.
In order to establish the best estimate of the potential liability, each F.I.L.A. Group company
assesses legal proceedings individually to estimate the probable losses which generally derive
from similar events. The best estimate considers, where possible and necessary, the opinion
of legal consultants and other experts, the prior experience of the company, in addition to the
intention of the company itself to undertake further actions in each case. The present
provision in the F.I.L.A. Group consolidated financial statements concerns the sum of
individual allocations made by each Group company.
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Note 16 - Deferred tax liabilities
“Deferred Tax Liabilities” amount to Euro 30,829 thousand at June 30, 2016 (Euro 19,485
thousand at December 31, 2015).
Note 16.A - CHANGES IN DEFERRED TAX LIABILITIES
Euro thousands
December 31, 2015 19,485
Provisions 70
of which Amount in Period from Change in Consolidation Scope 0
Utilisations (476)
of which Amount in Period from Change in Consolidation Scope (208)
Change in Consolidation Scope (contribution at operation date) 13,486
Translation differences (1,678)
Change in Equity (57)
June 30, 2016 30,829
Change in period 11,344
The deferred tax liabilities are calculated on “Intangible Assets” and “Property, Plant and
Equipment”, in addition to other differences between tax values and carrying amounts.
The balance at June 30, 2016 is mainly due to the change in the consolidation scope. The
acquisition of the Daler-Rowney Lukas Group in fact resulted in the contribution to the
consolidated financial statements of deferred tax liabilities principally from the fiscal effects
calculated on the revaluations of the Fair Values of the “Brands, Know-How and Property,
Plant and Equipment”, recorded during the “Business Combination” process.
Against “Deferred tax liabilities” at June 30, 2016, utilisations were recorded of Euro 476
thousand, principally concerning Writefine Products Private Limited (India) for Euro 205
thousand and by the Daler-Rowney Lukas Group for Euro 197 thousand.
The change in the Equity represents the tax effect of the “Actuarial Gains/Losses” calculated
on the “Post-Employment Benefits and Employee Benefits” and recognised, in accordance
with IAS 19, as an Equity reserve.
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Note 17 – Fair Value Market Warrants “Fair Value Market Warrants” at June 30, 2016 amounted to Euro 0 thousand (Euro 21,504
thousand at December 31, 2015).
On January 4, 2016, the period for the exercise of the Market Warrants still on the market
concluded. Of the residual portion at December 31, 2015, 8,153,609 Market Warrants,
corresponding to Euro 21,444 thousand, were exercised, resulting in a similar increase in
Equity; the remaining 22,685 F.I.L.A. S.p.A. Market Warrants which were not exercised
were cancelled and are without validity, generating financial income of Euro 60 thousand (for
further details, reference should be made at Directors’ Report at June 30, 2016).
Note 18 - Current Tax Payables
The account “Current Tax Payables” concerns current tax payables, totalling Euro 7,909
thousand at June 30, 2016 (Euro 1,840 thousand at December 31, 2015), relating to the
F.I.L.A. Group companies.
Note 19 - Trade and Other Payables
“Trade and Other Payables” at June 30, 2016 amount to Euro 79,071 thousand (Euro 52,985
thousand at December 31, 2015).
Euro thousandsJune 30, 2016 December 31, 2015 Change in period
Trade Payables 60,549 38,412 22,137
Tax Payables 4,971 4,775 196
Other Payables 11,959 8,787 3,172
Accrued Liab. & Deferred Income 1,592 1,011 581
Total amount 79,071 52,985 26,086
Note 19.A TRADE AND OTHER PAYABLES
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The increase in “Trade Payables” (Euro 22,137 thousand) is mainly due to the change in the
consolidation scope and the debt of the Daler-Rowney Lukas Group of Euro 12,312
thousand, in addition to trade payables of Pioneer Stationery Private Ltd (India) for Euro 111
thousand.
Excluding corporate operations, the increase was Euro 9,714 thousand, partly due to higher
revenues and partly to seasonality, which requires the Group to increase production and
procurement to support peak sales in the middle months of the year.
The carrying amount of trade payables at the reporting date approximates their “fair value”.
The trade payables reported above are due within 12 months.
The account “Tax Payables” to third parties amounts to Euro 4,971 thousand at June 30, 2016
(Euro 4,775 thousand at December 31, 2015), of which Euro 3,743 thousand VAT payables
and Euro 1,228 thousand concerning tax payables other than current taxes. VAT payables
principally concern the Mexican subsidiary (Euro 1,598 thousand) and the Parent F.I.L.A.
S.p.A. (Euro 731 thousand).
Other Tax Payables concern consultants withholding taxes, principally relating to the Parent
F.I.L.A. S.p.A (Euro 236 thousand). The residual amount refers mainly to the Chinese
subsidiary (Euro 329 thousand) for local taxes and to Dixon Ticonderoga Inc. (Canada, Euro
134 thousand).
“Other Payables” amount to Euro 11,959 thousand at June 30, 2016 and principally include:
employee salary payables of Euro 6,923 thousand (Euro 5,111 thousand at December
31, 2015);
social security contributions to be paid of Euro 2,215 thousand (Euro 2,099 thousand
at December 31, 2015);
payables for agent commissions of Euro 451 thousand (Euro 172 thousand at
December 31, 2015).
The carrying amount of “Tax Payables”, “Other Payables” and “Accrued Liabilities and
Deferred Income” at the reporting date approximate their fair value.
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With reference to the other non-current payables, the balance at June 30, 2016 amounted to
Euro 99 thousand and refers to deposits paid by clients to guarantee long-term supply
contracts of the Indian company Writefine Products Private Limited (India).
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Note 20 – Core Business Revenue
Core business revenue in the first half of 2016 amounted to Euro 201,514 thousand (Euro
141,520 thousand in 1H 2015).
Revenue was broken down as follows:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Revenue from Sales and Service 210,788 150,364 60,424
Adjustments on Sales (9,274) (8,844) (430)
Returns on Sales (4,658) (4,127) (531)
Discounts, Allowances and Premiums (4,616) (4,717) 101
Total amount 201,514 141,520 59,994
Note 20.A - CORE BUSINESS REVENUE
“Core business revenue” increased in the first half of 2016 due to the change in the
consolidation scope compared to the comparative period for Euro 52,008 thousand, with a net
increase at like-for-like consolidation scope of Euro 7,986 thousand.
The principal change on the previous year is due to the US group company Dixon
Ticonderoga for Euro 3,966 thousand and the parent F.I.L.A. for Euro 2,065 thousand.
Note 21 – Other Revenue and Income
The account other income relates to ordinary operations and does not include the sale of
goods and provision of services and principally concerns realised and unrealised exchange
gains on commercial transactions.
“Other Revenue and Income” in 1H 2016 amounted to Euro 4,765 thousand (Euro 3,001
thousand in 1H 2015).
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Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Gains on Sale of Property, Plant and Equipment 14 3 11
Unrealised Exchange Gains on Commercial Transactions 2,350 1,203 1,147
Realised Exchange Gains on Commercial Transactions 1,663 1,234 429
Other Revenue and Income 737 561 176
Total amount 4,765 3,001 1,764
Note 21 – OTHER REVENUE AND INCOME
The increase in “Other Revenue and Income” in the first half of 2016 from the change in the
consolidation scope was Euro 1,959 thousand, with a net decrease at like-for-like
consolidation scope of Euro 195 thousand.
“Other Revenue and Income” in the first half of 2016 principally included:
commissions from Dixon Ticonderoga brand sales by a wholesaler to one of the major
American distributors for Euro 76 thousand;
sale of production waste for Euro 110 thousand, concerning Fila Dixon Stationery
(Kunshan) Co., Ltd. (China) and Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico);
royalties recognised to F.I.L.A. S.p.A. of Euro 50 thousand.
Note 22 - Costs for Raw Materials, Ancillary, Consumables and Goods
The account includes all purchases of raw materials, semi-processed products, transport for
purchases, goods and consumables for operating activities.
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The breakdown is provided below:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Raw materials, Ancillary, Consumables and Goods (85,751) (60,373) (25,378)
Shipping Expenses on Purchases (4,737) (5,447) 710
Packaging (3,384) (1,236) (2,148)
Import Charges and Customs Duties (3,368) (2,230) (1,138)
Other Accessory Charges on Purchases (4,707) (3,583) (1,124)
Materials for Maintenance (384) 0 (384)
Adjustments on Purchases 34 19 14
Discounts, Allowances and Premiums 33 19 14
Total amount (102,297) (72,850) (29,447)
Note 22 - COSTS FOR RAW MATERIALS, ANCILLARY, CONSUMABLES AND GOODS
The increase in “Costs for Raw Materials, Ancillary, Consumables and Goods” in the first
half of 2016 from the change in the consolidation scope amounts to Euro 29,579 thousand,
with a net decrease at like-for-like consolidation scope of Euro 132 thousand.
Goods purchases, shipping expenses and purchases, packaging, import charges and customs
duties and other accessory charges on purchases, at like-for-like consolidation scope, were in
line with the previous year.
The decrease in inventories at June 30, 2016 totalled Euro 18,526 thousand. The change in
inventories at June 30, 2016 following the change in the consolidation scope was Euro 3,109
thousand, against a net change at like-for-like consolidation scope of Euro 15,416 thousand.
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Note 23 - Service Costs and Rent, Leases and Similar Costs
“Service Costs and Rent, Leases and Similar Costs” amounted in 1H 2016 to Euro 48,239
thousand (Euro 33,020 thousand in 2015).
Services costs are broken down as follows:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Sundry services (4,314) (2,830) (1,484)
Transport (7,437) (4,781) (2,656)
Warehousing (746) (302) (444)
Maintenance (3,139) (1,871) (1,268)
Utilities (2,745) (2,226) (519)
Consulting (7,784) (3,374) (4,410)
Directors and Statutory Auditors Fees (2,008) (1,562) (446)
Advertising, Promotions, Shows and Fairs (2,721) (2,343) (378)
Cleaning (225) (185) (40)
Bank Charges (533) (376) (157)
Agents (3,467) (3,225) (242)
Sales representatives (1,877) (1,242) (635)
Sales Commissions (5,259) (4,423) (836)
Insurance (969) (574) (395)
Other Service Costs (764) (598) (166)
Hire Charges (2,710) (1,957) (753)
Rental (457) (329) (128)
Operating Leases (779) (537) (242)
Royalties and Patents (308) (285) (23)
Total amount (48,239) (33,020) (15,218)
Note 23 - SERVICE COSTS AND RENT, LEASES AND SIMILAR COSTS
The increase in “Service costs and Rent, Leases and Similar costs” in the first half of 2016
from the change in the consolidation scope on the previous period was Euro 9,809 thousand.
The net increase at like-for-like consolidation scope was Euro 5,410 thousand, principally
comprising non-recurring consultancy for the M&A projects undertaken by the Group,
increased commercial costs and professional contributions due to higher revenues, increased
advertising and marketing expenses, in addition to higher directors’ fees.
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Note 24 – Other Costs
“Other Costs” in 1H 2016 totalled Euro 5,692 thousand (Euro 3,088 thousand in 2015).
The account principally includes realised and unrealised exchange losses on commercial
transactions.
“Other costs” are broken down as follows:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Unrealised Exchange Losses on Commercial Transactions (955) (877) (78)
Realised Exchange Losses on Commercial Transactions (3,762) (1,878) (1,884)
Other Operating Charges (974) (333) (641)
Total amount (5,692) (3,088) (2,603)
Note 24 – OTHER COSTS
The increase in “Other costs” in the first half of 2016 following the change in the
consolidation scope was Euro 1,551 thousand, with a net increase at like-for-like
consolidation scope of Euro 1,054 thousand.
“Other Operating Charges” of Euro 974 thousand principally include the non-recurring costs
of the subsidiary Dixon Ticonderoga Co. (U.S.A. - Euro 426 thousand), substantially relating
to legal disputes. In addition, the account includes costs of the Parent F.I.L.A. S.p.A. (Italy –
Euro 125 thousand) and the subsidiary Lyra KG (Germany – Euro 72 thousand) relating to
tax charges other than income taxes, such as municipal taxes on property, registration taxes
and other indirect taxes, in addition to gifts and promotional items.
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Note 25 – Labour Costs
“Labour Costs” include all costs and expenses incurred for employees.
These costs are broken down as follows:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Wages and Salaries (28,813) (20,724) (8,089)
Social Security Charges (6,546) (5,324) (1,222)
Post-Employment Benefits (1,132) (922) (210)
Other Personnel Expenses (864) (509) (355)
Total amount (37,355) (27,479) (9,876)
Note 25 – LABOUR COSTS
The increase in “Labour costs” in the first half of 2016 from the change in the consolidation
scope was Euro 9,952 thousand. The net decrease at like-for-like consolidation scope was
Euro 76 thousand and in line with the comparable period.
The following table reports the breakdown of the F.I.L.A. Group workforce at June 30, 2016
and December 31, 2015 by region.
Europe North AmericaCentral - South
AmericaAsia Rest of the World Total
June 2016 788 148 1,750 4,065 13 6,764
December 2015 527 92 1,322 4,083 12 6,036
Change 261 56 428 (18) 1 728
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Note 26 – Amortisation and Depreciation
Amortisation and depreciation in 2016 and 2015 is reported below:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Depreciation of Property, Plant and Equipment (3,867) (2,803) (1,064)
Amortisation of Intangible Assets (2,637) (814) (1,823)
Total amount (6,504) (3,617) (2,887)
Note 26 – AMORTISATION AND DEPRECIATION
The increase in “Amortisation and depreciation” in the first half of 2016 from the change in
the consolidation scope was Euro 3,660 thousand. The net decrease at like-for-like
consolidation scope amounted to Euro 773 thousand.
For further details, reference should be made to “Note 1 – Intangible Assets” and “Note 2 –
Property, Plant and Equipment”.
No impairments were recognised in the year.
Note 27 – Write-Downs
The details of write-downs are presented below:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Write-down Property, Plant and Equipment (8) (4) (4)
Doubtful Debt Provisions (149) (552) 403
Total amount (156) (556) 399
Note 27 – WRITE-DOWNS
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The increase in “Write-downs” in the first half of 2016 from the change in the consolidation
scope totalled Euro 38 thousand. The net decrease at like-for-like consolidation scope was
Euro 438 thousand.
Trade receivable write-downs in the first half of 2016 principally concern the Parent F.I.L.A.
S.p.A. (Italy) and Dixon Ticonderoga Company (U.S.A.) following solvency assessments.
Note 28 – Financial Income
Financial income, together with the comment on the main changes on the previous year, was
as follows:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Interest on Bank Deposits 100 162 (62)
Income from Non-Current Financial Assets 10 0 10
Income from Non-Current Financial Assets: Interest 10 0 10
Other Financial Income 834 93 742
Unrealised Exchange Gains on Financial Transactions 991 352 639
Realised Exchange Gains on Financial Transactions 48 24 24
Total amount 1,983 630 1,353
Note 28 - FINANCIAL INCOME
The increase in “Financial income” in the first half of 2016 from the change in the
consolidation scope totalled Euro 95 thousand. The net increase at like-for-like consolidation
scope was Euro 1,258 thousand.
“Other Financial Income” in the first half of 2016 principally included financial income of
Euro 750 thousand from the settlement of the forward currency contract undertaken by the
parent F.I.L.A. against movements in UK Sterling, necessary for the acquisition of the Daler-
Rowney Lukas Group on February 3, 2016.
An additional Euro 60 thousand concerns the parent and derives from the exercise of Market
Warrants on January 4, 2016.
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Note 29 - Financial Charges
Financial charges, together with the comment on the main changes on the previous year, were
as follows:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Interest on Bank Overdrafts (101) (134) 33
Interest on Bank Loans (2,262) (1,788) (474)
Interest to Other Lenders (14) (1) (13)
Other Financial Charges (603) (46,990) 46,387
Unrealised Exchange Losses on Financial Transactions (423) (334) (89)
Realised Exchange Losses on Financial Transactions (562) (98) (464)
Total amount (3,965) (49,345) 45,380
Note 29 - FINANCIAL CHARGES
The increase in “Financial Charges” in the first half of 2016 from the change in the
consolidation scope was Euro 1,338 thousand. The net decrease at like-for-like consolidation
scope was Euro 46,718 thousand.
“Other Financial Charges” in the first half of 2016 principally related to the Amortised Cost
effect of Euro 152 thousand, calculated on the loan of the parent F.I.L.A. of Euro 109,357
thousand, received from a banking syndicate on February 3, 2016 (for further details, see
Note 13).
In addition, “Other Financial Charges” include financial discounts of Euro 196 thousand,
recognised by the parent F.I.L.A. to leading clients against the advance payment of invoices.
“Interest on Bank Loans” principally concerns the Mexican group company for Euro 924
thousand and the parent F.I.L.A. for Euro 674 thousand relating to the above-stated loan.
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Note 30 - Foreign Currency Transactions
Exchange differences on financial and commercial transactions in foreign currencies in 1H
2016 are reported below.
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Unrealised Exchange Gains on Commercial Transactions 2,350 1,203 1,147
Realised Exchange Gains on Commercial Transactions 1,663 1,234 429
Unrealised Exchange Losses on Commercial Transactions (955) (877) (78)
Realised Exchange Losses on Commercial Transactions (3,762) (1,878) (1,884)
Total exchange differences on commercial transactions (704) (318) (386)
Unrealised Exchange Gains on Financial Transactions 991 352 639
Realised Exchange Gains on Financial Transactions 48 24 24
Unrealised Exchange Losses on Financial Transactions (423) (334) (89)
Realised Exchange Losses on Financial Transactions (562) (98) (464)
Total exchange differences on financial transactions 54 (56) 110
Total net value of exchange differences (651) (374) (277)
Note 30 - FOREIGN CURRENCY TRANSACTIONS
The increase in “Foreign currency transactions” in the first half of 2016 from the change in
the consolidation scope totalled Euro 194 thousand. The net increase at like-for-like
consolidation scope was Euro 471 thousand.
Exchange differences in 1H 2016 principally arose from the movement of local currencies
(principally the South American currencies) against the Euro, in addition to the movement in
the period of assets and liabilities in foreign currencies, following commercial and financial
transactions.
Note 31 – Income/Charges from Investments Valued at Equity
“Income/Charges from Investments Valued at Equity” amounted to Euro 0 thousand (Euro
475 thousand in the first half of 2015), as at June 30, 2016 the company Writefine Products
Private Limited (India) was fully consolidated.
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Note 32 - Income Taxes
They amount to Euro 8,638 thousand in 2016 (Euro 7,722 thousand in 2015) and concern
current taxes for Euro 7,976 thousand (Euro 6,603 thousand in 2015) and a net deferred tax
charge of Euro 662 thousand (Euro 1,119 thousand in 2015).
The increase in “Income taxes” in the first half of 2016 from the change in the consolidation
scope was Euro 483 thousand. The net increase at like-for-like consolidation scope was Euro
433 thousand.
Note 32.A – Current Income Taxes
The breakdown is as follows.
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Current Income Taxes - Italy (509) (1,470) 961
Current Income Taxes - Foreign (7,467) (5,133) (2,334)
Total amount (7,976) (6,603) (1,373)
Note 32.A - INCOME TAXES
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Current Italian taxes concern F.I.L.A. S.p.A..
The breakdown of current overseas taxes is illustrated below.
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Omyacolor S.A. (France) (702) (568) (134)
F.I.L.A. Hispania S.L. (Spain) (214) (206) (8)
Dixon Ticonderoga Company (U.S.A.) (3,846) (3,141) (705)
FILALYRA GB Ltd. (United Kingdom) (38) (65) 27
Beijing F.I.L.A.-Dixon Stationery Company Limited (China) (4) 0 (4)
Fila Dixon Stationery (Kunshan) Co., Ltd. (China) (218) 0 (218)
Fila Dixon Art & Craft Yixing Co.,Ltd (20) 0 (20)
Dixon Ticonderoga Inc. (Canada) (170) (159) (11)
Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) (674) (779) 105
FILA Argentina S.A. (Argentina) (16) (114) 98
Lyra GmbH & Co. K.G. (Germany) (212) (36) (176)
Lyra Scandinavia AB (Sweden) (80) 0 (80)
Lyra Verwaltungs Gmbh (1) 0 (1)
Licyn Mercantil Industrial Ltda (Brazil) (38) (13) (25)
Fila Hellas SA (Greece) (97) (52) (45)
Fila Polska Sp. Z.o.o (Poland) (16) 0 (16)
Writefine products PVT LTD. (911) 0 (911)
Daler Rowney S.A. (Belgium) (18) 0 (18)
Daler Rowney USA Ltd (USA) (192) 0 (192)
Total amount (7,467) (5,133) (2,334)
Note 32.A.1 INCOME TAXES
The other F.I.L.A. Group companies not presented in “Note 32.A.1 – Income Taxes” did not
report taxes in the current year in line with the respective local tax regulations.
The increase in “Current income taxes” in the first half of 2016 from the change in the
consolidation scope totalled Euro 1,121 thousand. The net increase at like-for-like
consolidation scope was Euro 1,213 thousand.
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Note 32.B – Deferred Tax Income and Charges
The breakdown is provided below:
Euro thousands
1H 2016 1H 2015 Change 2016 - 2015
Deferred Tax Charge 406 158 248
Deferred Tax Income (1,068) (1,277) 210
Total amount (662) (1,119) 458
Note 32.B - DEFERRED TAX INCOME AND CHARGES
The net deferred tax charge increase in the first half of 2016 from the change in the
consolidation scope was Euro 639 thousand. The net decrease at like-for-like consolidation
scope was Euro 1,097 thousand.
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Other Information
Related party transactions
For the procedures adopted in relation to transactions with related parties, also in accordance
with Article 2391-bis of the Civil Code, reference should be made to the procedure adopted
by the Parent pursuant to the Regulation approved by Consob with motion No. 17221 of
March 12, 2010 and subsequent amendments, published on the website of the company
www.filagroup.it in the “Governance” section.
Under the applicable accounting standards, the following were identified as related parties:
• joint arrangements and associates;
• shareholders exercising a significant influence on the F.I.L.A. Group and
• key management personnel and their close family members.
In accordance with Consob Communication No. 6064293 of July 28, 2006, the following
table outlines the commercial and financial transactions with related parties for the year
ended December 31, 2016:
Euro thousands
COSTS
Nuova Alpa Collanti S.r.l. Trade Supplier 0 0 0 0 0 579 0 0 0 0 854 0 0
Studio Legale Salonia e Associati Legal Consultancy 0 0 0 0 0 35 0 0 0 0 0 131 0
Studio Zucchetti Tax & Administration Consultancy 0 0 0 0 0 89 0 0 0 0 0 120 0
Total 0 0 0 0 0 703 0 0 0 0 854 252 0
Financial
Payables
(Other)
Trade
Payables
Revenue
from sales
Other
Revenue
(S ervices)
Other
Revenue
Financial
IncomeCompany Nature
Trade
Receivables
Financial
Assets
Cash and
Cash
Equivalents
Financial
Payables
(Banks)
Financial
Charges
F.I.L.A. GROUP RELATED PARTIES 2016
June 30, 2016 1H 2016
Statement of Financial Position Income Statement
ASSETS LIABILITIES REVENUE
Operating
Costs
(Products)
Operating
Costs
(S ervices)
Euro thousands
COSTS
Nuova Alpa Collanti S.r.l. Trade Supplier 0 0 0 0 0 407 0 0 0 0 655 0 0
Studio Legale Salonia e Associati Legal Consultancy 0 0 0 0 0 9 0 0 0 0 0 122 0
Studio Zucchetti Tax & Administration Consultancy 0 0 0 0 0 221 0 0 0 0 0 148 0
Studio Legale Pedersoli e Associati(1)
Legal Consultancy 0 0 0 0 0 0 0 0 0 0 0 106 0
Intesa Sanpaolo S.p.A.(1)
Loans 0 0 0 0 0 0 0 0 0 1 0 23 106
Total 0 0 0 0 0 637 0 0 0 1 655 399 106
Financial
Income
Operating
Costs
(Products)
Operating
Costs
(S ervices)
Financial
Charges
1) Parties considered as related parties between January 1, 2015 and the Effective Date of the merger between F.I.L.A. S.p.A. and Space S.p.A.. The cost reported in the table represent the amounts matured by these parties in the period in which they were considered
related parties.
Financial
Payables
(Banks)
Financial
Payables
(Other)
Trade
Payables
Revenue
from sales
Other
Revenue
(S ervices)
Other
RevenueCompany Nature
Trade
Receivables
Financial
Assets
Cash and
Cash
Equivalents
Statement of Financial Position Income Statement
ASSETS LIABILITIES REVENUE
F.I.L.A. GROUP RELATED PARTIES 2015
December 31, 2015 1H 2015
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Studio Legale Salonia e Associati
Studio Legale Salonia e Associati, with which a partner is related to the majority shareholder
of the company, principally provides legal consultancy.
Nuova Alpa Collanti S.r.l.
Nuova Alpa Collanti S.r.l., in which a shareholder is a Board member of F.I.L.A. S.p.A.,
supplies glue.
Studio Zucchetti
Studio Zucchetti, in which a partner of the firm is a member of the Board of Directors of
F.I.L.A. S.p.A., principally provides tax and administrative consultancy.
The comparative income statement figures for the first half of 2015 take into account also
transactions with Studio Legale Pedersoli e Associati and the credit institution Intesa
Sanpaolo as a related party until the Effective Merger Date with Space S.p.A., therefore for
the period between January 1, 2015 and May 31, 2015.
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Attachments
List of companies included in the consolidation and other investments
CompanyState of residence of the
company
Year of
acquisition of
the company
% held
directly
(F.I.L.A. S.p.A.)
% held
indirectly
% held by
F.I.L.A. GroupInvesting Company
Consolidation
method
Non-
controlling
interests
Omyacolor S.A. France 2000 94.94% 5.05% 99.99%
FILA S.p.A.
Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG
Lyra Bleistift-Fabrik Verwaltungs GmbH
Line-by-line 0.01%
F.I.L.A. Hispania S.L. Spain 1997 96.77% 0.00% 96.77% FILA S.p.A. Line-by-line 3.23%
FILALYRA GB Ltd. United Kingdom 2005 0.00% 100.00% 100.00% Dixon Ticonderoga Company Line-by-line 0.00%
Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG Germany 2008 99.53% 0.47% 100.00% Lyra Bleistift-Fabrik Verwaltungs GmbH Line-by-line 0.00%
Lyra Bleistift-Fabrik Verwaltungs GmbH Germany 2008 0.00% 100.00% 100.00% Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG Line-by-line 0.00%
Lyra Scandinavia AB Sweden 2008 0.00% 80.00% 80.00% Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG Line-by-line 20.00%
FILA Stationary and Office Equipment Industry Ltd. Co. Turkey 2011 100.00% 0.00% 100.00% FILA S.p.A. Line-by-line 0.00%
Fila Stationary O.O.O. Russia 2013 90.00% 0.00% 90.00% FILA S.p.A. Line-by-line 10.00%
Industria Maimeri S.p.A. Italy 2014 51.00% 0.00% 51.00% FILA S.p.A. Line-by-line 49.00%
Fila Hellas SA* Greece 2013 50.00% 0.00% 50.00% FILA S.p.A. Line-by-line 50.00%
Fila Polska Sp. Z.o.o Poland 2015 51.00% 0.00% 51.00% FILA S.p.A. Line-by-line 49.00%
Dixon Ticonderoga Company U.S.A. 2005 100.00% 0.00% 100.00% FILA S.p.A. Line-by-line 0.00%
Dixon Ticonderoga Inc. Canada 2005 0.00% 100.00% 100.00% Dixon Ticonderoga Company Line-by-line 0.00%
Grupo F.I.L.A.-Dixon, S.A. de C.V. Mexico 2005 0.00% 100.00% 100.00%Dixon Ticonderoga Inc.
Dixon Ticonderoga CompanyLine-by-line 0.00%
F.I.L.A. Chile Ltda Chile 2000 0.79% 99.21% 100.00%Dixon Ticonderoga Company
FILA S.p.A.Line-by-line 0.00%
FILA Argentina S.A. Argentina 2000 0.00% 100.00% 100.00%F.I.L.A. Chile Ltda
Dixon Ticonderoga CompanyLine-by-line 0.00%
Licyn Mercantil Industrial Ltda Brazil 2012 99.99% 0.00% 99.99% FILA S.p.A. Line-by-line 0.01%
Beijing F.I.L.A.-Dixon Stationery Company Ltd. China 2005 0.00% 100.00% 100.00% Dixon Ticonderoga Company Line-by-line 0.00%
Xinjiang F.I.L.A.-Dixon Plantation Company Ltd. China 2008 0.00% 100.00% 100.00% Beijing F.I.L.A.-Dixon Stationery Company Ltd. Line-by-line 0.00%
PT. Lyra Akrelux Indonesia 2008 0.00% 52.00% 52.00% Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG Line-by-line 48.00%
FILA Dixon Stationery (Kunshan) Co., Ltd. China 2013 0.00% 100.00% 100.00% Beijing F.I.L.A.-Dixon Stationery Company Ltd. Line-by-line 0.00%
FILA Australia PTY LTD Australia 2015 100.00% 0.00% 100.00% FILA S.p.A. Line-by-line 0.00%
FILA Cartorama SA PTY LTD South Africa 2014 90.00% 0.00% 90.00% FILA S.p.A. Line-by-line 10.00%
FILA Dixon Art & Craft Yixing Co. Ltd China 2015 0.00% 100.00% 100.00% Beijing F.I.L.A.-Dixon Stationery Company Ltd. Line-by-line 0.00%
Writefine Products Private Limited India 2015** 51.00% 0.00% 51.00% FILA S.p.A. Line-by-line 49.00%
Pioneer Stationery Pvt Ltd.** India 2015 0.00% 51.00% 51.00% Writefine Products Private Limited Line-by-line 49.00%
Renoir Topco Ltd United Kingdom 2015 100.00% 0.00% 100.00% FILA S.p.A. Line-by-line 0.00%
Renoir Midco Ltd United Kingdom 2015 0.00% 100.00% 100.00% Renoir Topco Ltd Line-by-line 0.00%
Renoir Bidco Ltd United Kingdom 2015 0.00% 100.00% 100.00% Renoir Midco Ltd Line-by-line 0.00%
Daler Rowney Group Ltd United Kingdom 2015 0.00% 100.00% 100.00% Renoir Bidco Ltd Line-by-line 0.00%
Daler Rowney S.A. Belgium 2015 0.00% 100.00% 100.00% Renoir Bidco Ltd Line-by-line 0.00%
Daler Rowney Ltd United Kingdom 2015 0.00% 100.00% 100.00% Renoir Bidco Ltd Line-by-line 0.00%
Longbeach Arts Ltd United Kingdom 2015 0.00% 100.00% 100.00% Daler Rowney Group Ltd Line-by-line 0.00%
Daler Board Company Ltd United Kingdom 2015 0.00% 100.00% 100.00% Daler Rowney Group Ltd Line-by-line 0.00%
Daler Holdings Ltd United Kingdom 2015 0.00% 100.00% 100.00% Daler Rowney USA Ltd Line-by-line 0.00%
Daler Designs Ltd United Kingdom 2015 0.00% 100.00% 100.00% Daler Rowney USA Ltd Line-by-line 0.00%
Daler Rowney GmbH Germany 2015 0.00% 100.00% 100.00% Daler Rowney Ltd Line-by-line 0.00%
Lukas-Nerchau GmbH Germany 2015 0.00% 100.00% 100.00% Daler Rowney GmbH Line-by-line 0.00%
Nerchauer Malfarben GmbH Germany 2015 0.00% 100.00% 100.00% Daler Rowney GmbH Line-by-line 0.00%
Lastmill Ltd United Kingdom 2015 0.00% 100.00% 100.00% Daler Rowney Ltd Line-by-line 0.00%
Rowney & Company Pencils Ltd United Kingdom 2015 0.00% 100.00% 100.00% Daler Rowney Ltd Line-by-line 0.00%
Rowney (Artists Brushes) Ltd United Kingdom 2015 0.00% 100.00% 100.00% Daler Rowney Ltd Line-by-line 0.00%
Daler Rowney USA Ltd U.S.A. 2015 0.00% 100.00% 100.00% Daler Rowney Group Ltd Line-by-line 0.00%
Brideshore srl Dominican Republic 2015 0.00% 100.00% 100.00% Daler Rowney USA Ltd Line-by-line 0.00%
* Although not holding 50% +1% of the share capital considered a subsidiary under the parameters of IFRS 10
** Writefine Products Private Limited acquired control in 2016 of the company Pioneer Stationery Pvt Ltd., previously consolidated as an associate at December 31, 2015 with a holding of 49%
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Business Combinations
Daler-Rowney Lukas Group
On February 3, 2016, F.I.L.A. S.p.A. acquired 100% of the entire share capital - comprising
“ordinary shares” and “preference shares” - of Renoir TopCo Ltd, the holding company of
the Daler-Rowney Lukas Group, from the private equity fund Electra Partners LLP and the
management team of Daler-Rowney.
From February 3, 2016, the companies of the English Group were consolidated in the
financial statements of the F.I.L.A. S.p.A. Group under the “line by line” method and at
March 31, 2016 contributed to the result only the profits/loss for the period between February
3, 2016 and March 31, 2016.
The acquisition of the entire share capital of Renoir TopCo Ltd involved total consideration
of Euro 80.8 million, of which Euro 2.6 million as payment for the “ordinary shares”, Euro
12.7 million as payment for the “preference shares” and Euro 65.5 million for redemption of
the Loan Notes held by the sellers, in addition to the price adjustment of Euro 0.3 million in
March 2016, in accordance with the purchase contract.
F.I..L.A. S.p.A. incurred costs related to the acquisition of Euro 1,084 thousand for legal
expenses and due diligence costs. These costs were included in the “Services and Rent,
Leases and Similar costs” account of the condensed statement of comprehensive income.
The goodwill deriving from the acquisition was recognised as illustrated in the following
table.
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Euro thousands
Value of F.I.L.A. S.p.A Investment in the Daler & Rowney Lukas Group in the separate financial statements of the
parent at February 3, 2016A 16,751
Total Consultancy Charges of F.I.L.A. S.p.A. for Daler & Rowney Lukas Group B 1,084
Total Payment of F.I.L.A. S.p.A. for Daler & Rowney Lukas Group A + B = C 15,667
Value of Equity of Daler & Rowney Lukas Group at February 3, 2016 held by F.I.L.A S.p.A. F (12,147)
C - F 3,520 Goodwill at February 3, 2016
The goodwill deriving from the acquisition principally concerns the skills and know-how of
the personnel of the acquired group, in addition to synergies from the integration of the
company acquired.
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The value of the assets and liabilities of the Daler-Rowney Lukas Group at the acquisition
date was as follows:
Euro thousands
Fair Value at
February 3, 2016
ASSETS 130,365
Non-Current Assets 86,454
Intangible Assets 70,784
Property, Plant and Equipment 12,839
Non-Current Financial Assets 589
Deferred Tax Assets 2,242
Current Assets 43,911
Current Financial Assets 1,041
Current Tax Receivables 23
Inventories 23,520
Trade and Other Receivables 16,147
Cash and Cash Equivalents 3,181
Non-Current and Current Assets Held-for-Sale 0
LIABILITIES AND EQUITY 130,365
Equity 12,147
Non-Current Liabilities 13,435
Non-Current Financial Liabilities 19
Employee Benefits 57
Deferred Tax Liabilities 13,359
Current Liabilities 104,783
Current Financial Liabilities 90,955
Current Provisions for Risks and Charges 670
Current Tax Payables 82
Trade and Other Payables 13,075
Non-Current and Current Assets Held-for-Sale 0
Note: The figures are converted at the exchange rate at February 3, 2016.
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Transactions relating to atypical and/or unusual operations
In accordance with Consob Communication of July 28, 2006, during 2016 the F.I.L.A. Group
did not undertake any atypical and/or unusual operations as defined by this communication,
whereby atypical and/or unusual operations refers to operations which for size/importance,
nature of the counterparties, nature of the transaction, method in determining the transfer
price or time period (close to the period-end) may give rise to doubts in relation to: the
correctness/completeness of the information in the financial statements, conflicts of interest,
the safeguarding of the company’s assets and the protection of non-controlling interest
shareholders
The Board of Directors
THE CHAIRMAN
Mr. Gianni Mion
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Declaration of the Executive Responsible and Corporate Boards
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Auditors’ Report
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FILA S.p.A.Fabbrica Italiana Lapis ed Affini S.p.A.
SEDE LEGALEVia XXV Aprile 5 20016 - Pero (MI)