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1
2
Consolidated and
Statutory Financial
Statements for the year ended March 31, 2018
3
4
Index ADMINISTRATION AND CONTROLLING BOARD 5
GROUP STRUCTURE 6
MANAGEMENT REPORT TO THE CONSOLIDATED FINANCIAL STATEMENTS AND TO THE
STATUTORY FINANCIAL STATEMENTS 8 Main economic and financial data 12
Performance of the period 35
Overview of ongoing projects and main project acquisitions 23
Main risks and uncertainties which Permasteelisa S.p.A. and the Group are exposed to 36
The Group’s organizational structure 37
Research and Innovation 37
Knowledge Sharing Group 38
Information Technology 38
Human Resources 39
Shareholder 41
Treasury shares 41
Transactions with related parties 41
Unconventional or unusual operations 42
Significant events subsequent to year end and outlook 42
Other disclosures 43
Operating performance and financial position of Permasteelisa S.p.A. 45
Approval of the Statutory Financial Statements and allocation of 2018 result 48
Permasteelisa Group Consolidated Financial Statements as of March 31, 2018 50 Consolidated income statement 51
Consolidated statement of comprehensive income 52
Consolidated statement of financial position 53
Consolidated statement of cash flows 54
Consolidated statement of net equity changes 56
Notes to the Consolidated Financial Statements 58
Appendix I: Permasteelisa Group’s companies 105
Permasteelisa S.p.A. – Statutory Financial Statements as of March 31, 2018 109 Income Statement 110
Statement of Comprehensive Income 111
Statement of Financial Position 112
Statement of cash flows 112
Statement of net equity changes 112
Notes to the Statutory Financial Statements 117
Appendix I: Receivables and payables broken down by geographical area 166
Auditors’ report on the Consolidated and Statutory Financial Statements 170 Company name Permasteelisa S.p.A. with soles Shareholder Registered Office Share capital Viale E. Mattei, 21/23 Euro 6,900,000 fully paid in 31029 Vittorio Veneto (TV) - Italy Treviso REA (Economic and Administrative Repertory) enrolment no. 169833
5
ADMINISTRATION AND CONTROLLING BOARDS
Board of Directors in charge
Chairman Davide Croff
Chief Executive Officer Riccardo Mollo
Directors
Laurence William Bates (CCI) (*)
Nicola Greco
Sachio Matsumoto (CCI) (CRN)
Harumi Matsumura (CRN)
Hwa Jin Song Montesano
Daizo Motoyoshi (CCI)
Motohiko Shintani
(*)Resignation Director with effect from March 31, 2018
(CCI) Member of the Internal Control Committee (CRN) Member of the Remuneration and Nominating Committee
Board of Statutory Auditors
Chairman
Standing Auditors
Eugenio Romita
Antonella Alfonsi
Roberto Spada
Alternate Auditors Michele Crisci
Luigi Provaggi
Independent Auditors Deloitte & Touche S.p.A.
6
GROUP STRUCTURE The following graph shows the companies controlled either directly or indirectly by the Parent Company Permasteelisa S.p.A.
7
8
PERMASTEELISA S.p.A.
Management Report to the
Consolidated Financial Statements and
to the Statutory Financial Statements
9
MANAGEMENT REPORT Dear Shareholder,
The following report accompanies the Consolidated Financial Statements and the Financial Statements of Permasteelisa S.p.A. as of March 31, 2018. We wish to illustrate the data related to the exercise of the Group and of the Parent Company, both with reference to the current financial year and to future prospects.
During the month of August 2017 LIXIL announced its decision to sell 100% of the shares of Permasteelisa S.p.A. to Grandland Holding Group Limited, a leading Chinese architectural design and construction company.
Combining Permasteelisa’s position as a premium leader in the market and its scale across EMEA, North and South America as well as parts of Asia, along with Grandland’s industrial integration capabilities and strength in China, will create an even a bigger player in the curtain wall segment globally. While Permasteelisa will maintain its operating independence, the opportunities for operating synergies with Grandland are tremendous.
Such transaction is subject to customary closing conditions and regulatory approvals, including in China, the United States and Russia. The approval process in the United States is still ongoing as of March 31, 2018.
The fiscal year 2018 (April 2017 – March 2018) has been characterized by a better performance compared with the same period of previous year (April – March 2017), both in economic and financial terms; in particular the EBIT normalized has been increased for 11 million of Euro and the Net Financial Position has been improved for approx 87 million Euro thanks to the actions implemented to optimize and to reduce the working capital and to the positive cash flow of new projects.
The order intake has been lower compared with the same period of previous year, in particular for Interiors and Marine Segment.
The new orders acquired during the period April – March 2018 amount to Euro 1,322 million (March 2017: Euro 1,524 million) and the main increase have been recognized in Europe Region (United Kingdom and other European markets, such as France, Switzerland and Poland) and in North America area having the Group been awarded of two iconic towers in San Francisco for around 250 million USD, all in accordance to the market strategy of the Group.
The low acquisition of orders in the Interiors Business Unit has led the management to review the global business model, while for the Marine Business Unit a new strategy has been identified through a possible alliance with one of the most important players in the field of shipbuilding.
The backlog continues to remain over Euro 2 billion, even if it is affected by the weak Euro / USD exchange rate compared to previous year.
The normalized operating profit (Normalized EBIT without the depreciation of the goodwill deriving from the merger operation, carried out in 2010, of the companies Terre Alte S.p.A. and Montrachet S.p.A, hereafter referred to as Monnalisa) achieved in March 2018 is equal to Euro 15.1 million (1.2% on total Revenues), while in March 2017 it was equal to Euro 4.1 million (0.3% on total Revenues). Despite the improvement in the Group's economic performance compared to the previous year, during the period the Group's result has been influenced by the reduction in the margin on some projects, the negative outcome of some legal cases and a lower volume of orders acquired.
The improvement against the previous year has been reached thanks to the better performance recognized on some projects and to the cost savings on the general overheads.
The normalized result before tax (Normalized EBIT) achieved in March 2018 is negative for Euro -14.1 million (March 2017: Euro -22.9 million) due to the impact of financial expenses for Euro 28.6 million (March 2017: Euro 27.0 million).
The financial expenses of the period mainly include:
• interest on financial debt for Euro 4.2 million • hedging costs related to forex exposure for Euro 14.9 million • forex differences arising from non-project related items or not hedgeble items for Euro 6.5 million • bank commissions on collaterals issued in favor of US sureties for Euro 1.3 million • provision for interests on a legal case in Middle East for Euro 1.8 million
Being the Group mainly exposed to GB pound, US dollar and Russian ruble, currencies with an higher interest rate than Euro, the Group bears negative carry forwards, accounted into the financial expenses.
10
The normalized net result achieved in March 2018 is negative for Euro -23.6 million (March 2017: Euro -41.1 million) due to the impact of taxes for Euro 9.4 million (March 2017: Euro 18.2 million).
The tax expenses of the period are mainly affected by the tax assessment in Chinese entities for previous fiscal years, which has a total impact on taxes for Euro 3.8 million. In addition the reduction of the Corporate tax rate in USA from 34% to 21% has required an adjustment of the deferred tax assets for Euro 1.9 million.
A continuous effort in terms of working capital management and cash management has allowed the Group to achieve a better net financial position: as of March 31, 2018 it is equal to Euro 295 million compared with Euro 382 million as of March 31, 2017, best result achieved since 2014 year.
The main events that affected the net financial position as of March 2018, against March 2017, are:
• cash collection on a main project in Qatar, for Euro 67 million;
• cash collection on an other project in Qatar, Doha, for Euro 11.5 million;
• cash collection for the old factory sale in Thailandia (formalized in October 2017), for Euro 7.4 million;
• payment of a lawsuit lost on a project in London for Euro 21.8 million. Against this payment an additional shareholder loan has been granted and paid for Euro 20 million;
• finally, during the year, part of the shareholder loan has been repaid for Euro 36.2 million and US 14.8 million as well as to reduce the bank debt with the cash surplus.
11
Main economic and financial data To ensure a more precise and significant analysis of the performance of Permasteelisa Group, the economic figures presented in the table below have been appropriately normalized. The closing figures have been adjusted for the effects of the merger of the holding companies Terre Alte S.p.A. and Montrachet S.p.A. occurred in the year 2010 (mainly depreciation of intangible and tangible assets) for Euro 6,649 thousand.
The Group's results for the year 2018 are summarised here below:
€ thousands
IV Quarter 2018
Normalized (Jan-Mar
2018)
IV Quarter
2018 (Jan-Mar
2018)
IV Quarter 2017
Normalized (Jan-Mar
2017)
IV Quarter 2017
(Jan-Mar 2017)
March 31, 2018
Normalized
March 31, 2017
Normalized
March 31, 2018
March 31,
2017
339,063 339,063 338,139 338,139 Operating
revenues 1,276,666 1,286,482 1,276,666 1,286,482
9,248 9,248 20,414 20,414 EBITDA 29,597 20,940 29,527 20,940
2.7% 2.7% 6.0% 6.0% % 2.3% 1.6% 2.3% 1.6%
5,731 4,064 16,089 14,427 EBIT 15,140 4,095 8,491 (2,554)
1.7% 1.2% 4.8% 4.3% % 1.2% 0.3% 0.7% -0.2%
(2,690) (4,357) 10,704 9,042 Result
before tax (14,127) (22,880) (20,776) (29,529)
-0.8% -1.3% 3.2% 2.7% % -1.1% -1.8% -1.6% -2.3%
(3,222) (4,436) 4,737 3,526 Net result (23,574) (41,111) (28,418) (45,955)
-1.0% 1.3% 1.4% 1.0% % -1.8% -3.2% -2.2% -3.6%
12
March 31,
2018 March 31,
2017 € thousands
Non current assets (a) 174,193 187,006
Net working capital (b) 279,555 369,930
Severance indemnity fund, pension funds and other employee benefits (c) (31,447) (32,386)
Net Invested capital 422,301 524,550
Net financial debt/(Net cash surplus) (d) 71,490 126,978
Shareholder’s loan (e) 223,661 255,093
Shareholder's equity (including minority interests) (f) 127,150 142,479
Coverage 422,301 524,550
Capital expenditure on tangible and intangible assets 12,289 13,896
Average workforce 5,852 6,248
a) Sum of the captions included in the consolidated statement of financial position referring to notes 15, 16, 18, 19, 20;
b) Sum of the captions included in the consolidated statement of financial position referring to notes 21, 22, 23, 24, 25, 26, 28, 33, 34, 35, 36, 37, 38;
c) Sum of the captions included in the consolidated statement of financial position referring to notes 31 and 32;
d) Caption included in the consolidated statement of financial position referring to note 27 and 30, net of the Shareholder’s loan for Euro 223,661 thousand (Euro 255,093 thousand as of March 31, 2017);
e) Caption included in the consolidated statement of financial position referring to note 30;
f) Caption included in the consolidated statement of financial position referring to note 29.
13
Performance for the period The C.T.B.U.H. (Council on Tall Buildings and Urban Habitat), in its report about skyscrapers completed during the past year, highlights that 2017 has definitely been a record year for the geographical distribution of these constructions, with 144 over 200 m tall buildings realized in 69 towns in 23 countries around the world.
These figures, compared to those of year 2016 (127 buildings in 54 towns in 18 countries), suggests that the rate of urbanization is increasing worldwide and, not by chance, the 34% of skyscrapers realized in 2017 have a residential use. China leads the ranking with 76 new skyscrapers (which is the 53% of the total) followed by United States (10 buildings) and South Korea (7 buildings). A long list in which the only European country is Turkey in the fifth position with 4 buildings. The prevalence of Asian countries is clear with 109 buildings equal to the 76% of the total and Shenzhen, for the second consecutive year, is the town where the largest number of skyscrapers has been completed (12 buildings). The year 2017 also set a new record for over 200 m tall skyscrapers, they are infact 144, of which 15 over 300 m tall. There are 1,319 over 200 m tall buildings worldwide, which means 402% more than at the beginning of the new millennium, in 2000 year they were just 263.
Amongst the buildings completed in 2017 it is worth to point out:
• The Ping An Finance Center of Shenzhen, 599 m, the tallest building of 2017, the forth in the global general ranking;
• The Skyland Towers of Istanbul, 284 m, in the seventh position of the tallest European skyscrapers; • The Britam Tower of Nairobi, 201 m, the tallest building in Kenya and at the second position amongst the
tallest skyscrapers in Africa.
During the year Permasteelisa Group has obtained several important iconic projects, but the true challenge is a more incisive commercial penetration in China. During the year the order intake has been definitely lower than last year particularly for Interior and Marine Business Units as detailed in the graph below.
The effect of the Brexit decision and the possible geographical re-allocation of the investments foreseen in the UK market will have to be carefully evaluated since it could be a chance for the Group that is well placed in all the European markets where ex-UK investments could be potentially repositioned.
The EBITDA of the period, equal to 29.6 million Euro, has been characterized by some events that have negatively contributed to the company’s performance, amongst which:
14
• The delay of the order intake in Interiors and Marine Business Units, that for the projects nature generates a faster margin, has strongly influenced the contribution expected from new projects.
• Some claims towards clients have not been deemed to have reached an advanced negotiation stage and, therefore, have not been recorded as revenues according to IAS 11. However, since the costs have been already accounted for, a momentary imbalance has been generated. The management expects these claims to reach an advanced negotiation stage in the following quarters and consequently, to be duly accounted for in the near future.
• The Group continued having a prudent approach, like in the previous year, in evaluating risks related to credit collection and project completion, expecially in the areas of Asia and Middle East.
• The final account reached for some projects, which allowed the collection of outstanding receivables, has generated a reduction in the revenues mainly related to some variations not fully recognized.
• Finally, following the assessment on the projects carried out by the new management of Permasteelisa North America Corp., a reevaluation of the costs to complete on some projects in the USA has been performed and the associated losses have been recognized.
The net financial costs, equal to Euro 28.6 million, are substantially linked to the forward points linked to the currency hedging, in particular in Russian ruble and in US dollar, and due to the negative carry of the interest rates toward Euro in addition to the cost of debt.
The net result after depreciations (including the effect deriving from the merger occurred in the year 2010 between Terre Alte S.p.A. and Montrachet S.p.A. at that time parent companies of Permasteelisa S.p.A.) and after taxes is a loss of Euro 28.4 million against a loss of Euro 45.9 million in the previous year.
The Group continued to reimburse the installments of the Shareholder’s loan as well as part of the Banks debt.
During the year the Group has implemented a plan to reduce the overheads costs, reducing all external services costs with savings of 15-20% for the main fixed costs items, such: consultancies, rental costs, traveling expenses and other indirect costs non-project related. Furthermore the Group has carried out the rationalization in Engineering and Production processes with a view to preserve and increase profitability in the next years, as well as its capacity to generate positive cash flows in the different geographic and market context.
Performance on the market: new orders, backlog, Group positioning
ORDERS ACQUISITION
The table here below provides a breakdown of new orders for the period April – March by product range. New orders for Curtain walls amounted to Euro 1,171 million (March 2017: Euro 1,305 million) and those for Interiors, Contract and Marine to Euro 151 million (March 2017: Euro 219 million).
The acquisition of new orders is thus divided between the different products:
€ thousands
IV Quarter IV Quarter
2018 2017 March 31, % March 31, % Variation Variation % (Jan-Mar18)
(Jan-Mar17)
2018 2017
330,933 387,600 Curtain walls-
Aluminum 1,073,490 81.2 1,212,026 79.5 (138,536) -11.4
1,475 1,082 Curtain walls-Steel 97,372 7.4 92,744 6.1 4,628 5.0
332,408 388,682 Subtotal Curtain walls
1,170,862 88.6 1,304,770 85.6 (133,908) -10.3
(58) 90 Glazed Metal Works 5,124 0.4 6,999 0.5 (1,875) -26.8
20,490 20,255 Shops 87,659 6.6 121,074 7.9 (33,415) -27.6
20,432 20,345 Subtotal Interiors 92,783 7.0 128,073 8.4 (35,290) -27.6
11,415 14,424 Contract 44,263 3.3 41,718 2.7 2,545 6.1
3,479 6,369 Marine 14,205 1.1 49,492 3.3 (35,287) -71.3
367,734 429,820 Totale orders 1,322,113 100.0 1,524,053 100.0 (201,940) -13.3
15
The table above does not include new orders that are presently under finalization.
Breakdown of the Curtain walls segment (aluminum and steel) by geographical area:
€ thousands
IV Quarter IV Quarter
2018 2017 March 31, % March 31, % Variation Variation % (Jan-Mar18)
(Jan-Mar17)
2018 2017
100,230 125,396 North America 475,125 40.6 496,303 38.0 (21,178) -4.3
(31) 280 South America
(48) 0.0 28,691 2.2 (28,739) -100.2
165,931 77,469 UK + Ireland 357,082 30.5 289,061 22.1 68,021 23.5
179 54,891 France 24,692 2.1 116,856 9.0 (92,164) -78.9
4,029 1,327 Germany 25,524 2.2 7,370 0.6 18,154 246.3
9,374 11,100 Switzerland 46,629 4.0 42,277 3.2 4,352 10.3
0 0 Italy 0 0.0 275 0.0 (275) -100.0
3,930 1,430 Spain 12,687 1.1 7,405 0.6 5,282 71.3
8,665 (911) Russia 40,475 3.5 (205) 0.0 40,680 n.a.
181 623 Other Europe 34,219 2.9 (33) 0.0 34,252 n.a.
192,289 145,929 Subtotal Europe
541,308 46.3 463,006 35.5 78,302 16.9
(89) 1,100 Middle East 13,423 1.1 111,924 8.6 (98,501) -88.0
49 2 Central Asia 2,714 0.2 196 0.0 2,518 n.a.
8,901 12,839 Australia 32,235 2.8 30,287 2.3 1,948 6.4
1,094 1,171 Hong Kong 33,344 2.8 46,553 3.6 (13,209) -28.4
30,013 5,725 China 68,898 5.9 26,358 2.0 42,540 161.4
330 25,899 Japan 5,188 0.4 25,095 1.9 (19,907) -79.3
(378) 70,341 Other Asia (1,325) -0.1 76,357 5.9 (77,682) -101.7
39,960 115,975 Subtotal Asia 138,340 11.8 204,650 15.7 (66,310) -32.4
332,408 388,682 Total Exteriors 1,170,862 100.0 1,304,770 100.0 (133,908) -10.3
16
Breakdown of the Interiors segment by geographical area:
€ thousands
IV Quarter IV Quarter
2018 2017 March 31, % March 31, % Variation Variation % (Jan-Mar18) (Jan-Mar17)
2018 2017
6,096 (1,688) America 12,189 13.1 17,727 13.9 (5,538) -31.2
127 1,195 UK + Ireland 7,556 8.1 5,412 4.2 2,144 39.6
(131) 338 Russia 1,122 1.2 2,346 1.8 (1,224) -52.2
185 214 Italy 978 1.1 2,484 2.0 (1,506) -60.6
30 104 France 154 0.2 824 0.6 (670) -81.3
(6) 992 Other Europe 795 0.9 2,687 2.1 (1,892) -70.4
205 2,843 Subtotal Europe
10,604 11.5 13,753 10.7 (3,148) -22.9
293 6,570 Middle East 2,850 3.1 15,078 11.8 (12,228) -81.1
5,480 1,412 Hong Kong 18,075 19.5 37,284 29.1 (19,209) -51.5
6,551 3,472 China 26,452 28.5 21,903 17.1 4,549 20.8
489 2,484 Japan 8,301 8.9 7,965 6.2 336 4.2
1,318 5,252 Other Asia 14,311 15.4 14,363 11.2 (52) -0.4
13,838 12,620 Subtotal Asia 67,139 72.3 81,515 63.6 (14,376) -17.6
20,432 20,345 Total
Interiors 92,783 100.0 128,073 100.0 (35,290) -27.6
Breakdown of the Contract segment by geographical area:
€ thousands
IV Quarter IV Quarter
2018 2017
March 31, % March 31, % Variatio
n Variation % (Jan-Mar18) (Jan-Mar17)
2018 2017
9,705 2,139 America 33,118 74.8 29,738 71.3 3,380 11.4
1,442 1,758 Italy 3,487 7.9 (452) -1.1 3,939 n,a,
302 579 UK 1,443 3.2 3,219 7.7 (1,776) -55.2
69 (130) Other Europe
210 0.5 3,866 9.3 (3,656) -94.6
(103) (48) Middle East 6,005 13.6 (4,779) -11.5 10,784 n,a,
0 10,126 Hong Kong 0 0.0 10,126 24.3 (10,126) -100.0
11,415 14,424 Total Contract
44,263 100.0 41,718 100.0 2,545 6.1
Breakdown of the Marine segment by geographical area:
€ thousands
IV Quarter
IV Quarter
March 31,
%
March 31,
%
Variation
Variation %
2018 2017 2018 2017 (Jan-Mar18)
(Jan-Mar17)
162 4,197 Italy 10,307 72.6 37,000 74.8 (26,693) -72.1
3,317 (148) France 3,898 27.4 10,172 20.5 (6,274) -61.7
0 2,320 Norway 0 0.0 2,320 4.7 (2,320) -100.0
17
3,479 6,369 Total
Marine 14,205 100.0 49,492 100.0 (35,387) -71.3
During the period April 1, 2017 – March 31, 2018, the Group recorded order cancellations for 43 million Euro in America (Euro 8 million in Spain, Euro 45 million in Dubai, Euro 54 million in Saudi Arabia and 5 million Euro in America in the previous period April 1, 2016 – March 31, 2017).
Backlog
- Curtain Walls
The economic backlog of curtain walls as of March 31, 2018 amounts to 1,995.1 million Euro, as detailed by geographical area in the table below
€ million March 31,
2018 % March 31,
2017 %
Europe 356.9 17.9 370.0 17.7
United kingdom 471.6 23.6 340.0 16.2
Middle East 83.6 4.2 135.6 6.5
America 773.3 38.8 838.1 40.0
Asia 309.7 15.5 410.8 19.6
Total 1,995.1 100.0 2,094.5 100.0
- Contract
The economic backlog of contracts as of March 31, 2018 amounts to 60 million Euro, as detailed by geographical area in the table below:
€ million March 31,
2018 % March 31,
2017 %
Europe 2.1 3.5 3.3 5.5
United kingdom 1.5 2.5 2.7 4.5
Middle East 3.6 6.0 4.7 7.8
America 44.1 73.5 39.3 65.3
Asia 8.7 14.5 10.2 16.9
Total 60.0 100.00 60.2 100.00
- Marine
The economic backlog of marine as of March 31, 2018 amounts to 43 million Euro, as detailed by geographical area in the table below:
€ million March 31,
2018 % March 31,
2017 %
Italy 31.5 73.3 37.0 76.3
France 8.9 20.7 9.3 19.2
Norway 2.6 6.0 2.2 4.5
Total 43.0 100.0 48.5 100.0
18
Operating performance - Results
Operating revenues
As detailed in the table below, operating revenues for the period April – March, by product and by geographical area, amounted to 1,276,666 thousand Euro, with a decrease of 0.8% compared to the previous year (March 31, 2017: Euro 1,286,482 thousand).
Operating revenues broken down by product are shown below:
€ thousands
IV Quarter IV Quarter
2018 2017 March 31, % March 31, % Variation Variation % (Jan-Mar18) (Jan-Mar17)
2018 2017
272,182 290,228 Curtain walls -
Alumium 1,045,547 81.9 1,108,990 86.2 (63,443) -5.7
24,472 8,659 Curtain walls - Steel 55,330 4.3 22,815 1.8 32,515 142.5
296,654 298,887 Subtotal Curtain walls
1,100,877 86.2 1,131,805 88.0 (30,928) -2.7
3,943 7,591 Glazed Metal Works
21,130 1.7 20,983 1.6 147 0.7
22,025 20,727 Shops 98,104 7.7 103,282 8.0 (5,178) -5.0
25,968 28,318 Subtotal Interiors 119,234 9.4 124,265 9.6 (5,031) -4.0
7,501 9,999 Contract 36,217 2.8 29,283 2.3 6,934 23.7
8,940 935 Marine 20,338 1.6 1,129 0.1 19,209 n.a.
339,063 338,139
Total Operating Revenues
1,276,666 100.0 1,286,482 100.0 (9,816) -0.8
Breakdown of the Curtain walls segment (aluminum and steel) by geographical area:
€ thousands
IV Quarter IV Quarter
2018 2017 March 31, % March 31, % Variation Variation % (Jan-Mar18)
(Jan-Mar18)
2018 2017
106,936 113,259 North America 381,840 34.7 463,227 40.9 (81,387) -17.6
3,374 3,232 South America 13,025 1.2 4,417 0.4 8,608 194.9
64,302 60,724 UK + Ireland 236,010 21.4 229,567 20.3 6,443 2.8
16,568 9,281 France 44,009 4.0 42,974 3.8 1,035 2.4
1,125 1,879 Germany 12,234 1.1 15,625 1.4 (3,391) -21.7
10,745 5.666 Switzerland 44,719 4.1 12,223 1.1 32,496 265.9
2,219 344 Italy 3,631 0.3 3,373 0.3 258 7.6
1,850 3,604 Spain 5,495 0.5 7,651 0.7 (2,156) -28.2
16,115 15,892 Russia 75,702 6.9 64,448 5.7 11,254 17.5
1,494 7,928 Other Europe 5,865 0.5 18,418 1.6 (330) -5.3
114,418 99,652 Subtotal Europe 427,665 38.8 382,056 33.8 45,609 11.9
23,748 15,854 Middle East 56,424 5.1 47,259 4.2 9,165 19.4
710 3,494 Central Asia 3,189 0.3 14,122 1.2 (10,933) -77.4
7,555 4,559 Australia 21,747 2.0 15,332 1.3 6,415 41.8
20,442 36,811 Hong Kong 107,061 9.7 101,952 9.0 5,109 5.0
14,148 18,183 China 70,240 6.4 77,245 6.8 (7,005) -9.1
19
(107) 542 Singapore 790 0.1 6,851 0.6 (6,061) -88.5
2,066 3,157 Japan 8,230 0.7 11,920 1.1 (3,690) -31.0
3,364 144 Other Asia 10,666 1.0 7,424 0.7 3,242 43.7
47,468 63,396 Subtotal Asia 218,734 19.9 220,724 19.5 (1,990) -0.9
296,654 298,887 Total Exteriors 1,100,877 100.0 1,131,805 100.0 (30,928) -2.7
Breakdown of the Interiors segment by geographical area:
€ thousands
IV Quarter IV Quarter
2018 2017 March 31, % March 31, % Variation Variation % (Jan-Mar18)
(Jan-Mar17)
2018 2017
1,392 6,224 America 13,633 11.4 26,450 21.3 (12,817) -48.5
1,700 3,235 UK + Ireland
6,978 5.9 15,323 12.3 (8,345) -54.5
296 149 Russia 1,339 1.1 2,521 2.0 (1,182) -46.9
770 7 Italy 2,015 1.7 1,985 1.6 30 1.5
(6) 264 France 149 0.1 1,146 0.9 (997) -87.0
57 471 Other Europe
1,968 1.6 1,793 1.5 175 9.8
2,817 4,126 Subtotal Europe
12,449 10.4 22,768 18.3 (10,319) -45.3
821 2,603 Middle East
8,660 7.3 6,760 5.4 1,900 28.1
2 4 North Africa
5 0.0 2 0.0 3 150.0
8,599 8,806 Hong Kong 41,228 34.6 29,779 24.0 11,449 38.4
7,321 4,855 China 21,749 18.2 21,791 17.5 (42) -0.2
1,858 707 Japan 8,443 7.1 2,294 1.9 6,149 268.0
3,158 993 Other Asia 13,067 11.0 14,421 11.6 (1,354) -9.4
20,936 15,361 Subtotal Asia
84,487 70.9 68,285 55.0 16,202 23.7
25,968 28,318 Total
Interiors 119,234 100.0 124,265 100.0 (5,031) -4.0
Breakdown of the Contract segment by geographical area:
€ thousands
IV Quarter IV Quarter
2018 2017 March 31, % March 31, % Variation Variation % (Jan-Mar18) (Jan-Mar17)
2018 2017
2,396 7,242 America 23,168 64.0 15,408 52.6 7,760 50.4
717 2,004 Italy 3,139 8.7 12,853 43.9 (9,714) -75.6
563 512 United Kingdom 1,924 5.3 1,022 3.5 902 88.3
684 1,263 Other Europe 2,246 6.2 1,520 5.2 726 47.8
3,136 (2,320) Middle East 5,733 15.8 (3,134) -10.7 8,867 n,a,
0 1,293 Central Asia 0 0.0 1,416 4.8 (1,416) -100.0
5 5 Hong Kong 7 0.0 198 0.7 (191) -96.5
7,501 9,999 Total Contract 36,217 100.0 29,283 100.0 6,934 23.7
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Breakdown of Marine revenues by geographical area is shown below:
€ thousands
IV Quarter IV Quarter
2018 2017 March 31, % March 31, % Variation Variation % (Jan-Mar18) (Jan-Mar17)
2018 2017
5,908 207 Italy 13,420 66.0 207 18.3 13,213 n.a.
1,883 680 France 4,975 24.4 874 77.4 4,101 n.a.
1,149 48 Norway 1,943 9.6 48 4.3 1,895 n.a.
8,940 935 Total Marine 20,338 100.0 1,129 100.0 19,209 n.a.
Profitability
The normalized consolidated data of year ended on March 2018 show a positive EBITDA of Euro 29.6 million (March 2017: positive EBITDA of Euro 20.9 million), that corresponds to 2.3% of operating revenues (March 2017: 1.6%), and a positive normalized EBIT of Euro 15.1 million (March 2017: positive normalized EBIT of Euro 4.1 million), that corresponds to 1.2% of operating revenues (March 2017: 0.3%).
Financial performance - Results
The consolidated non-current assets amounted to Euro 174,193 thousands (March 2017: Euro 187,006 thousand); the decrease of Euro 12,813 thousand compared to the closing figures of the previous year is mainly due to the negative effect of exchange rates (approximately Euro 2.4 million) and the increase given by new investments (approximately Euro 12.3 million), net of the depreciation for the year (approximately Euro 21.1 million).
The consolidated net working capital presents a positive value for approximately Euro 279,555 thousand (March 2017: Euro 369,930 thousand), showing a decrease compared to the closing figures of the previous year due to the reduction in the operating working capital (i.e. the sum of the assets for contracts work-in-progress, inventories and trade receivables minus liabilities for contracts work-in-progress and trade payables and advances from customers) from Euro 426,943 to Euro 298,892 thousand.
The Group net financial position shows at the year ended March 2018 a negative balance of Euro 295,151 thousand compared to the previous year negative balance of Euro 382,071 thousand (March 2017).
The net financial expenses are equal to Euro 28,649 thousand at March 2018 compared to Euro 26,975 thousand for the previous year March 2017. For more details, please refer to the comments under the note “11 – Net financial expenses”.
The net consolidated equity (including minority interests) decreases from Euro 142,479 thousand to Euro 127,150 thousand; the negative variation for Euro 15,329 thousand is mostly due to:
€ thousands
- loss of the period Euro (28,418)
- translation reserve variation Euro (10,224)
- hedging reserve variation Euro 23,252
- gain/(losses) actuarial variation Euro (73)
- other variations Euro 134
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Investments
The investments as of March 31, 2018 were equal to approximately Euro 12.3 million of which approximately Euro 11.1 million for technical investments and the remaining for software and other intangible activities.
€ thousands March 31,
2018
March 31, 2017
Land and buildings 640 520
Machinery and equipment 2,098 1,565
Equipment 1,895 4,132
Other tangible fixed assets 3,889 2,946
Fixed assets in progress 2,617 838
Total Technical investments 11,139 10,001
The main increases were recorded in Germany for Euro 5.1 million (March 2017: Euro 4.8 million), in Italy for Euro 0.9 million (March 2017: Euro 0.6 million), in Great Britain for Euro 0.5 million (March 2017: 0.5 million), in America for Euro 1.9 million (March 2017: Euro 1.1 million), in Asia for Euro 0.8 million (March 2017: Euro 1.1 million), in Netherlands for 0.8 million (March 2017: 0.6 million) and were mainly incurred to enhance production capacity and replace or renew plants and equipments.
In October 2017, the sale of the production site in Thailand has been completed; for more details, reference is made to the comments in note 16 "Tangible fixed assets" of these Explanatory Notes.
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23
Overview of ongoing projects and main project acquisitions
Permasteelisa Group's main ongoing projects for the year ended March 2018 have been broken down into the
Group's two main sectors:
Exteriors
Interiors & Contract
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MAIN PROJECT ACQUISITIONS AS OF MARCH 31, 2018
Battersea Power Station - Phase 3A, Prospect
Place
London – United Kingdom
Design Architect: Gehry Partners, LLP
Executive Architect: Adamson Associates (International) Ltd.
The iconic Battersea Power Station project aims to bring back to life both the Power Station facility itself and the surrounding area situated along the banks of the River Thames. More precisely Phase 3 involves the construction of around 1,300 homes in a range of styles and sizes, along with a 160-room hotel, restaurants, leisure facilities and retail spaces. The scheme is developed in two different phases: Phase 3A and Phase 3B. Frank Gehry has designed Prospect Place, a complex of five buildings located on the opposite side of Electric Boulevard with undulating façade offering luxury apartments, penthouses and townhouses, each boasting terrace or winter garden, and sitting above double heights retail and dining spaces. The project is acquired by Permasteelisa (UK) Limited and it will be developed in partnership with Permasteelisa S.p.A. Completion is scheduled in late 2020. Scope of Work: two Frank Gehry's buildings of the Phase 3A. The
scope includes design, supply and installation of around 27,200 sqm (292,700 sq ft) of complex 3D shaped envelope, including unitized and stick system façades.
Geneva Airport, Aile Est
Geneva - Switzerland
Architect: Rogers Stirk Harbour + Partners
Executive Architect: Atelier d'architecture Jacques Bugna
The Aile Est (East wing) project represents an important improvement for Genève Aéroport in terms passenger comfort and flexibility of its operation. The project is designed to meet the objective of delivering an energy positive building in regards to energy consumption. To maximize daylight to a neighboring building to the landside and to eliminate the risk of glare from the fully glazed façade facing the airfield the building leans at 26 degrees to the vertical. The project is acquired by Josef Gartner Switzerland AG and it will be developed in partnership with Josef Gartner GmbH. Completion is scheduled in 2019. Scope of Work: 16,200 sqm (174,375 sq ft) of façade area. Steel and glass façades, louvres, louvre windows, doors.
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KGX1 Project - Google UK Headquarters
London – United Kingdom
Architect: BIG & Heatherwick Studio
KGX1 will be Google's UK headquarters. It is designed by BIG and Heatherwick Studio and is located in King’s Cross, at the heart of one of the most exciting and recently redeveloped neighborhoods in north London. The project reflects Google’s unique approach to the creation of a large headquarters building in an urban environment. The so-called “landscraper” is 330 m (1,082 ft) long and up to eleven stories high, with approximately 687,000 sqm of office space. The main contractor is Lendlease. Upon its completion, Google's King's Cross campus will be able to house approximately 7,000 employees, thus strengthening the economy of the so-called Knowledge Quarter, a new world-class centre for research under development in this area. Scope of Work: KGX1 will have the world’s biggest timber and glass façade. Engineered and produced in Germany and the UK, with a total surface of approx. 23,300 sqm (250,700 sq ft), made of nearly 1,000 timber mullions which span up to three floors, 1,975 glass panels, 1,675 sun blinds and 3,600 t of precast units.
International Quarter London – Building S9
London – United Kingdom
Architect: Rogers Stirk Harbour + Partners
Sitting within a 22-acre site that connects seamlessly to Queen Elizabeth Olympic Park and the emerging Cultural and Education District, the new International Quarter London is in the heart of Stratford. Adjacent to the cultural and education district, Building S9 is part of the wider International Quarter project that comprises 12 buildings in total. The building is a split-level commercial development of 5 & 9 stories, and will form the new offices of Cancer Research UK. The full-height glazing allows natural light to penetrate all sides of the building, and this, coupled with a large floor plates and a central atrium, create a healthy and vibrant working space for staff and clients. The project is acquired by Permasteelisa (UK) Limited and will be developed in collaboration with Scheldebouw B.V. The completion is due at the beginning of 2019. Scope of Work: 14,300 sqm (153,900 sq ft) of unitized office curtain wall, principally with Closed Cavity Façade (mfreeS-CCF) panels and intregrated blinds. The Project is managed with PMF, the program developed by Permasteelisa Group for project management.
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JNBY Headquarters
Hangzhou - China
Architect: Renzo Piano Building Workshop, architects in
collaboration with Greentown Orient Architects (Hangzhou)
Ph: © RPBW – Render by Cristiano Zaccaria and Stefano D’Atri
This large-scale development comprises a series of low-rise buildings sitting on a so-called "superblock", a gated community measuring around 45,500 sqm (489,800 sq ft). Most facilities, hosting offices, event space, art centers, designer shops and retail area, are placed around the perimeter of the campus thus creating an extensive backyard, “the Urban Park”. The buildings facing the Park, feature extensive green planted façades, which act as solar shading devices, while the other elevations are equipped with aluminum panels, fritted glass, and architectural concrete. IGU (Insulating Glass Units) façades with low-e coating and motorized sunshades systems permit to control daylighting and improve thermal efficiency, thus ensuring maximum comfort to the internal spaces. The project is acquired by Josef Gartner Curtain Wall (Shanghai) Co. Ltd. and will be developed in collaboration with Josef Gartner Curtain Wall (Suzhou) Co., Ltd. The completion is due in mid-2019. Scope of Work: 19 low-rise office buildings, for a total façade area of around 87,300 sqm (939,700 sq ft) of IGU façades with low-e coating and motorized sunshades.
Oceanwide Center
San Francisco, CA - USA
Architect: Foster + Partners
Collaborating Architect: Heller Manus Architects
Ph: © Foster + Partners / Heller Manus Architects
The new addition to San Francisco’s downtown is a mixed-used development located in the Transbay neighborhood, at the corner of First and Mission Streets. Designed by Foster + Partners, the development by Oceanwide Holdings will comprise two high-rise towers and provide the city with 93,000 sqm (1M sq ft) of office space, 265 luxury residential units and a 171-key luxury hotel. The tallest tower, on First Street, will rise 277 m (910 ft) and is going to become the second tallest in the city. The 61-story building mixed-use residential and office tower will have a curtain wall which incorporates recessed, stainless steel diagrid cladding, floor-to-ceiling high performance glass, and a custom aluminum profile, for a total of 11,500 units. The second tower, on Mission Street, will rise 197 m (645 ft). This elegant 54-story mixed-use residential and hotel building will have a cladding that features unique 'glass vitrine' windows, in a modern interpretation of the traditional bay window buildings. The project, acquired by Permasteelisa North America Corp., will be developed in partnership with Permasteelisa S.p.A.
and Josef Gartner GmbH, and is due for completion in 2021. Scope of work: First Street Tower: 67,800 sqm (730,000 sq ft) of curtain wall. Mission Street Tower: approx. 28,000 sqm (300,000 sq ft) of single skin aluminum façade with natural stone cladding and 'glass vitrine' windows.
First Street Tower: 277 m (910 ft)
Mission Street Tower: 197 m (645 ft)
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UTS Central
Sydney – Australia
Architect: Francis-Jones Morehen Thorp (FJMT)
Located on the corner of Broadway and Jones Street, at the heart of the University of Technology Sydney (UTS) City Campus, the project consists of the redevelopment of the existing Building 2 and the construction of a state-of-the-art, 16-story high facility for students and research. The new scheme features a glass-encased podium (levels 3 to 7) and a nine-level, twisted tower dedicated to various research activities. The new building's two belowground floors (levels 1 and 2) house a large Science lab for around 250 students. An outdoor terrace on level 8 runs the full length of the building providing an excellent point overlooking Alumni Green, a central meeting place for the university community. The project, acquired by Permasteelisa PTY Ltd., will be developed in partnership with Dongguan Permasteelisa Curtain Wall Co. Ltd. and Global Architectural Co., Ltd. It is due to completion in late 2018. Scope of Work: 9,000 sqm (96,800 sq ft) of mfreeS-CCF system, combined with soffits and ledges that give to the building a "Twisting" form.
Varso Tower
Varsavia - Polonia
Architect: Foster + Partners
Ph: © Foster + Partners
Varso Tower is a flagship, mixed-use scheme to be developed in central Warsaw, directly opposite the Zlote Tarasy shopping centre; the complex includes one of Europe's tallest tower and two mid-rise buildings. Varso Tower is planned to be linked with the Central Railway Station trough an underground corridor and it houses shops, restaurants and cafes on the ground levels, a large parking garage on three underground floors plus around 140,000 sqm (1,507,000 sq ft) of high-quality, flexible office space on the upper floors. Furthermore, the development features an observation deck at 230 m (754 ft) and a glazed public courtyard at ground level. The scheme includes state-of-the-art technologies to reduce water and energy consumption and aims at BREEAM Outstanding certification. The project is acquired by Scheldebouw B.V. and is due for completion in late 2019.
Scope of work: 49,400 sqm (531,700 sq ft) of standard panelized system with triple glazing.
310 m (1,017 ft)
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MAIN ONGOING PROJECTS AS OF MARCH 31, 2018
45 Park Place
New York, NY – USA
Design Architect: SOMA Architects
Architect of Record: Ismael Leyva Architects, P.C.
45 Park Place is a luxury residential tower located in Tribeca, Lower Manhattan. The glass skyscraper designed by SOMA Architects is a 43-story tower that includes at least 15 full-floor units of 297 to 344 sqm (3,200 to 3,700 sq ft) and features two penthouses sit on the uppermost floors of the tower, for a total of 50 luxury apartments. The scope of work consists in the design, production and installation of almost 13,900 sqm (149,650 sq ft) of unitized curtain walling system, comprising parapets, canopy and the internal vestibule area. The project, acquired by Permasteelisa North America Corp, is developed in partnership with Permasteelisa S.p.A and is due for completion in late 2018.
DUO Towers
Paris – France
Architect: Ateliers Jean Nouvel
Located in the Bruneseau-Massena district, this mixed-use complex will host offices, hotels, commercial activities for a total area of about 105,250 sqm (1,132,901 sq ft). The project comprises two towers: DUO1 - 180 m / 591 ft tall - for commercial use and with shops at the Group floor and DUO2 - 120 m / 400 ft tall - will be the seat for a hotel, shops and office spaces. The project, acquired by Permasteelisa France S.a.s., is developed in partnership with Permasteelisa S.p.A and is due for completion in 2020. The 27- and 39-levels buildings offer extremely flexible spaces which enable the tenants multiple configuration options for the offices. Furthermore the scheme is designed to respect the highest standards of environmental and energy performances.
203 m (666 ft)
DUO 1: 180 m (591 ft)
DUO 2: 120 m (400 ft)
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Folsom Bay Tower
San Francisco, CA – USA
Architect: Studio Gang
Ph.: Courtesy of Studio Gang
Folsom Bay Tower is a 39-story landmark tower located on the easternmost corner of the Transbay Redevelopment Area in San Francisco. The tower twists around the core, creating a spiraled façade that rises 122 m (400 ft). The tower offers around 900 sqm (10,000 sq ft) of retail space fronting Folsom and Main Streets. The design is an evolution of the classic San Francisco bay window, twisting incrementally over the height of the tower to provide views, light and air to the residential units and, at the same time, improve its energy performance. The project aims to the certification goal of LEED Silver®. The project is acquired by Permasteelisa North America Corp. and is due for completion in 2019.
Torre Atrio Bogotà
Bogotà – Colombia
Architect: Rogers Stirk Harbour + Partners (RSHP) Atrio is a major mixed-use commercial development located at the intersection of Calle 6 and Avenida Caracas, in Bogotà that features two towers - North and South - which will redefine the city’s skyline. The North Tower will offer office, residential and retail space. The project is acquired by Permasteelisa S.p.A. and developed in partnership with Permasteelisa Colombia S.A.S. The project involves the design, production and installation of 14,800 sqm (159,300 sq ft) of unitized curtain walling system, 8,000 sqm (86,100 sq ft) of cladding, 11,900 sqm (128,100 sq ft) of unitized façades, 3,000 sqm (32,300 sq ft) of stick façades, glass parapets and canopies. The Project is managed with PMF, the programme developed by Permasteelisa Group for project management and it shall be completed during the first months of 2019. Scope of work: 58,500 sqm (629,700 sq ft) of double and single stick façade, glass roofs and louvres.
122 m (400 ft)
200 m (656 ft)
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PNB 118
Kuala Lumpur – Malaysia
Architect: Fender Katsalidis Architects
RSP Architects Planners & Engineers
PNB 118 is a 635 m (2,083 ft) tower under construction in Kuala Lumpur. The development’s phase 1 comprises an iconic 118-story mega-tall tower that will be completed by 2020; the whole development will reach its completion by 2024. Tower: around 123,000 sqm (1,324,000 sq ft) of unitized curtain wall, GRP cladding to the spire (135 m / 443 ft tall). Podium: 27,000 sqm (290,626 sq ft) of curtain wall, canopy, skylight sloping glazing, storefront, column cladding, stick system glass wall. The project was acquired by Global Wall (Malaysia) Sdn Bhd.
Sporting d’Hiver
Monte Carlo – Principality of Monaco
Architect: Rogers Stirk Harbour + Partners
Co-Architect: Alexandre Giraldi Architecte D.P.L.G.
The Sporting d'Hiver complex is located in the very heart of Monte Carlo and features a series of mixed-use pavilions that provide residential, office and retail space, together with a 3,000 sqm (32,300 sq ft) conference facility, new pedestrianized spaces with restaurants and an art gallery. The organization of the residential blocks is modular, allowing for a wide range of apartment fit-out options. A contractible façade system installed on each module's
exterior allows the interior living quarters of each apartment to open up into an external living space providing extraordinary views of the city. The magnificent Salle des Arts, an art deco major exhibition space, will be rebuilt identically inside the new building, which aims to be an example of sustainable development. The project features the design, production and installation of glass sliding doors, 6 m (17 ft) high shop windows, special metal works and wood cladding for a total area of about 44,000 sqm (473,600 sq ft). The project, acquired by Permasteelisa France S.a.s., will be developed in partnership with Permasteelisa S.p.A and is due for completion in late 2018.
635 m (2,083 ft)
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Uber Headquarters
San Francisco, CA – USA
Architect: SHoP Architects
Located in the Mission Bay neighborhood of San Francisco, the
development includes two buildings offering around 39,000 sqm
(420,000 sq ft) of office space: an 11-story tower at 1455 Third Street
and a 6-story structure at 1515 Third Street. Both structures feature
state-of-the-art transparent, motorized "breathing" façades, which
open to full high atrium. The two buildings are connected by a series
of three angling glass-and-steel bridges. The project, acquired by
Permasteelisa North America Corp., will be developed in partnership with Bleu Tech Montreal Inc., Josef Gartner
GmbH and Permasteelisa S.p.A. and is due for completion in early 2019.
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MAIN COMPLETED PROJECTS AS OF MARCH 31, 2018
10 Fenchurch Avenue
London - United Kingdom
Architect: Eric Parry Architects
Project designed by Eric Parry Architects acquired by Permasteelisa (UK) Limited and developed in partnership with Josef Gartner GmbH. The iconic building provides commercial office space, retail use at the lower levels and a public passageway at street level, but it also incorporates a publicly accessible rooftop garden. Design, production and installation of 18,000 sqm (193,750 sq ft) of terracotta panels and sunscreen louvres with flip-flop paint, mfreeS-CCF and stick system façade. Completed at the beginning of 2018.
41 Tehama
San Francisco, CA – USA
Architect: Arquitectonica
Designed by the architectural firm Arquitectonica, 41 Tehama is a 36,000 sqm (389,000 sq ft) new luxury multifamily complex located in San Francisco’s South of Market (SoMa) neighborhood. 16,100 sqm (173,300 sq ft) of curtain wall, window wall and doors, 900 sqm (9,700 sq ft) of glass balconies, 100 sqm (1,100 sq ft) of windscreen and 600 sqm (6,500 sq ft) of metal panels, soffits and canopies.
Bloomberg
London – United Kingdom
Architect: Foster + Partners
Bloomberg’s new European HQ is a pioneering building complex which utilizes unique forms and material. The distinctive façade features floor-to-ceiling glazing with large-scale bronze vertical wings installed at different angles for sun and glare protection and engineered to optimize natural ventilation via centrally controlled ventilation flaps integrated into the façade. Glass and metal curtain wall (21,000 sqm / 226,050 sq ft), curved steel and glass façade (3,820 sqm / 41,100 sq ft) for the ground floor, arcade, glass façade, glass roof (1,500 sqm / 16,100 sq ft), stepped ramp clad in bronze, panoramic glass lifts and sliding doors.
Columbia University - Lenfest Center for the Arts
New York, NY – USA
Architect: Renzo Piano Building Workshop in collaboration with Davis Brody Bond LLP (New York),
architects
The Lenfest Center for the Arts is part of the new Manhattanville campus of Columbia University in NYC. The façade of the eight-story building consists of tall, narrow panels with large cutout openings. Its opaque outer shell consists of 6 mm (0.02 ft) thick aluminum panels which are curved along the long edges. This creates fluent transitions between non-transparent and transparent areas and a homogeneous overall appearance. All façade units extend over two stories, and are up to 8 m (26 ft) high. The 200 sqm (2,153 sq ft) steel and glass skylight is equipped with external grating for sun shading. The 360 sqm (3,875 sq ft) steel and glass storefront on the ground floor has modules of 1.8 m x 4.8 m (5.9 ft. x 15.75 ft). It was realized with custom steel profiles developed exclusively for this project. Aluminum cladding, façade and soffit; steel and glass skylight and storefront for an overall area of over 6,000 sqm (64,600 sq ft).
116 m (380 ft)
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One Spinningfields Manchester – United kingdom
Architect: SimpsonHaugh and Partners
One Spinningfields is one of the final pieces of the Spinningfields Masterplan in Manchester and replaces the existing 1960’s Quay House. The 19-story commercial building includes 24,800 sqm (267,000 sq ft) of office spaces, retail spaces, a restaurant and a basement car park. The restaurant, located on the top of the building, has a glass-enclosed roof terrace giving patrons unparalleled views of Greater Manchester. 20,900 sqm (225,000 sq ft) of single, double and triple façades. Completed in mid-2017.
Princeton University - Lewis Center for the Arts
Princeton, NJ - USA
Architect: Steven Holl Architects
Associate Architect: BNIM
Different buildings have been added to the Lewis Center for the Arts - including a theater and dance building, an arts building and a music building with practice rooms. Overlook views through the glazed façades into the rehearsal and practice spaces are supposed to become a source of inspiration and to provoke curiosity and interaction. This special double-glazing with capillary infills prevents full transparency yet allows daylight to flood large rooms and theaters. The glass panes of the cable wall façade are up to 5.7 m x 2.95 m in size. Mullion-transom façade (in total 3,000 sqm / 32,300 sq ft) made of vertical and horizontal steel T-profiles; two cable wall façades of 1,200 sqm (12,900 sq ft) each, with 36 mm vertical ropes and horizontal T-profiles.
Shanghai Foxconn Plaza (Foxconn Headquarters)
Shanghai – China
Architect: Kris Yao|Artech
Foxconn Headquarters is a new office development located in Shanghai, more precisely in the Lujiazui financial center by the Huang Pu River. The high-rise building, which has been designed by Kris Yao | Artech, comprises four underground floors and rises to 21 levels. The design includes sustainable features as the building aims to the LEED certification goal. Besides other sustainable features, the building can boast solar panels, a rainwater harvesting system and a geothermal heat exchange system. The project – acquired by Josef Gartner Curtain Wall (Shanghai) Co., Ltd and managed with PMF, the program developed by Permasteelisa Group for project management – consists of the supply and installation of approximately 46,850 mq (504,300 sq ft) of unitized curtain walls. Completed at the beginning of 2018.
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INTERIORS & CONTRACT
During the year ended as of March 31, 2018, the Group acquired 11 projects from new
and existing clients.
The main acquired projects include:
Tiffany: 26 shops
Ermenegildo Zegna: 23 shops
Lumberjack: 14 shops
L'Oréal: 12 shops
Victoria's Secret: 12 shops
Salvatore Ferragamo: 8 shops
Louis Vuitton: 7 shops
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Main risks and uncertainties which Permasteelisa S.p.A. and the Group are exposed to No changes in the management approach or events that generate substantial changes in the risk profiles, to which the Group is exposed to, occurred in the year ended March 31, 2018: at the same time, the market fluctuation led the Management to increase the preventive attention to the risks connected to Permasteelisa Group activity. These risks are political, technical and technological, financial and credit, environmental and commercial. The main attention is focused on financial and credit risk: certainly the present growing markets have financial and credit risks higher than main historical markets of the Group (Europe and United States); this fact does not represent a real warning but only more attention.
Risks associated with general economic conditions
On one hand, the Group’s global interface, characterized by a “network” structure, diversifies the Group’s risks, on the other hand, this very global disposition exposes the Group to other macro-economic risks it would otherwise not be affected by. At the present moment there are no threatening economic contexts the Group deems necessary to report, that being said, the company reaffirms its policy to promptly cover relevant exposures to exchange rates.
Risks associated with the Group's results
Despite the constant fluctuations in the marketplace, the Group continues to prove its ability to hold consistent “market shares” year after year. Market prices are becoming more aggressive, as the business’ epicenter shifts towards emerging markets. Permasteelisa is intent on facing such disruption by repositioning its “Value Proposition”. The Group, previously held as the undisputed “Differentiation Leader”, has now positioned itself in a different prospective, not purely as a “Cost Leader” but more so as a “Cost Focused Differentiation Leader”. Therefore, the Group executes projects following a “low-low” approach, often distributing the different components to the different business units and choosing for each component the business unit best positioned to perform at the most competitive market prices. With this particular approach, Permasteelisa takes advantage of its global print (unique in the market) to create a competitive advantage which is not replicable by any of its major competitors. Of course, a proper system of Project Management and an avant-garde ICT support are unquestionably necessary elements.
The combination of all these factors and synergies, which have been ongoing for several years with pleasing results, is what allows Permasteelisa Group and its Shareholder to look at future market evolutions assuredly.
Risks associated with financing requirements
Permasteelisa Group’s financial position, is less brighter today than at the past, after years of decidedly positive results. The reasons have to be tracked in the growth process of the Group and in the resulting increase in working capital requirements, amplified by the greater exposure to the markets of the Middle and Far East. At the same time the latest year’s credit crunch has negativly impacted many of the Group’s main clients, with obvious repercussions on the economic activity of the Group itself. Still, it can be positively stated that the Group maintaines adequate financial resources to face day to day financial requirements assuredly.
Risks associated with fluctuations in exchange and interest rates, commodity prices and the cancellation of assigned projects orders
Permasteelisa Group is naturally exposed to market risks associated with fluctuations in exchange rates, interest rates and with prices of commodities that are widely employed in its business (aluminum). As soon as a new project is assigned, these risks are readily covered with financial instruments aimed at fixing both exchange rates (currency swaps) and commodity prices (commodities swaps). Risks deriving from unexpected fluctuation of commodity prices are also mitigated through favorable and commited relationships with suppliers. As mentioned before, because these market risks are immediately covered after the assignment of new projects, both “exchange rate risk” and “commodity price risk” are threatening for the sole period that lies in between the formulation of an offer until its potential assignment (except if the offer, but this only happens rarely, is formulated at current exchange rate/prices). To this extent, after the assignment of a project, the Group is exposed to “exchange risks” and “commodity price risks” only in the case in which a project becomes cancelled, leaving the hedging position uncovered. However, this risk is by every means considerably low and is duly taken care of by rights to reimbursements agreed upon with the client beforehand.
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Furthermore, in the framework of the consolidation of its accounts, Permasteelisa Group is exposed to "translation" risks as a result of the translation of foreign currency amounts to the Euro. This is, nevertheless, always a risk that is inherently part of a global company's income statement and has not become more critical as a result of the current general crisis of the markets.
Risks associated with relationships with suppliers
Relationships with the suppliers have always been one of the main strength of the Permasteelisa Group. Suppliers are constantly monitored and, therefore, these risks, while potentially existing, are adequately covered by the activities performed by the Group, which help to manage any unusual situations that may arise.
Risks associated with management
“Management risks” are alleviated by a strong bond with regard to the Group itself and are duly tended for throught various “retention policies”.
Risks associated with competitiveness in the areas the Group works in
This risk, as already mentioned previously, naturally increases with the current transition of the costruction market towards the rising economies. Permasteelisa can hardly avoid to operate in these countries, as it would mean renouncing to its defining leadership in the sector. Such endeavor entails the Group to improve its competitive advantages arising from its unique global structure and core skills, other than continually refine its design, contruction, installation and Project Management processes. This risk, if faced responsibly and dedicatedly, can become an opportunity.
Risks associated with environmental policies
Environmental policies are by no means a risk to the Group’s operations. Quite oppositely, the Group's environmental policy should be considered an opportunity rather than a risk. Indeed, more restrictive regulations and procedures, especially in the area of bioclimatic and environmentally sustainable architecture, will translate into more favorable market conditions for the company and the Group's products and advanced technologies.
***
As Parent company, Permasteelisa S.p.A. is inherently exposed to the same risks and uncertainties previously described for the Group.
Further details are provided in the dedicated notes to both the Consolidated Financial Statements and the Statutory Financial Statements, including more technical information on the management of some of the business risks illustrated here.
37
The Group’s organizational structure
With regard to the Group's structure, on March 29, 2017, the Consorzio Marine Project Solutions’ Meeting approved
the transformation of the Consorzio into a Società consortile a responsabilità limitata, with an authorized share
capital of Euro 500,000. This transformation has become effective since 9 June 2017.
It should also be noted that during the year just ended, the following companies were established:
- Marine Project Solutions - France Branch;
- Marine Project Solutions - Norway Branch, both headed by the subsidiary and consolidated Marine Project
Solutions Scarl, 55.5% owned by the Parent Company.
Research and Innovation During the reporting period April 1, 2017 – March 31, 2018, Permasteelisa has continued organizational growth and consolidation through continued technical education and the application of Group-wide processes including the introduction of Tender and Site Installation.
The Group has continued to develop, refine and release new applications of its project realization set of tools (PMF) through proprietary curtain wall configuration management and BIM integration. These tools are continuously implemented across the Group and enable a standardized project management and execution platform across all design and production centers. The PMF suite of tools is also interfaced with standardized Group process across all facets of project execution including design, procurement, production and site installation.
In order to streamline and improve project execution efficiency, the innovations and solutions team have continued development of accurate analysis software and tools that enables early stage project decision making particularly in areas of structural adequacy, safety and security as well as energy performance and occupant comfort.
Research and development has continued to deliver onto the market new innovative applications and technologies in the fields of physical protection and energy and sustainability. Research, development and commercialization of patented dissipative façade systems and components have resulted in advancements in blast enhanced façade systems with numerous project applications. Further development of advanced dynamic facades systems such as the mfreeS-CCF integrated with proprietary building management systems has resulted in award-winning holistic energy efficient and occupant comfort focused buildings. In response to market gaps identified as well as trends, future developments and research is being focused in the fields of 3D printing technologies, fire protection and sustainable materials. Group-wide implementation of the research innovations has continued through specialist training in R&D application technologies and associated proprietary developed software tools.
Recognition that design is at the core of the Permasteelisa Group has resulted in the establishment of new innovative training in design-ability and design management and the new company role of Lead Concept Designers. This role is focused on streamlining the role and impacts of design across all aspects of project execution from providing initial conceptual pre-construction service support to architects and clients through to final project delivery and close out. The development of this role and training required has been undertaken with world-leading design schools and universities and subsequently resulted in the commissioning of a number of LCD’s across all regions where the Group is present.
With reference to research and development costs, overall cost for the financial year recorded in the profit and loss account by the Group equated to Euro 2,120 thousands (March 2017: Euro 2,289 thousands) of which Euro 255 thousands (March 2017: Euro 250 thousands) for amortization of costs capitalized over previous financial years under the category “Development costs” included in the item “Intangible assets”.
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Knowledge Sharing Group There are many activities ongoing that started in the beginning of this year. The primary are the following.
With regards of the LCD’s and the selection of the new Candidates, a new path has been created for the proper training of them through the Kolding School of Southern Denmark based on the previous positive experience.
The Permasteelisa Training Accademy, or PTAc, has still an important role for the knowledge sharing in the Group. Currently there are a lot of documentation under preparation regarding the advanced courses for the PTAc II. It is a long process that requires time and experience from the top technical persons that have taken the duty to prepare such material.
Design-Ability courses are still considered and will be repeated to complete and to cover 100% of the pertinent population of technical managers.
For better support the I&S solutions and their development internally, some courses had been undertaken: targets are specific technical persons, with high technical knowledge, to become the single point of accountability and support in the Companies for the technical matters and the Commercial Network.
Information Technology During the fiscal year April 1, 2017 – March 31, 2018, Permasteelisa has achieved a series of development and strengthening plans in the Information Technology area, with the goal of improving and standardize the services provided to the Group companies, through the adoption of new technologies (e.g. Mobile ready applications) and solutions (e.g. CRM) with particular attention to safety and protection of the datas.
With reference to the area of management systems and solutions, particularly in the SAP area, considerable effort has been spent for the diffusion of new solutions to support the Groups’s standard processes in the logistic field (e.g. implementation of the management digital solution of transport documents - Digital Delivery Notes, finalization of the feasibility analysis for the support through RFID of the activities in the Logistics, Production and Site activities, porting on mobile technology for new transactions), revenues and receivable process (e.g. companies roll-out concerning SAP SD solution), purchasing and payable process covering the Asian Companies (PO Management, Contracts, Vendor Invoicing, through business workflows and authorization processes completely managed by SAP).
Two new legal entities have been defined and, concerning new functionalities, during the fiscal year 2018, the project related to the implementation of the new Treasury software solution through SAP Treasury Management has been carried out. Finally, in the production field the project that has determined the definition of a new standard version of the Timesheet has been issued at a Group level in order to account the hours on the project (Timesheet mobile ready on SAP FIORI technology).
Concerning the Group’s Infrastructures, the multi-year plan has continued with the purpose of improving the quality and the availability of the services provided and to respect the mandatory guidelines set out both by the parent company and the new laws.
With particular reference to IT Governance, in order to align the IT procedures and the organization with the new European regulation, the GDPR project has been completed.
Again, with reference to the Group’s infrastructures, the following activities have been carried out: the strengthening of the new perimeter security architecture (Roll-Out of the new Web Content Filtering Solution) that currently covers all the companies of the Group, the project of technological strengthening of the infrastructures and network services aimed at costs optimization, the project for the setup of the new infrastructure HANA for SAP, the standardization and optimization of the process to manage Client operating systems (new logics for Windows 10) and new functionalities and services in Group Datacenter and in IT Disaster Recovery.
Finally, in “Enterprise applications” during the fiscal year 2018 many project activities have been carried out in order to adapt Permasteelisa solutions to BIM standards making the Permasteelisa Group BIM platform (PMF) more consistent with the international standards and able to interface at data level with different market standards. Therefore, it has been completed the new CRM solution for Sales & Tender processes support and a series of specific initiatives in innovative fields thanks to the adoption of a new solution for the Business Process Automation (e.g. QHSE processes management).
39
Human Resources The tables below provide the exact end-of-year and the average figures on the workforce employed by the Group compared with the previous year:
Workforce at year end
Area March 31,
2018 March 31,
2017 Variation
2018-2017
Italy 843 852 (9) Other Europe 1,666 1,630 36 Asia 1,367 1,608 (241) Middle East 435 417 18 Australia 56 47 9 USA 1,422 1,359 63
Total 5,789 5,913 (124)
Average workforce during the period
Area March 31,
2018 March 31,
2017 Variation
2018-2017
Italy 847 852 (5) Other Europe 1,648 1,593 55 Asia 1,488 1,750 (262) Middle East 426 425 1 Australia 52 53 (1) USA 1,391 1,575 (184)
Total 5,852 6,248 (396)
The tables below provide the exact end-of-year and the average figures on the workforce employed by the Parent Company Permasteelisa S.p.A. compared with the previous year:
Workforce at year end
March 31, 2018
March 31, 2017
Variation 2018-2017
Blue collars 229 224 5 White collars 605 628 (23)
Total 834 852 (18)
Average workforce during the period
March 31, 2018
March 31, 2017
Variation 2018-2017
Blue collars 226 228 (2) White collars 617 624 (7)
Total 843 852 (9)
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Human resources
The current economic environment is characterized by an increasing complexity and high level of competitiveness, which compels Permasteelisa S.p.A. to strengthen the strategy of integration and cooperation within the Group Companies.
Internationality and global vision, as well as the ability to adapt to the differences and peculiarities of local markets and the focus on a more punctual and rigorous interaction between the different Group Companies, are some of the factors that can allow us to compete more efficaciously both in projects of greater complexity and in a wider range of business segments.
Permasteelisa Group is continuing its organizational change process, strengthening its matrix structure, thanks to the redefinition of positions and responsibilities (technical and managerial), the hiring of new managers, and the inclusion of internal resources from other geographical areas of the Group.
In this context, the Human Resources Direction had an increasingly key role in supporting the integration between the various departments within the Organization, focused on providing a careful assistance to business needs and improving the synergies between the different disciplines / areas and the management of internal relations.
Moreover, the Human Resources Direction has played a strategic role in the recruitment of new managers and the inclusion of managers from other geographical areas of the Group, in top management functions.
Significant steps have been made towards the realization of solid and constructive relations with the trade union, signing a three-year second-level agreement, which provides a variable bonus linked to Company Performance and a fixed one through welfare services. With this agreement, the Human Resources Direction laid the foundations for a medium-term period of "social peace", paying high attention to the employees needs reported by the trade union on a daily basis.
The Education and Development program remains an important focus for the Management of Permasteelisa employees. This program, mentioned hereafter, has been developed through trainings for improving managerial, technical and professional skills, and introducing new young talents with apprenticeship contract.
Managerial Training
During the just ended year, Managerial Training was focused, in particular, on the improvement of soft skills and abilities to manage change, addressing both to the top and the middle level management.
Top Management was involved in coaching programs, aiming at improving their leadership style and be more efficient to achieve the business targets.
The coaching sessions therefore were meant to give the people involved the tools that allow them to process and identify their goals, strengthen their effectiveness and performance, adopting managerial behaviors that can reinforce their leadership in transmitting and supporting the ongoing change and integration processes.
Moreover, Permasteelisa invested on the professional growth of the Project Management team with the aim to reinforce the managerial and technical skills of those people who are responsible for respecting the job objectives and productivity.
Specifically, an education program was developed around the relational and technical tools typical of the Project Manager.
As in last years, particular attention was paid to the Performance Appraisal process, crucial for achieving company objectives, organizational development, staff enhancement and orientation, especially in a "challenging" business context, such as the current one.
The Performance Appraisal Process is, in fact, a fundamental element in the implementation of a transparent communication model, focused on aligning the expected behaviors, increasing staff motivation and results orientation, as well as identifying the training needs, defining development plans and possible actions based on meritocracy principles.
The 90% of the employment population has taken part in the evaluation process, sharing the business objectives, with particular attention to the alignment to Lixil Values and to Permasteelisa Leadership models.
Technical and Specialist training
The development plan of technical skills was considerably reinforced during last year, through specific actions and educational courses focused on analyzing the most important technical topics.
41
These courses allowed the attendees to improve specific abilities and new techniques aimed at providing innovative technical solutions, guaranteeing the excellent quality required by the market and always awarded to the Permasteelisa Group.
As for the specific technical training activities, we point out the attention dedicated to the development of skills for 3D modeling that is increasingly requested during the tender phase.
Permasteelisa was also focused on the introduction of the innovative FMEA methodology within the production processes. This method allows to assess the risks already in the first design phases, thus reducing the probability of errors and final performance not in line with our quality standards.
Linguistic Training
The "global" opening of Permasteelisa is now one of the essential conditions for competing on international markets. Actually, the knowledge of foreign languages represents now a necessary requisite in a context in which the markets are increasingly "open" and the interaction between the various legal entities of the Permasteelisa Group is very important for achieving the business results.
Therefore, an important training effort was made in implementing new language courses based on the above mentioned needs. In particular, English, French and Spanish courses were implemented to support new business initiatives.
IT and security training
In the last year, we gave space to the new features that characterize the 2015 revision of ISO 9001 and ISO 13001: 2015.
The training project we developed was aimed at communicating and broadcasting the updates related to the new quality standards, environment and safety and to sensitize to the importance that each function plays for the purposes of environmental protection and the raising of the product quality level.
On the IT side we offered a training course for workers' staff aimed at strengthening the skills on the use of operating systems, welfare management tools as well as time and attendance management system.
Corporate Welfare 2017-2018
Permasteelisa confirms itself for the excellence of its management models and for its avant-garde welfare system within the multinational realities of the territory. During the last year, the employees had a lot of choices among different offers of personal services, through the "Permasteelisa Welfare Box" platform, in which numerous additional services were available. The most used services were coupons, reimbursement for medical expenses and the purchase of school supplies and language courses for the children of our employees.
Moreover, the Company’s welfare policies launched in recent years, such as the nursery school and the inter-company child care school for employees' children were confirmed, as well as the "Prevenire è Vita" project, providing free check-up for all employees with a particular focus on oncology and cardiovascular pathologies.
Shareholder The Company is now owned by the sole Shareholder Lixil Corporation itself owned by Lixil Group Corporation.
Treasury shares As of March 31, 2018 the Company does not own any treasury shares.
Transactions with related parties The details of any transactions with related parties, including transactions with other Group companies, are provided in the dedicated section of the notes to the Consolidated Financial Statements and the Statutory Financial Statements for the year.
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Unconventional or unusual operations There are no entries or transactions resulting from unconventional or unusual operations during the year 2018 having any relevance to the operating performance and the financial position for the period of the Group and of the Parent company Permasteelisa S.p.A.
Significant events subsequent to year end and outlook
Significant events subsequent to year end
There are no significant events subsequent to year end.
Business Outlook
The Management believes that its own business has a good perspective of future growth, mainly thanks to:
consolidated growth trend, such as the urbanization, the trend towards societies having high population density and buildings increasingly developed in height, the environmental sustainability, being all factors that require the demand of typical products by Permasteelisa Group;
attractive perspective about the growth of the US market and the new European economic recovery;
attentive selection of the growth opportunities in the emerging markets;
unique capabilities and certified quality which mark Permasteelisa Group lead to obtain offers for projects at global level;
consolidated cooperation of Permasteelisa Group with the major architects of the business sector for the construction of increasingly big and innovative buildings.
Permasteelisa Group has also identified numerous areas of potential expansion:
the development of its own presence in new geographical areas (for example South America);
the introduction of new technologies, such as the D3 (Dual Dynamic Durable) and the Close Cavity façade (m-free®);
the introduction of new projects and the expansion in the related markets;
the retro-fit building;
the further development in the Interiors market in the naval sector (which is a market experiencing a great growth);
the window wall system (it is a system strictly linked to the growth of the market segment in North America and Europe);
the further development of the Chinese market, where the cities are strongly growing.
The backlog level of Permasteelisa Group allows the company to have a good sight of the future development of the market, making it stronger against the volatility of new orders acquisitions and the uncertainty of the current market. However, the management remains strongly committed to defining the closure of some old projects, both in terms of execution and of the amounts due, as well as in the resolution of some legal cases in progress.
As a consequence, the Group faces the financial year 2019 with confidence, counting on a continuously growing economic backlog, featured by a major influence, if compared to the recent past, of the markets within the Group which register higher profitability, such as United States and Europe.
Even though lower revenues are expected for the next year due to a poor order intake of the first months of 2018, Permasteelisa keeps on implementing a strategy of profitability recovery.
The continuation of a virtuous management as well as the confirmation of the capability demonstrated so far to properly react to the frequent and often quick markets’ fluctuations are entrusted to the attentive realization of the policies of commercial and strategic development.
43
Other disclosures Pursuant to Leg. Decree 231/2001, Permasteelisa’s Board of Directors, by resolution of March 15, 2017, approved the current version of the Organizational, Management and Control Model that replaced the previous versions approved in 2005, 2007, 2009 and in 2014.
With the adoption of this model, the Company intends to pursue the following main objectives:
- to promote the awareness of proper and transparent management of the Company, of the compliance with local regulations and of the fundamental principles of ethics in making business;
- to confirm that any illicit action is strongly condemned by the Company, as contrary to the law regulations and to the ethical principles of which the Company is the carrier and which intends to follow in making business;
- to allow the Company a continuous control and a careful monitoring on its activities, in order to promptly act where risk profiles appears and eventually apply the disciplinary measures provided by the Model itself;
- to determine the awareness in people operating in the name and on behalf of the Company that any illegal actions provided by the Decree is punishable by penalties to the author and administrative fines to the Company.
The Model consists of a General and five Special Sections.
In the General Section are described the contents and the impacts of the Leg. Decree 231/01, the general features of the Model, the categories of Offences that could result in the Company’s liability, the features, the powers and functions of the Compliance Board (that must be named by the Board of Directors), the disciplinary system and the guiding principles of staff training.
In the Special Section are indicated the sensitive activities for the Company pursuant to the Decree, i.e. those at risk of crime, the general principles of behavior, elements of prevention in defense of these activities and the control measures essential for the prevention or mitigation of the offenses, to be transposed into the operational procedures and corporate practices, so as to make them suitable to prevent the commission of crimes.
It is also integral part of the document the following:
- the list of sensitive activities identified during the risk and control self-assessment, available on file at the Company, and reported in the individual sections of the Special Part of the document;
- the Code of Conduct that defines the principles and rules of conduct of Group;
- all regulations, internal provisions, deeds and operating procedures which go to implement this document. These deeds and documents are available in the manner prescribed for their distribution within the Company.
The Model is available on the section Financial Info - Governance of the corporate website (www.permasteelisagroup.com).
It is noted that the Permasteelisa’s Board of Directors, by resolution of 30 September 2016, approved the revision of the Group Code of Conduct previously approved at 23rd April 2015, which fully replaces the previous Code of Ethics. The purpose of the Code is to trace a common line in order to operate according to shared principles of integrity, ethics in business activities, respect in the workplace, proper use of corporate assets and contribution to society (social responsibility).
The code is aimed at all those who collaborate with the Group through any form of working relationship or partnership, and clearly and transparently defines the values through which the Group aims to achieve its objectives, as well as the related responsibilities both within the company and externally. Such conduct is essential for the correct function, reliability and reputation of the Group.
In the course of its activities, Permasteelisa considers the respect for the law and relevant regulations of the countries in which it operates as its guiding principle, considering honesty, reliability, impartiality, loyalty, correctness and good faith as key factors for the Group's success.
The Group acknowledges the importance of its ethical-social responsibility in business and it is committed to safeguarding the interests of its stakeholders and others with whom it interacts.
The Code is available on the section Financial Info – Governance – Regulations & Codes of the corporate website: www.permasteelisagroup.com.
Permasteelisa proceeded to update the minimum security measures for the protection of personal data processed in the exercise of its activity, thereby complying with the minimum obligations in relation to privacy protection.
44
The Security Policy Document (DPS) continues to be prepared voluntarily by Permasteelisa, despite Italian Decree Law 9 February 2012, no. 5, removing the obligation to do so.
45
Operating performance and financial position of Permasteelisa S.p.A. The tables below were prepared based on the Statutory Financial Statements for the year ending as of March 31, 2018 which we address to. The Statutory Financial Statements were prepared in compliance with the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standard Board (“IASB”) and certified by the European Union, in addition to the provisions issued pursuant to Art. 9 of Leg. Decree no. 38/2005
Operating performance
The Parent Company's Income statement for the year 2018 shows a profit of Euro 3,090 thousand against the previous year that had closed with a profit of Euro 7,129 thousand.
The summary results are as follows:
€ thousand March 31, 2018
March 31, 2017
Revenues 121,513 126,348
Other operating income 814 751
Total operating revenues 122,327 127,099
Raw materials and consumables used (49,281) (42,881)
Services expenses and use of third party assets (54,683) (52,398)
Personnel expenses (51,191) (53,995)
Net Depreciation, amortization and impairment losses (4,965) (5,419)
Net Bad debts provision (2,193) (1,172)
Net Provision for risks and charges 76 (3,252)
Other operating expenses (302) (336)
Cost Recovery 28,454 30,345
In-house enhancement of fixed assets 5 3
Total operating expenses (134,080) (129,105)
Operating result (11,753) (2,006)
Financial income 89,994 120,672
Financial expenses (71,567) (105,614)
Net financial income (expenses) 18,427 15,058
Revaluation of equity investments 0 1,000
Write-downs of equity investments (4,367) (4,000)
Profit before tax 2,307 10,052
Income tax expense 783 (2,923)
Profit after tax 3,090 7,129
Compared to the previous fiscal year, the turnover has been decreased for the fiscal year April 1, 2017 – March 31, 2018 (from Euro 127 million to Euro 122 million), contributing to the reduction in the operating income.
The good performance referred to the operating activities of Permasteelisa S.p.A., which confirms the positive trend already achieved in the previous year, was associated with a heavily negative operating result of the Azerbaijan branch which substantially determined the operating loss achieved by the company in 2018.
With regard to the net financial result, the positive balance benefited from the dividends distributed by subsidiaries for approximately Euro 25 million (2017: Euro 20 million).
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Financial position
The Parent Company's Financial position is summarised in the table below:
€ thousands March 31,
2018 March 31,
2017
Non-current assets (a) 318,659 320,905
Net working capital (b) 75,151 114,110
Severance indemnity fund (c) (3,380) (3,452)
Net invested capital 390,430 431,563
Net financial debt /(Net cash surplus) (d) (33,773) 7,287
Shareholder’s loan (e) 223,661 255,093
Shareholder’s equity (including minority interests) (f) 170,542 169,183
Coverage 390,430 431,563
Capital expenditure on tangible and intangible assets 1,712 4,327
Average workforce 843 852
a) Sum of the captions included in the statement of financial position referring to notes 15, 16, 17, 18;
b) Sum of the captions included in the statement of financial position referring to notes 19, 20, 21, 22, 23, 24, 30, 31, 32, 33, 34 (in the notes 22 and 32 it should be considered only the amount related to trade receivables and trade payables from/to subsidiaries);
c) Caption included in the statement of financial position referring to note 29;
d) Caption included in the statement of financial position referring to note 22, 25, 28 and 32 net of the Shareholder’s loan for Euro 223,661 thousand (Euro 255,093 thousand as of March 31, 2017);
e) Caption included in the statement of financial position referring to note 28;
f) Caption included in the statement of financial position referring to note 27.
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Reconciliation between the result of the period and the net equity of the parent company and the correspondent amounts of the Group
The reconciliation between the result and the net equity of the Group at the end of the period (share attributable to the Group) and the correspondent amounts of the Parent Company Permasteelisa S.p.A. is shown below:
€ thousands
Result March 31,
2018
Net Equity as of March 31,
2018
Result March 31,
2017
Net Equity as of March 31,
2017
Parent Company balances 3,090 170,542 7,129 169,183
Share of consolidated subsidiaries’ equity and result net of book value of related equity interests 9,315 (97,157) (41,350) (77,853)
Excess cost allocation (4,677) 45,557 (4,677) 47,603
Reversal of inter-group dividends (40,809) 0 (23,505) 0
Effect of other consolidation entries 4,663 8,208 16,449 3,546
Share attributable to minority interests (148) (10,108) 678 (10,632)
Group balances (28,566) 117,042 (45,276) 131,847
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Approval of the Statutory Financial Statements and allocation of 2018 result
Shareholder,
We submit to your approval the Statutory Financial Statements of the Company for the period ended March 31,
2018, that show a gain for the period of Euro 3,090,431.29 leaving to you any decision about its destination.
May 24, 2018
On behalf of the Board of Directors
The Chief Executive Officer The Chairman of the Board of Directors
Riccardo Mollo Davide Croff
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Approval of the Statutory Financial Statements and allocation of 2018 result
Shareholder,
we submit to your approval the Statutory Financial Statements of the Company for the period ended March 31, 2018, that show a gain for the period of Euro 3,090,431.29 leaving to you any decision about its destination
24 May 2018
On behalf of the Board of Directors
The Chief Executive Officer The Chairman of the Board of Directors
Riccardo Mollo Davide Croff
50
Permasteelisa
Group
Consolidated
Financial Statements as of March 31,2018
51
Consolidated income statement as of March 31, 2018
March 31, 2018
March 31, 2017
€ thousands
Operating revenues 1,262,537 1,279,416
Other operating income 4 14,129 7,066
Total operating revenues 3 1,276,666 1,286,482
Raw materials and consumables used 5 (350,790) (359,225)
Services expenses and use of third party assets 5 (506,391) (477,326)
Personnel expenses 6 (389,600) (409,954)
Depreciation, amortization and impairment losses 7 (21,106) (23,494)
Bad debts provision 8 (4,372) (5,234)
Provision for risks and charges 9 15,029 (8,094)
Other operating expenses 10 (12,995) (8,920)
Cost recovery 1,059 2,899
In-house enhancement of fixed assets 991 312
Total operating expenses (1,268,175) (1,289,036)
Ordinary activity result 8,491 (2,554)
Financial income 83,893 128,842
Financial expenses (112,542) (155,817)
Net financial income/(expenses) 11 (28,649) (26,975)
Revaluation of equity investments 12 0 0
Write-downs of equity investments 12 (618) 0
Profit before tax (20,776) (29,529)
Income tax expense 13 (7,642) (16,426)
Profit after tax (28,418) (45,955)
Attributable to:
Group (28,566) (45,277)
Minority 148 (678)
Profit for the period (28,418) (45,955)
52
Consolidated statement of comprehensive income as of March 31, 2018
March 31,
2018 March 31,
2017
€ thousands
Profit/(Loss) for the period (A) (28,418) (45,955)
Items that may be reclassified to the Income statement: Hedging reserves for risks variation, net of tax
23,251 (4,474)
Gains/(losses) on exchange differences on translating foreign operations
(10,224) 2,355
Total items that may be reclassified to the Income statement 13,027 (2,119)
Items that will never be reclassified to the Income statement: Actuarial gains/(losses):
(73)
(483)
Total items that will never be reclassified to the Income statement: (73) (483)
Total Other comprehensive income, net of tax (B) 12,954 (2,602)
Total Comprehensive income attributable to: (15,464) (48,557)
Group (14,806) (47,886)
Minority (658) (671)
Total Comprehensive income (A)+(B) (15,464) (48,557)
53
Consolidated statement of financial position as of March 31, 2018
€ thousands Notes March 31, 2018
March 31, 2017
Intangible assets 15 74,090 80,965
Tangible assets 16 93,570 98,569
Equity investments in not consolidated subsidiaries 18 6,083 6,083
Equity investments in associated companies 19 406 1,136
Other non-current assets 20 44 253
Deferred tax assets 21 51,317 45,999
Total non-current assets 225,510 233,005
Contracts work-in-progress 22 466,834 696,089
Inventories 22 31,932 37,109
Trade receivables from third parties 23 423,772 487,611
Trade receivables from not consolidated and associated subsidiaries
24 64 28
Income tax receivables 25 12,016 9,393
Other current assets 26 88,814 97,889
Cash and cash equivalents 27 51,938 43,258
Assets held for sale 28 0 5,213
Total current assets 1,075,370 1,376,590
Total assets 1,300,880 1,609,595
Equity
Share capital 29 6,900 6,900
Legal reserve 29 1,380 1,380
IAS 19 Reserve 29 (7,137) (7,064)
Hedging reserves for risks 29 10,270 (14,716)
Translation reserve 29 12,162 23,315
Other reserves 29 199,611 199,611
Retained earnings 29 (77,578) (32,302)
Profit/(loss) for the period 29 (28,566) (45,277)
Total equity attributable to the Group 117,042 131,847
Minority interests 29 10,108 10,632
Total equity 127,150 142,479
Liabilities
Amounts payables to banks and other financial creditors 30 158,480 205,040
Severance indemnity fund 31 3,392 3,452
Pension funds and other employee benefits 32 28,055 28,934
Provisions for risks and charges 33 26,730 47,953
Deferred tax liabilities 21 50,632 55,913
Total non-current liabilities 267,289 341,292
Amounts payable to banks and other financial creditors 30 188,609 220,289
Excess of progress billings over work-in-progress 22 194,730 269,566
Advances from customers 22 177,144 260,672
Trade payables to third parties 34 251,835 263,655
Trade payables to not consolidated and associated subsidiaries 35 1 1
Income tax payables 36 20,294 29,305
Other current liabilities 37 73,828 82,336
Liabilities held for sale 38 0 0
Total current liabilities 906,441 1,125,824
Total liabilities 1,173,730 1,467,116
Total equity and liabilities 1,300,880 1,609,595
54
Consolidated statement of cash flows as of March 31, 2018
€ thousands March 31, 2018
March 31, 2017
Cash flows generated (absorbed) by operating activities
Result before tax (20,776) (29,529)
Adjustments made to reconcile the result before tax with the cash flow changes generated (absorbed) by operating activities:
- Interest income (524) (598)
- Interest expense 6,639 5,827
- Depreciation and amortization expenses and impairment losses 21,106 23,494
- Gain/(loss) on disposal of tangible and intangible assets 6 344
- Gain on disposal of asset held for sale (2,411) 0
- Provision for risks and charge (15,029) 8,094
- Bad debts provision 4,372 5,234
- Equity investments write-downs/(revaluations) 618 0
- Severance indemnity fund payments to employees (232) (110)
- Severance indemnity fund expenses 100 110
- Pension fund payments (1,057) (1,081)
- Other employee benefits payments 800 1,405
- Pension fund expenses (1,670) (589)
- Other employee benefits net variation 1,069 1,018
Total adjustments 13,787 43,148
Changes in operating activities:
- Changes in hedging reserve 24,986 (7,583)
- Changes in IAS 19 reserve (73) (918)
- Changes in contracts work-in-progress (net), inventories and advances 70,670 48,984
- Changes in the other captions of working capital (1) 52,823 (81,589)
- Changes in the other captions of operating capital (2) 17,608 (15,659)
- Changes in the fair value evaluation of derivatives instruments (10,608) 10,556
- Income tax paid (36,622) (12,948)
- Interests paid (6,860) (5,716)
- Interest received 524 598
- Effect of exchange rate changes on operating activities cash flows (12,109) 3,877
Total changes 100,339 (60,398)
Net cash flows absorbed by operating activities (A) 93,350 (46,779)
Cash flows generated (absorbed) by investing activities
Purchases of tangible and intangible assets (12,082) (16,088)
Proceeds from disposal of tangible and intangible assets 649 1,281
Proceeds from disposal of asset held for sale 7,414 0
Changes in not consolidated subsidiaries, associated companies and other equity investments
0 (289)
Net cash flows absorbed by investing activities (B) (4,019) (15,096)
Cash flows generated (absorbed) by financing activities
Lease obligation (principal) (21) (18)
Payment / receipt of dividends to / from third parties 625 300
Minority acquisitions
Net cash flows generated by financing activities (C) 604 282
55
Net increase/(decrease) in cash surplus/(deficit) (A+B+C) 89,935 (61,593)
Net cash surplus/(deficit) as of 1 April (D) (382,049) (322,268)
Effect of exchange rate changes on balances held in foreign currency (E)
(3,037) 1,812
Net cash surplus/(deficit) as of 31 March (A+B+C+D+E) (295,151) (382,049)
Net cash surplus/(deficit) includes:
Bank and post current accounts and deposits 51,802 43,102
Cash in hand 136 156
Bank overdrafts and other short-term loans (123,428) (170,214)
Shareholders’ loan (223,661) (255,093)
(295,151) (382,049)
(1) The other captions of working capital refer to the following captions included in the statement of financial position of the Group: trade receivables and payables from/to third parties and from/to not consolidated subsidiaries and associated companies. (2) The other captions of operating capital refer to the following captions included in the statement of financial position of the Group: income tax receivables and payables, deferred tax assets and liabilities, other current assets and liabilities, provisions for risks and charges.
56
Consolidated statement of net equity changes as of March 31, 2018
Share capital
Legal reserve
Share premium
Revaluation reserve
Translation reserve
Foreign exchang
e risk hedging reserve
(*)
Commodities risk hedging
reserve (*)
IAS 19 Reserve
(**)
Other reserve
Retained earnings
Group net equity
Minority interest
Total
€ thousands
Balance as of April 1, 2016 6,900 1,380 0 0 17,858 (6,850) (283) (6,146) 199,611 (32,737) 179,733 11,213 190,946
Income (expenses) recognized directly in equity Translation differences 5,456 (3,129) 2,327 28 2,355 Foreign exchange risk hedging reserve variation (5,157) (5,157) (22) (5,179) Commodities risk hedging reserve variation 703 703 2 705 Interest rate risk hedging reserve variation 0 0 Changes in IAS 19 Reserve (483) (483) (483)
0 0 0 0 5,456 (8,286) 703 (483) 0 0 (2,610) 8 (2,602)
Net result for the period (45,276) (45,276) (678) (45,954)
Total Income (expenses) for the period 0 0 0 0 5,456 (8,286) 703 (483) 0 (45,276) (47,886) (670) (48,556)
Transactions with Shareholder:
Increase of share capital 0 0 0 Destination of operating result
0 0 0 Dividends 0 0 0
0 0 0 0 0 0 0 0 0 0 0 0 0
Other net equity variations: Minority interests acquisition 0 0 0 Other variations (435) 435 0 89 89 Roundings 0 0 0
0 0 0 0 0 0 0 (435) 0 435 0 89 89
Balance as of March 31, 2017 6,900 1,380 0 0 23,314 (15,136) 420 (7,064) 199,611 (77,578) 131,847 10,632 142,479
57
Share capital
Legal reserve
Share premium
Revaluation reserve
Translation reserve
Foreign exchange
risk hedging reserve
(*)
Commodities risk hedging
reserve (*)
IAS 19 Reserve
(**)
Other reserve
Retained earnings
Group net equity
Minority interest
Total
€ thousands
Balance as of April 1, 2017 6,900 1,380 0 0 23,314 (15,136) 420 (7,064) 199,611 (77,578) 131,847 10,632 142,479
Income (expenses) recognized directly in equity Translation differences (11,152) 1,567 (32) (9,617) (607) (10,224) Foreign exchange risk hedging reserve variation 23,836 23,386 (222) 23,614 Commodities risk hedging reserve variation (386) (386) 23 (363) Interest rate risk hedging reserve variation 0 0 0 Changes in IAS 19 Reserve (73) (73) 0 (73)
0 0 0 0 (11,152) 25,403 (418) (73) 0 0 13,761 (806) 12,954
Net result for the period (28,566) (28,566) 148 (28,418)
Total Income (expenses) for the period 0 0 0 0 (11,152) 25,403 (418) (73) 0 (28,566) (14,806) (658) (15,464)
Transactions with Shareholder:
Increase of share capital 0 0 0 Destination of operating result 0 0 0 Dividends 0 0 0
0 0 0 0 0 0 0 0 0 0 0 0 0
Other net equity variations: Minority interests acquisition 0 0 0 Other variations 0 134 134 Roundings 0 0 0
0 0 0 0 0 0 0 0 0 0 0 134 134
Balance as of March 31, 2018 6,900 1,380 0 0 12,162 10,267 2 (7,137) 199,611 (106,144) 117,042 10,108 127,150
58
Notes to the Consolidated Financial Statements
Company’s information
Permasteelisa S.p.A. (hereinafter referred to as the “Company” or “Parent Company”) is a company domiciled in Italy that operates internationally both directly and indirectly through its subsidiaries in the field of the design, production and installation of architectural components (curtain walls) and interiors systems. The Company’s Consolidated Financial Statements as of March 31, 2018 include the Company and its subsidiaries involved in the consolidation (hereinafter referred to as the “Group”) which are listed in the table annexed to the Notes to the Consolidated Financial Statements entitled “Permasteelisa Group’s companies”. This table also highlights the Group’s equity investments in non-consolidated subsidiaries, associated and other companies.
The Consolidated Financial Statements of the Permasteelisa S.p.A. Group have been prepared in Euro, which is the currency of the economic area in which the Company operates. The Consolidated Financial Statements were approved by the Board of Directors on May 24, 2018 and will be submitted to the approval by the Shareholder meeting called on July 26, 2018. These financial statements are subject to audit by Deloitte & Touche S.p.A
Financial tables
The tables provided for the statement of financial position, the income statement, the statement of cash flows and of net equity changes are the same as those used for the Consolidated Financial Statements as of March 31, 2017.
The statement of financial position, the income statement, the statement of cash flows and of net equity changes used for the period closed as of March 31, 2018 are prepared in thousands of Euro and are characterised as follows:
Statement of financial position
The methods whereby assets and liabilities are broken down into “current and non-current” was adopted, with separate indication of assets and liabilities held for sale, if any.
Current assets include assets (such as inventories, assets for contracts work-in-progress and trade receivables) which are sold, consumed or realised as part of the normal operating cycle, even when they are not expected to be realised within 12 months after the balance sheet date. Some current liabilities, such as trade payables and some accruals for employees and other operating costs, are part of the working capital used in the normal operating cycle. Such operating items are classified as current liabilities even if they are due to be settled more than 12 months after the balance sheet date.
Income statement
The adopted method breaks costs down based on their nature.
Statement of cash flows
The indirect method was employed.
Statement of net equity changes
The statement that shows all the changes of the net equity was adopted.
Accounting principles
(a) Statement of compliance
The Permasteelisa Group adopts the IFRS International Accounting Standards issued by the International Accounting Standards Board (“IASB”) and endorsed by the European Union. IFRS is understood to include also the International Accounting Standards (“IAS”) that are currently in force in addition to the interpretations made available by the International Financial Reporting Interpretations Committee (“IFRIC”), previously known as the Standing Interpretations Committee (“SIC”).
These Consolidated Financial Statements were prepared in accordance with the accounting standards described in the paragraphs below, namely the same standards that were used to prepare the Consolidated Financial Statements as of March 31, 2017.
The Consolidated Financial Statements have been prepared on a going concern basis.
59
(b) Basis of preparation
The financial statements are presented in Euro, rounded to the nearest thousands. They are prepared on the historical cost basis except for the following assets and liabilities that, if any, are stated at their fair value: derivative financial instruments, financial instruments held for trading, financial instruments classified as available-for-sale.
The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The accounting principles exposed in the following paragraphs have been consistently applied for all the periods included in this Consolidated Financial Statements.
These accounting principles have generally been applied consistently by the Group companies in the preparation of the financial statements for consolidation purposes; but, where necessary, specific adjustments have been applied by the Company to make these financial statements in compliance with IFRS.
(c) Basis of consolidation
(i) Subsidiaries
Subsidiaries are entities controlled directly or indirectly by the Company. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that presently are exercisable or convertible are taken into account.
The subsidiaries are consolidated using the line by line method.
The financial statements of subsidiaries are included in the Consolidated Financial Statements from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases.
All subsidiaries are included in the Consolidated Financial Statements, unless some considered not material. Not consolidated subsidiaries are stated at their “fair value”.
Receivables and payables, income and expenses and all relevant transaction occurred between consolidated companies, are eliminated in preparing the Consolidated Financial Statements, unless they are immaterial; in particular intragroup gains deriving from contracts work-in-progress realized in the Group are eliminated.
The minority interests and the result attributable to minority are indicated separately in the consolidated statement of financial position and in the consolidated income statement.
Most of consolidated subsidiaries have changed the reporting period closing to 31st of March, except for Permasteelisa (India) Private Limited whose financial period already ends as of March 31. Specific financial statements for consolidation purposes are prepared by those residual subsidiaries whose reporting period closing remains as of December 31. They concern to Chinese, Russian, Azerbaijan, Turkey and Colombia subsidiaries.
(ii) Associates
Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies (generally accompanied by a percentage of ownership is between 20% and 50%). The Consolidated Financial Statements include the Group’s share of the total recognized gains and losses of associated companies on an equity accounted basis, from the date that significant influence commences until the date that significant influence ceases. When the Group’s share of losses exceeds its equity investment in an associated company, the Group’s carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of an associated company.
Unrealised gains arising from transactions with associated companies are eliminated to the extent of the Group’s equity investment in the entity. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of “impairment”.
(d) Basis of conversion of foreign currency
(i) Foreign currency transactions
60
Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated to Euro at the foreign exchange rate ruling at that date. Foreign exchange differences arising on this translation are recognised in the income statement. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at “fair value” are translated to Euro at foreign exchange rates ruling at the dates the “fair value” was determined.
(ii) Subsidiaries Financial Statements
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on consolidation, are translated to Euro at foreign exchange rates ruling at the balance sheet date. The revenues and expenses of foreign operations are translated to Euro at rates approximating to the foreign exchange rates ruling at the dates of the transactions. Foreign exchange differences arising on retranslation are recognised directly in a separate component of equity through the statement of comprehensive income.
The exchange rates used for the closing as of March 31, 2018 and the comparative exchange rates of the previous year are as follows:
March 31, 2018 March 31, 2017
Currency Exchange rate at the balance sheet
date
Average exchange rate of the year
Exchange rate at the balance sheet date
Average exchange rate of the year
Thai Baht 38.478000 38.630060 36.724000 38.568788
Danish Krone 7.453000 7.441515 7.437900 7.439046
Norwegian Krone 9.677000 9.491200 9.168300 9.156729
Dubai Dirham 4.524900 4.297707 3.924666 4.028349
Australian Dollar 1.603600 1.512588 1.398200 1.457498
Canadian Dollar 1.589500 1.500682 1.426500 1.439896
Hong Kong Dollar 9.669600 9.141240 8.307400 8.514244
Singapore Dollar 1.615800 1.586516 1.494000 1.518078
Taiwan Dollar 35.928300 35.078307 32.459852 34.842052
Usa Dollar 1.232100 1.170468 1.069100 1.097343
Hungarian Forint 312.130000 309.772574 307.620000 310.709743
Swiss Franc 1.177900 1.135464 1.069600 1.083519
Croatian Kuna 7.432300 7.457202 7.446500 7.496835
Pataca Macau 9.959700 9.415505 8.556711 8.770815
Philippine Peso 64.374000 59.478733 53.658000 52.840309
Chinese Renminbi 7.746800 7.746634 7.364200 7.380853
Malasyan Ringitt 4.765800 4.872652 4.731300 4.611466
Riyal Qatar 4.484800 4.260484 3.891524 3.994329
Riyal Saudi Arabia 4.620400 4.389451 4.009296 4.115675
Russian Ruble 70.889700 67.744317 60.313000 69.234071
Indian Rupia 80.296000 75.462448 69.396500 73.578130
Israeli Shekel 4.326200 4.131364 3.885300 4.166112
Pound Sterling 0.874900 0.882046 0.855530 0.841310
Korean Won 1,310.890000 1,298.568532 1,194.540000 1,260.343587
Japanese Yen 131.150000 129.689943 119.550000 118.807507
Polish Zloty 4.210600 4.220926 4.226500 4.352367
Manat Azerbaigian 2.094600 1.991155 1.843556 1.801443
Tugrik Mongolia 2,949.450000 2,835.881468 2,616.568795 2,472.955659
Turkish Lira 4.897600 4.309918 3.889400 3.515119
Vietnam Dong 28,112.000000 26,595.939286 24,329.160080 24,636.203495
Brazil Real 4.093800 3.765271 3.380000 3.621599
Peso Colombiano 3,439.760000 3,434.826468 3,088.452043 3,258.684320
61
(iii) Net investment in foreign operations
Exchange differences arising from the translation of the net investment in foreign operations, and of related hedges are taken to a specific reserve through other comprehensive income statement. They are released into the income statement upon disposal.
(e) Business combinations
Business combinations initiated before January 1, 2010 and completed before that date are recognized on the basis of IFRS 3 (2004).
Such business combinations are recognized using the purchase method, were the purchase cost is equal to the fair value at the date of the exchange of the assets acquired and the liabilities incurred or assumed, plus costs directly attributable to the acquisition. This cost is allocated by recognizing the assets, liabilities and identifiable contingent liabilities of the acquired company at their fair values. Any positive difference between the cost of the acquisition and the fair value of the net assets acquired pertaining to the Shareholder Parent Company is recognized as goodwill. Any negative difference is recognized in profit or loss. If the fair value of the assets, liabilities and contingent liabilities can only be calculated on a provisional basis, the business combination is recognized using such provisional values. The value of the non-controlling interests is determined in proportion to the interest held by minority Shareholder in the net assets. In the case of business combination achieved in stages, at the date of acquisition of control the net assets acquired previously are remeasured to fair value and any adjustments are recognized in equity. Any adjustments resulting from the completion of the measurement process are recognized within twelve month of the acquisition date.
Business combination carried out as from January 1, 2010 are recognized on the basis of IFRS 3 (2008).
More specifically, business combination are recognized using the acquisition method where the purchase cost is equal to the fair value at the end of exchange of the assets acquired and the liabilities incurred or assumed as well as equity instruments issued by the purchaser.
Costs directly attributable to the acquisition are recognized though profit or loss.
This cost is allocated by recognizing the assets, liabilities and identifiable contingent liabilities of the acquired company at their fair values as at the acquisition date. Any positive difference between the price paid, measured at fair value as at the acquisition date plus the value of any non-controlling interests, and the net value of the identifiable assets and liabilities of the acquiree measured at fair value is recognized as goodwill. Any negative difference is recognized in profit or loss.
The value of non-controlling interests is determined either in proportion to the interest held by minority Shareholder in the net identifiable assets of the acquiree or at their fair value as at the acquisition date.
If the “fair value” of the assets, liabilities and contingent liabilities can only be calculated on a provisional basis, the business combination is recognised using such provisional values. Any adjustments resulting from the completion of the measurement process are recognized within twelve month of the date of acquisition, restating comparative figures.
In the case of business combination achieved in stages, at the date of acquisition of control the holdings acquired previously are remeasured to fair value and any positive or negative difference is recognized in profit or loss.
(f) Derivative financial instruments
The Group uses derivative financial instruments (generally forward exchange contracts and swaps) only to hedge its exposure to foreign currency risk, to commodities risk and interest risk coming from its operating and financial activities in currencies other than Euro.
According to its treasury policy, the Group does not hold or issue derivative financial instruments for trading purposes. Anyway, derivative financial instruments for which the criterion to record the operations as hedging operations are not respected, are recorded as trading instruments.
Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. The gain or loss on re-measurement to fair value is recognised immediately in profit or loss account. However, where derivatives qualify for hedge accounting, recognition of any resultant gain or loss depends on the nature of the item being hedged (see the accounting policy described in section “g”).
The fair value of forward exchange contracts is their quoted market price at the balance sheet date, being the present value of the quoted forward price.
62
(g) Hedging
(i) Cash flow hedging (foreign currency risk)
The Group uses derivative financial instruments to hedge its exposure to foreign currency risk coming from its operating and financial activities in currency other than Euro.
In particular, the Group uses derivative financial instruments to hedge the foreign currency risk related to the contracts work-in-progress cash flows. When the Group acquires a job whose future cash flows are denominated in foreign currency, specific forward exchange contracts or swaps on foreign currency are concluded to hedge the foreign currency risk existing on those future cash flows; therefore these hedging operations are related to highly probable future transactions as the job that is hedged is effectively acquired when the hedging contract or contracts are concluded. Considering the length of the Group contracts, the estimation of the timing of the future cash flows is very difficult and subject to changes that can be also relevant; as a consequence, the Group policy consists in making an initial hedging of future cash flows based on a rough estimation of the future cash flows timing and subsequently in:
- rolling over the forward exchange contracts or swaps on foreign currency if at the expiry date the correspondent cash flows related to the job does not occur;
- in concluding another forward exchange contract or swap on foreign currency, of opposite sign and same expiry date of the existing hedging contracts, if the cash flow related to the job occurs in advance with respect to the expiry date of the existing hedging contracts.
The gains and losses deriving from the roll-over operation of these derivative financial instruments and from their evaluation at fair value are recognised directly in the net equity in a specific reserve for the effective part; these gains and losses are removed from the net equity and recorded in the income statement in the same period or periods during which the hedged forecast transaction affects income statement; they are included in the operating revenues or operating expenses if related to hedging operations of job contracts cash flows.
The ineffective part of any profit or loss is recognized immediately in the income statement as financial components.
On the basis of the method used for hedging the future cash flows related to contracts work-in-progress in foreign currency, the prospective effectiveness is always included in the range requested by IAS 39 (80%-125%); any ineffectiveness can occur retrospectively only if the roll-over operations or the closing in advance of a forward exchange contract or swap on foreign currency are not performed correctly; the measurement of the retrospective ineffectiveness is therefore made continuously monitoring that these cases do not occur.
If the hedged transaction is no longer expected to take place, the cumulative unrealised gains or losses recognized in equity are recognised immediately in the income statement as financial components.
Finally, according to the Group policy the foreign currency risk hedging is made on the spot rate; as a consequence, the difference between spot rate and forward rate recorded when a roll-over operation is performed and the interest component included in the fair value of the forward contracts or swaps on foreign currency, are always recorded in the income statement in the financial components as hedging expenses/revenues, regardless whether the contract does or does not comply with the requirements for being considered as such.
(ii) Hedge of monetary assets and liabilities
The Group uses derivative financial instruments also to hedge economically the foreign exchange exposure of a recognised monetary asset or liability as the loans in foreign currency; in this case no hedge accounting is applied and any gain or loss on the hedging instrument is recognised in the income statement.
(iii) Cash flow hedging (commodities price risk)
The Group uses derivative financial instruments also to hedge price risk on commodities coming from its operating activities.
In particular, the Group uses derivative financial instruments to hedge the price risk related to aluminum purchase for the contracts work-in-progress. When the Group acquires a job whose future cash flows are related to aluminum purchase, specific forward contracts or future on alluminium are concluded to hedge the price risk existing on this commodity; therefore these hedging operations are related to highly probable future transactions as the job that is hedged, with regard to the aluminum purchase, is effectively acquired when the hedging contract or contracts are concluded. In consideration of the variability of the price of aluminum, the aim of hedging is to freeze this price already since the acquisition of the order itself; subsequently, as the aluminum order as well as the relevant price are agreed with the supplier, the Group shall complete the aluminum forward purchase by completing a transaction of opposite sign. If, upon expiry of the transaction, the order has not been defined yet for the supplier, the hedging contract(s) shall be rolled over.
63
The gains and losses deriving from the regulation of the operations on maturity, including the effect of the possible roll-over operation of these derivative financial instruments and from their evaluation at fair value are recognised directly in the net equity in a specific reserve for the effective part; these gains and losses are removed from the net equity and recorded in the income statement in the same period or periods during which the hedged forecast transaction affects income statement (arrival of the goods); they are included in the operating expenses.
The ineffective part of any profit or loss is recognized immediately in the income statement as financial components.
On the basis of the method used for hedging of the price risk on the future cash flows payments related to aluminum purchases on contracts work-in-progress, the prospective effectiveness is always included in the range requested by IAS 39 (80%-125%); any ineffectiveness can occur retrospectively only if the roll-over operations or the closing in advance of an hedging contract by operation of the opposite sign when the order to the supplier is fixed are not performed correctly; the measurement of the retrospective ineffectiveness is therefore made continuously monitoring that these cases do not occur.
If the hedged transaction is no longer expected to take place, the losses or profits on the accumulated price difference recognized in equity are recognized immediately in the income statement as financial components.
Finally, according to the Group policy the commodities price risk is made on the spot price; as a consequence, the difference between spot price and forward price recorded when a roll-over operation is performed and the interest component included in the fair value of the forward contracts or swaps on commodities, are always recorded in the income statement in the financial components as hedging expenses/revenues, regardless whether the contract does or does not comply with the requirements for being considered as such.
(iv) Hedge of net investment in foreign operation
The portion of the gain or loss on an instrument used to hedge a net investment in a foreign operation that is determined to be an effective hedge is recognised directly in equity. The ineffective portion is recognised immediately in income statement.
(h) Tangible assets
(i) Owned tangible assets
Items of property, plant and equipment are stated at cost less accumulated depreciation (depreciation criteria are reported below) and impairment losses (see accounting policy “o”). The cost of self-constructed assets includes the cost of materials, direct labour, and the initial estimate, where relevant, of the costs of dismantling and removing the items and restoring the site on which they are located, and an appropriate proportion of production overheads.
Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment according to the “component approach”.
(ii) Leases assets
Leases in terms of which the Group assumes substantially all the risks and rewards of ownership are classified as finance leases. The owner-occupied property acquired by way of finance lease is stated at an amount equal to the lower of its fair value and the present value of the minimum lease payments at inception of the lease, less accumulated depreciation (depreciation criteria are reported below) and impairment losses. Lease payments are accounted for as described in accounting policy “w”.
(iii) Subsequent costs
The Group recognises in the carrying amount of an item of property, plant and equipment the cost of replacing part of such an item when that cost is incurred if it is probable that the future economic benefits embodied with the item will flow to the Group and the cost of the item can be measured reliably. All other costs are recognised in the income statement as an expense when incurred.
(iv) Depreciation
Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. Depreciation is applied from the date the tangible assets are available for use. Land is not depreciated. The estimated useful lives are as follows:
buildings 20-40 years
plant and machinery 5-25 years
equipment 4-5 years
other assets 4-8 years
The useful lives and the residual value, if significant, are annually revised.
(i) Intangible assets
64
(i) Goodwill
Goodwill arising on business combinations is initially measured at cost as established at the acquisition date, as defined in the above paragraph. Goodwill is not amortised, but is tested for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired. After initial recognition, goodwill is measured at cost less any accumulated impairment losses.
On disposal of part or whole of a business which was previously acquired and which gave rise to the recognition of goodwill, the remaining amount of the related goodwill is included in the determination of the gain or loss on disposal.
(ii) Research and development
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognised in the income statement as an expense as incurred.
Expenditure on development activities, whereby research findings are applied to a plan or design for the production of new or substantially improved products and processes, is capitalised if the product or process is technically and commercially feasible and the Group has sufficient resources to complete development. The expenditure capitalised includes the cost of materials, direct labour and an appropriate proportion of overheads.
Other development expenditure is recognised in the income statement as an expense as incurred.
Capitalised development expenditure is stated at cost less accumulated amortization (amortization criteria are reported below) and impairment losses (see accounting policy “o”).
(iii) Other intangible assets
Other intangible assets that are acquired by the Group are stated at cost less accumulated amortization (amortization criteria are reported below) and impairment losses (see accounting policy “o”).
Expenditure on internally generated goodwill and brands is recognised in the income statement as an expense as incurred.
(iv) Subsequent expenditure
Subsequent expenditure on capitalised intangible assets is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is expensed as incurred.
(v) Amortization
Amortization is charged to the income statement on a straight-line basis over the estimated useful lives of intangible assets unless such lives are indefinite. Goodwill, intangible assets with an indefinite useful life and intangible assets not yet available to be used are systematically tested for impairment at each balance sheet date. Other intangible assets are amortised from the date they are available for use. The estimated useful lives are as follows:
rights to use intellectual property (software) 3-5 years
trademarks and similar rights 3 years
capitalised development costs 5 years
customer relationship 20 years
(j) Trade receivables to third parties
Trade receivables are recognised initially at fair value and subsequently recorded at the amortised cost, using the effective interest method, net of impairment losses related to amounts considered recoverable, recorded as provision. The estimation of the recoverable amounts is based on future expected cash flows.
Trade receivables, whose expiry date is within ordinary trade terms, are not discounted.
(k) Contracts work-in-progress
Contracts work-in-progress are reported in accordance with the progress stage (or completion percentage) of the works, according to which the costs, revenues, and margin are recognised based on the progress of the productive activity. The policy adopted by the Group is the completion percentage determined by applying the “incurred cost” (cost to cost) criterion.
The valuation reflects the best estimate of the contracts made as at the reporting date. Periodically, the assumptions underlying the evaluations are updated. Any economic effect is recorded in the year in which the updates have been made.
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The contract revenues include the payments agreed upon by contract, work changes, price revision, incentives, and any claims, to the extent that these are likely to be reliably valuated. In particular, the valuation of claims was guided, based on certain technical and legal analysis, towards the positive results that could reasonably be achieved from disputes with the customers.
The contracts costs include all the costs that refer directly to the project, the costs that may be attributed to the contract activity in general and that may be allocated to the said project, in addition to any other costs that may be specifically charged to the customer based on the contractual clauses.
The contract costs also include the pre-operative costs, which is to say the costs incurred in the initial phase of the contract before the construction activity is began (costs or preparing, tenders, design costs, costs for organization and start-up of production, construction site installation costs) and the post-operative costs that are incurred after the contract is closed (removal of the construction site, return of plant/equipment to base, etc.).
Should the completion of a project be forecast to lead to a loss, this shall be recognised in its entirety in the year in which it may be reasonably expected.
The contracts in progress are set out net of any depreciation fund and/or final losses, as well as the progress billings for the contract being carried out.
This analysis is carried out on a contract by contract basis: should the difference be positive (due to contracts in progress greater than the amounts of the progress billings), it is classified among the assets (contracts work-in-progress); on the other hand, should the difference be negative, it is classified among the liabilities (liabilities for contracts work-in-progress).
Should the final losses fund for the individual contract exceed the value of the work entered in the assets, this excess is classified under the provision for risks and charges.
Contracts with payment denominated in foreign currency other than the functional currency (Euro for the Group) are valuated by converting the accrued share of payments determined based on the completion percentage method, at the exchange rate ruling at the reporting date for the portion not invoiced yet, and at the exchange rate ruling at the transaction date for the portion already invoiced.
(l) Inventories
Inventories are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
The cost determining method selected as a Group principle is the weighted average cost and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and condition. In the case of manufactured inventories and works in progress, cost includes an appropriate share of overheads based on normal operating capacity.
(m) Other financial assets
Other financial assets that the Group intends and is able to hold until maturity are recorded at the fair value of the initial consideration given in exchange plus the related transaction costs. Subsequently, they are valued on an amortised-cost basis using the original effective interest method.
Financial assets are derecognised when, following their sale or settlement, the Group is no longer involved in their management and has transferred all risks and rewards of ownership.
(n) Cash and cash equivalents
Cash and cash equivalents include bank and post current accounts and deposits. Bank overdrafts, advances and other short-term loans which are repayable on demand and form an integral part of the Group’s cash managements are considered as components of cash surplus or deficit for cash flow statement purposes.
(o) Impairment of tangible and intangible assets
The carrying amounts of tangible and intangible are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated.
Even if there are no indication of impairment, for goodwill, assets that have an indefinite useful life and intangible assets that are not yet available for use, the recoverable amount is estimated at each balance sheet date.
An impairment loss is recognised whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses are recognised in the income statement.
Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units (group of units) and then, to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis.
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(i) Calculation of recoverable amount
The recoverable amount of an asset is the greater of their net selling price and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs.
(ii) Reversal of impairment
An impairment loss, except if in respect of goodwill, is reversed and recorded in the income statement, only if the reasons for the impairment loss cease to exist.
An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognised.
(p) Equity
(i) Share capital
Share capital includes the subscribed and paid up Company’s share capital.
(ii) Dividends
Dividends are recognised as a liability in the period in which they are declared.
(q) Amounts payable to banks and other financial creditor
Amounts payable to banks and other financial creditors are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, they are stated at amortised cost with any difference between cost and redemption value being recognised in the income statement over the period of the borrowings or loans on an effective interest basis.
(r) Pension funds and other employee benefits
(i) Defined contribution plans
Obligations for contributions to defined contribution pension plans are recognised as an expense in the income statement as incurred.
(ii) Defined benefit plans
The Group’s net obligation in respect of defined benefit pension plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value, and the fair value of any plan assets is deducted. The discount rate is the yield at the balance sheet date on AA credit rated bonds that have maturity dates approximating to the terms of the Group’s obligations. The calculation is performed by a qualified actuary.
(iii) Severance indemnity fund
Employee severance indemnity, mandatory for Italian companies pursuant to art. 2120 of the Italian Civil Code, is deferred compensation and is based on the employees’ years of service and the compensation earned by the employee during the service period.
Starting from January 1, 2007, Italian Law introduced for employees the choice to direct their accruing indemnity either to supplementary pension funds or leave the indemnity as an obligation of the company. Companies that employ at least 50 employees should transfer the employee severance indemnity to the “Treasury fund” managed by INPS, the Italian Social Security Institute.
Consequently, the Company’s obligation to INPS and the contributions to supplementary pension funds take the form, under IAS 19, of a “Defined contribution plan”.
Under IAS 19 - Employee Benefits, the employee severance indemnity as calculated is considered a “Defined benefit plan” and the related liability recognized in the statement of financial position (Provision for employee severance indemnities) is determined by actuarial calculations.
According to IAS 19 (Employee Benefits), the remeasurements of actuarial gains and losses are recognized in other components of other comprehensive income. Service cost of Italian companies that employ less than 50 employees, as well as interest expenses related to the “time value” component of the actuarial calculations (the latter classified as Finance expenses), are recognized in the separate income statement.
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(s) Provision for risks and charges
A provision is recognised in the statement of financial position when the Group has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimation of the obligation amount can be done.
Provisions are recorded on the basis of the best estimation of the amount that the Group would pay to settle the obligation or to transfer it to third parties at the reporting period.
If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.
(t) Trade payables to third parties
Trade payables are recorded at the amortised cost, using the effective interest method. Trade payables, whose expiry dates are within the ordinary trade terms, are not discounted.
(u) Other financial liabilities
The other financial liabilities are initially recorded at cost, net of any transaction costs directly attributable to their creation. Following initial recording, financial liabilities are valued on an amortised-cost basis using the effective interest method.
Financial liabilities are derecognised when, following their sale or settlement, the Group is no longer involved in their management and has transferred all risks and rewards of ownership.
(v) Revenue recognition
(i) Contracts work-in-progress
As soon as the outcome of a contract can be estimated reliably, contract revenue and expenses are recognised in the income statement in proportion to the stage of completion of the contract that is calculated based on the costs effectively incurred and total costs included in the contract budget. An expected loss on a contract is recognised immediately in the income statement.
(ii) Goods sold and services rendered
Revenue from the sale of goods is recognised in the income statement when the significant risks and rewards of ownership have been transferred to the buyer. Revenue from services rendered is recognised in the income statement in proportion to the stage of completion of the transaction at the balance sheet date. The stage of completion is assessed checking the work performed. No revenue is recognised if there are significant uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods.
(w) Expenses
(i) Operating lease payments
Payments made under operating leases are recognised in the income statement on a straight-line basis over the term of the lease. Lease incentives received are recognised in the income statement as an integral part of the total lease expense.
(ii) Finance lease payments
Minimum lease payments are apportioned between the finance charge and the reduction of the outstanding liability. The finance charge is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.
(iii) Net financial expenses
Net financing costs comprise interest payable on borrowings calculated using the effective interest rate method, dividends, foreign exchange gains and losses except for those related to cash flow hedging operations that are included in the operating revenues or expenses, and premiums and discounts related to all forward exchange contracts and swaps on foreign currency.
Interest income is recognised in the income statement as it accrues, using the effective interest method.
Dividends income is recognised in the income statement on the date the entity’s right to receive payments is established. The interest expense component of finance lease payments is recognised in the income statement using the effective interest rate method. Borrowing costs that are directly attributable to the acquisition, construction or production of qualifying assets (as defined under IAS 23 – Borrowing Costs), which are assets that necessarily
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take a substantial period of time to get ready for their intended use or sale, are capitalised and amortised over the useful life of the class of assets to which they refer.
All other borrowing costs are expensed when incurred.
(x) Income tax
Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the income statement except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Additional income taxes arising from the distribution of dividends are recognised when the liability associated to the payment of the same dividend is acknowledged. This is justified by the fact that the Group is able to manage the time plan for the distribution of the reserves and it is probable that they will not be reversed in the foreseeable future.
(y) Non-current assets held for sale and discontinued operations
Immediately before classification as held for sale, the measurement of the assets (and all assets and liabilities in a disposal group) is brought up-to-date in accordance with applicable IFRS. Then, on initial classification as held for sale, non-current assets and disposal groups are recognised at the lower of carrying amount and fair value less costs to sell.
Impairment losses on initial classification as held for sale are included in profit or loss, even when there is a revaluation. The same applies to gains and losses on subsequent re-measurement.
A discontinued operation is a component of the Group’s business that represents a separate major line of business or geographical area of operations or is a subsidiary acquired exclusively with a view to resale.
Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. A disposal group that is to be abandoned may also qualify as discontinued operation if it meets the criteria mentioned above.
(z) New accounting standards
Accounting standards, amendments and interpretations applied since April 1, 2017
· Amendments to IAS 12 Income taxes - Recognition of deferred tax assets for unrealized losses; · Amendments to IAS 7 Statement of cash flow - Disclosure initiative; · Amendments to IFRS 12 - Disclosure of investments in other entities.
The adoption of the aforementioned changes did not have significant effects on the Group's consolidated financial
statements.
Accounting standards, amendments and interpretations effective from April 1, 2017 and not relevant for the Group
There are no accounting standards, amendments and interpretations effective from April 1, 2017 and not relevant for the Group.
Accounting standards, amendments and interpretations not yet in force and applied in advance
The Group has not applied the following standards, both new and amended, which have been issued but are not
yet in force.
Accounting standards, amendments and interpretations not yet applicable and not adopted in advance by the Group
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Standard IFRS 15 – Revenue from Contracts with Customers (published on May 28, 2014 and integrated with further clarifications published on 12 April 2016) which is intended to replace the standards IAS 18 – Revenue and IAS 11 – Construction Contracts, as well as the interpretations IFRIC 13 – Customer Loyalty Programmes, IFRIC 15 – Agreements for the Construction of Real Estate, IFRIC 18 – Transfers of Assets from Customers and SIC 31 – Revenues-Barter Transactions Involving Advertising Services. The standard establishes a new model of recording revenues, which will be applied to all contracts entered into with customers excluding those which fall within the scope of application of other IAS/IFRS standards such as leases, insurance contracts and financial instruments. The essential steps for recording revenues in accordance with the new model are:
- the identification of the contract with the customer;
- the identification of the performance obligations of the contract;
- the determination of the price;
- the allocation of the price to the performance obligations of the contract;
- the criteria of recording the revenues when the entity satisfies each performance obligation.
The standard is applicable commencing from January 1, 2018 but may be applied in advance. The Group does not apply for early application of this standard, but it has been opted for applying as from next year using retrospective approach and accounting the cumulative effect of initially applying at the date of initial application (modified retrospective approach). This effect will be recognised as corresponding adjustment to the opening balance of retained earnings in the reporting period that includes the date of initial application that, for Permasteelisa Group, is April 1, 2018 - March 31, 2019.
Under transition method, the Group shall apply this Standard retrospectively only to contracts that are not completed contracts at the date of initial application (April 1, 2018).
During the past year, the Group carried out an extensive survey to identify potential effects from adoption of the new Standard. It showed that areas most affected by new provisions are:
Costs to obtain a contract: the Group shall recognise as an asset the incremental costs of obtaining a contract with a customer if the entity expects to recover those costs. Costs to obtain a contract that would have been incurred regardless of whether the contract was obtained shall be recognised as an expense when incurred, unless those costs are explicitly chargeable to the customer regardless of whether the contract is obtained. It showed that, for the Group, the costs incurred for the preparation of the offers could not be included in the contract costs and not be accounted as a year-end asset, if the contract with the customer is not obtained. Estimated impact on capitalized costs for the year-end offers (March 31, 2018), at Group level, is about Euro 12 million net of tax effects and the opening balance of the retained earning as of April 1, 2018 will be negative rectified for the same amount.
Contract modifications: a contract modification is a change in the scope or price (or both) of a contract that is approved by the parties to the contract. If both sides have approved change in the scope of a contract without having determined the corresponding change in price, the entity shall estimate changes in the transaction price, due to modification, in accordance with this Standard to estimate of variable consideration and its constraints. In particular, an entity has to include in the transaction price the amount of variable consideration only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur once the uncertainty related to the variable consideration is subsequently resolved. Estimated impact on variations and claims for the year-end (March 31, 2018), at Group level, is about Euro 40 million net of tax effects and the opening balance of the retained earning as of April 1, 2018 will be negative rectified for the same amount.
Final version of IFRS 9 - Financial Instruments (published on July 24, 2014). The document encompasses the results of the phases relating to Classification and Measurement, Impairment, and Hedge Accounting, of the IASB project aimed at replacing IAS 39:
- the standard introduces new criteria for the classification and measurement of financial assets and liabilities;
- with reference to the impairment model, the new standard requires that the estimate of losses on receivables is performed on the basis of the expected losses model (and not on the incurred losses model used by IAS 39) using information supportable and available at no cost or unreasonable effort, which includes historical, current and prospective data;
- introduces a new hedge accounting model (increase of the type of transactions eligible for hedge accounting, modification of the methods of accounting for forward contracts and options when included in an hedge accounting relationship, modifications to the effectiveness test).
The new standard, which replaces the previous versions of IFRS 9, must be applied to all financial statements commencing on or after January 1, 2018.
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The application of IFRS 9 had not a significant impact on the Group's Financial Statement. In particular, referring to trade receivables and to contract assets, representative of most of the Group’s credit exposure, current accounting procedures of impairment are basically equated to new Standards’ rules, whose application should not involve key effects. Regarding to the existing hedging relationships, the current accounting procedures seem to satisfy the hedge accounting requirements regulated by the new Standard IFRS 9. The Group is continuing an asset analysis of the new types of transactions eligible for hedge accounting - in particular to hedging of net positions and natural hedging - in order to align with the Group's risk management strategies.
Standard IFRS 16 - Leases. Issued by the IASB in January 2016, IFRS 16 introduces a single model for accounting for leases in the lessee's financial statements, eliminating the distinction between operating and financial leasing, according to which the lessee recognizes an asset that represents the right to use the underlying asset and a liability that reflects the obligation to pay the rent. Optional exemptions are provided for short-term leases and for those of modest value. IFRS 16 replaces the current lease forecasts, including IAS 17 "Leasing", IFRIC 4 "Determining whether an agreement contains a lease", SIC-15 "Operating leases - Incentives" and SIC-27 "Evaluation of the substance of the legal leasing transactions ".
IFRS 16 is applicable for annual periods beginning on or after January 1, 2019. Early adoption is permitted for entities applying IFRS 15 "Revenues from contracts with customers" on the date of first application of the IFRS 16, faculty that the Group will not use.
The Group has launched a project aimed at identifying the potential impacts deriving from the adoption of the new Standard in terms of updating existing systems, processes and procedures. At the current state of the analysis, it is not yet possible to estimate reliably the effects of the application of the new Standard from the point of view of the valuation of the financial statement items.
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Notes to the Consolidated Financial Statements
1. Assets classified as held for sale
As of March 31, 2018, the Group does not hold non-current assets and liabilities held for sale.
2. Acquisitions of subsidiaries
On March 29, 2017, the Consorzio Marine Project Solutions’ Meeting approved the transformation of the Consorzio
into a Società consortile a responsabilità limitata, with an authorized share capital of Euro 500,000. This
transformation has become effective since June 9, 2017.
It should also be noted that, during the year just ended, the following entities were established:
- Marine Project Solutions - France Branch;
- Marine Project Solutions - Norway Branch,
both headed by the consolidated subsidiary Marine Project Solutions Scarl, 55.5% owned by the Parent Company.
3. Operating revenues
Operating revenues broken down by product are shown below:
€ thousands March 31, 2018
March 31, 2017
Curtain walls 1,100,877 1,131,805
Interiors 119,234 124,265
Contract 36,217 29,283
Marine 20,338 1,129
1,276,666 1,286,482
Operating revenues broken down by geographical area are shown below:
€ thousands March 31, 2018
March 31, 2017
North America 418,594 504,916
South America 13,075 5,000
Benelux 2,399 2,824
France 49,403 45,347
Germany 12,660 16,600
Italy 22,185 18,419
Spain 5,766 7,666
Switzerland 45,235 12,313
United Kingdom 234,695 243,830
Ireland 10,233 2,082
Other European countries 7,652 5,284
Other Central Asian countries 3,189 15,539
Other African countries 5 2
United Arab Emirates 14,258 10,519
Qatar 12,464 10,998
Saudi Arabia 43,534 29,166
Other Middle Eastern countries 561 202
Australia 22,766 15,943
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China 91,989 99,035
Japan 16,674 14,214
Hong Kong 145,647 127,340
India (111) 594
Korea 2,764 831
Russia 77,534 66,982
Singapore 2,616 7,116
Taiwan 3,137 10,709
Thailandia 6,654 1,728
Macau 2,649 4,588
Other Asian countries 8,439 6,695
Total 1,276,666 1,286,482
4. Other operating income
The Other operating incomes included in the total operating revenues are the followings:
€ thousands March 31, 2018
March 31, 2017
Gains on tangible and intangible assets disposals 2,605 303
Rental income 1,268 1,007
Insurance indemnities 152 30
Sale of scrap 1,677 1,756
Other revenues 8,427 3,970
14,129 7,066
The item "Other revenues" includes Euro 1,305 thousand concerning non recurring revenues from vendors, Euro
108 thousand for recovery of staff costs and other personnel costs, Euro 756 thousand for cost recovery to the
Japanese Ultimate Parent Company, Euro 934 thousand of subsidies from the Chinese government and Euro 2,360
thousand related to other revenues on some projects.
The items “Gains on tangible and intangible assets disposals” includes the income (equal to Euro 2,411 thousand)
realized from the disposal of the old Factory in Thailand (GAT1) occurred in October 2017 and classified as “asset
held for sale” in the previous fiscal year (April 1, 2016 – March 31, 2017).
5. Raw materials and consumables used and services expenses and use of third party assets
With reference to the Group's activity, the comparison between different periods of the value of raw materials and consumables used and services expenses and use of third party assets is not very significant as it depends on the different costs mix of job orders executed in each period.
The percentage impact of the item raw materials and consumables used over the total operating revenues is equal to 27.5%, while the percentage impact of the item services expenses and use of third party assets over the total operating revenues increased from 37.1% to 39.7% compared to March 2017.
It is worth to be highlight that the item services expenses and use of third party assets expenses includes remuneration due to statutory auditors amounting to Euro 96 thousand.
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6. Personnel expenses
€ thousands March 31, 2018
March 31, 2017
Wages and salaries 326,135 343,759
Social contribution 41,253 40,999
Contributions to defined contribution plans 1,300 1,083
Increase in liability for severance indemnities fund 56 30
Severance indemnities assigned to pension fund or Inps 2,368 2,598
Increase in liability for defined benefit plans (732) (786)
Increase in liability for other long-term benefits (5) 446
Termination benefits 427 840
Other personnel costs 18,798 20,985
389,600 409,954
The Personnel expenses do not present a significant change compared to the same period in the previous year March 31, 2017.
The average workforce for the period was 5,852 units.
7. Depreciation, amortization and impairment losses
€ thousands
March 31,
2018 March 31,
2017
Tangible assets depreciation 13,114 15,218
Intangible assets amortization 7,992 8,266
Impairment losses 0 10
21,106 23,494
8. Bad debts provision
€ thousands March 31, 2018
March 31, 2017
Bad debts provision 4,372 5,234
4,372 5,234
The variance of “bad debts provision” is due to the combined effects of provisions and releases occurred during the reporting period. In particular, the provisions are related to the European area for Euro 4.4 million, to American area for Euro 0.5 million and to Asian area for Euro 0.6 million.
Please refer to note 23 relating to “Trade receivables from third parties” for a more detailed analysis.
9. Provision for risks and charges
€ thousands March 31, 2018
March 31, 2017
Provision for disputes and legal actions (23,886) 3,849 Provision for warranties 1,974 256 Provision for jobs risks 1,486 (940) Provision for work in progress risks 5,397 4,929
(15,029) 8,094
With reference to the item “Provision for disputes and legal actions” there has been a release in UK area for Euro 24.3 million related to the end of a legal proceeding for which it was estabilished a risk fund in the previous fiscal year.
With reference to the item "Provision for work in progress risk", the ending balance as of March 31, 2018 is due to the combined effects of net provisions and releases occurred during the reporting period equal to Euro 0.8 million in the Middle Eastern area (March 2017: Euro 3.5 million), Euro 4.2 million in the European area (March 2017:
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Euro 2.2 million), and Euro 0.4 million in the American area (March 2017: net release for Euro 2.7 million). There are not provisions in the Asian area (March 2017: Euro 1.9 million).
Please refer to note 33 relating to “Provisions for risks and charges” for a more detailed analysis.
10. Other operating expenses
€ thousands March 31, 2018
March 31, 2017
Other taxes 10,438 6,732
Losses on tangible and intangible assets disposal 199 647
Utilization of Bad debts provision (922) (172)
Trade receivables write-off 742 452
Other expenses 2,538 1,261
12,995 8,920
The increase in the caption “Other taxes” is mainly due to the increase of the sales taxes in the America area.
11. Net financial expenses
€ thousands March 31, 2018
March 31, 2017
Dividends and other incomes 625 300
Interest income 524 598
Exchange rate gains 72,830 113,804
Other commission income 64 111
Financial income on foreign currency risk hedging 1,742 2,866
Commercial income on foreign currency risk hedging 8,108 11,163
Total financial income 83,893 128,842
Bank interests expenses 4,165 4,137
Exchange rate losses 79,364 120,215
Interest expenses on financial leases 2 0
Bank charges 612 580
Bond commissions 1,169 161
Other interests expenses 2,471 1,690
Financial expenses on foreign currency risk hedging 8,471 7,488
Commercial expenses on foreign currency risk hedging 16,206 21,455
Commercial expenses on commodities hedging 82 91
Total financial expenses 112,542 155,817
Total net financial expenses (28,649) (26,975)
The profit and losses on foreign exchange rates reported in the above table respectively include gains for Euro 17,320 thousand (March 2017: Euro 36,730 thousand) and losses for Euro 31,151 thousand (March 2017: Euro 13,860 thousand) arising from year end closing evaluation.
As of March 31, 2018, the net financial expenses amounted to Euro 28,649 thousand, while as of March 31, 2017 amounted to Euro 26,975 thousand. The negative variation for Euro 1,674 thousand is mainly due to the combination of the variations of the following items:
- exchange rate losses, net of gains, increasing for Euro 123 thousand: net losses on exchange increased from Euro 6,411 thousand (March 2017) to Euro 6,534 thousand (March 2018).
- commercial and financial expenses on foreign currency risk hedging, net of incomes, decreased from Euro 15,005 thousand (March 2017) to Euro 14,909 thousand (March 2018). This financial items is related to the forward points applied to foreign currency sales hedging, particularly for Rublo and US Dollar, and due to the difference on interest rates against the Euro.
- Interest expenses, net of incomes, increased from Euro 5,559 thousand (March 2017) to Euro 7,206 thousand (March 2018) with a variation for Euro 1,838 thousand related to provisions for interests on a legal action in the Middle East.
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12. Revaluation and write-downs of equity investments
During the reporting period April 1, 2017 – March 31, 2018, as well as in 2017 fiscal year, there have not been any revaluations of equity investments.
During the reporting period April 1, 2017 – March 31, 2018, there have been write-downs of equity investments for Euro 618 thousand (March 2017: no write-downs of equity investments occurred) of which:
- Euro 25 thousand related to the write-down of equity investments in Consorzio CTI in liquidation;
- Euro 593 thousand related to the write-down of equity investments in Consorzio Dyepower in liquidation.
13. Income tax expenses
Taxes recognised in the income statement € thousands
March 31, 2018
March 31, 2017
Current tax expenses
Current year 23,785 12,768
Adjustments for prior years (**) 5,278 1,088
29,063 13,856
Deferred tax expenses
Origination and reversal of temporary differences (14,413) 2,031
Originary tax rates change (2) (23)
Adjustments for prior years (***) (5,093) 2,211
Tax losses (1,913) (1,649)
(21,421) 2,570
Total income tax expenses in the income statement 7,642 16,426
(**) Including provisions for tax audits or inspections of which Euro 3.8 million related to the Chinese area. (***) It mainly includes the effect of the release of the write-down of deferred tax assets recorded in previous years and relating to the Netherlands area.
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Reconciliation of effective tax rate
€ thousands
March 31,
2018 March 31,
2017
Profit before tax (20,776) (29,529)
Income tax using the domestic corporation tax rate 24% (4,986) 27.5% (8,120)
Effect of tax rates in foreign jurisdictions 4,319 5,949
Non-deductible expenses 2,297 4,688
Tax exempt revenues 3,369 7,127
Tax incentives not recognised in the income statement (174) 95
Current year tax benefits not recognized 3,042 1,073
Recognition of tax benefits not recognized in prior years (1,049) 0
Utilization of tax benefits not recognized in prior years (3,094) 0
Change in tax rate effect 1,871 119
Under/(over) provision in prior years (current tax expense) 5,277 1,088
Under/(over) provision in prior years (deferred tax expense) (5,093) 2,211
Other taxes 826 472
Others 1,037 1,724
(36.7%) 7,642 (55.6%) 16,426
5. Intangible assets
€ thousands Development
costs Rights to
use intellectual
property
Licences and trade-
marks
Other intangible
assets
Intangible assets in
progress and advances
Total
Balance as of April 1, 2016 1 4,199 1 78,173 2,899 85,273
Acquisitions 2,254 2 388 1,252 3,896
Other increases 583 254 837
Transfer from assets held for sale 22 43 65
Disposals (28) (28)
Consolidation area variations 3 3
Other decreases (837) (837)
Amortization (1) (1,831) (6,434) (8,266)
Impairment losses
Exchange rate differences on translation
9 13 22
Balance as of March 31, 2017 (0) 5,208 3 72,440 3,314 80,965
Balance as of April 1, 2017 (0) 5,208 3 72,440 3,314 80,965
Acquisitions 719 10 60 361 1,150
Other increases 157 60 217
Transfer from assets held for sale 0
Disposals 0
Consolidation area variations 0
Other decreases (217) (217)
Amortization (1,672) (1) (6,320) (7,993)
Impairment losses 0
Exchange rate differences on translation
(18) (14) (32)
Balance as of March 31, 2018 4,394 12 66,226 3,458 74,090
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Carrying amounts As of April 1, 2016 attributable to:
Cost 2,433 19,681 890 181,827 2,899 207,730 Accumulated amortization (2,432) (15,482) (889) (103,654) 0 (122,457)
1 4,199 1 78,173 2,899 85,273
As of March 31, 2017 attributable to: Cost 2,433 22,115 913 182,018 3,314 210,793
Accumulated amortization (2,433) (16,907) (910) (109,578) 0 (129,828)
0 5,208 3 72,440 3,314 80,965
As of April 1, 2017 attributable to:
Cost 2,433 22,115 913 182,018 3,313 210,793 Accumulated amortization (2,433) (16,907) (910) (109,578) 0 (129,828)
0 5,208 3 72,440 3,313 80,965
As of March 31, 2018 attributable to: Cost 2,433 22,509 855 182,031 3,458 211,286
Accumulated amortization (2,433) (18,115) (843) (115,805) 0 (137,196)
0 4,394 12 66,226 3,458 74,090
The increase for the period referred to the caption “Rights to use intellectual property” equal to Euro 719 thousand
is mainly due to the increasing of the Holding (Euro 428 thousand) linked to the acquisition of new licenses for
technical department and project management (Catia, Mathcad, Primavera and others for Euro 178 thousand), to
the acquisition of new functionalities for the solution PMF (Euro 69 thousand), to upgrade the new infrastructure
HANA for SAP (Euro 35 thousand), to the acquisition of new functionalities and developed services in IT Disaster
Recovery area (Euro 39 thousand), to the acquisition of the patent Dyepower (Euro 65 thousand) and other
developments (Euro 42 thousand).
The increase for the period referred to the caption “Assets in progress and advances“ equal to Euro 361 thousand
is mainly due to other investments for the analysis and the implementation of P3 project for document management
(Euro 53 thousand), for other developments for the new Treasury software solution through SAP Treasury
Management (Euro 41 thousand), for the acquisition and the implementation of the software K2 license for the
realization of workflow processes in OHSE environment (Euro 131 thousand), for the development of the new
Timesheet SAP Fiori solution (Euro 38 thousand) and of the new CRM solution to support Sale & Tender processes
(Euro 44 thousand), and other developments for Euro 54 thousand.
Impairment losses and subsequent reversals
During the year the management has assessed the existence of indicators of impairment losses by considering both external sources and internal ones and has concluded that for the year ended as of March 31, 2018 there were no indications of impairment losses as a result of which it had been necessary for the Group to assess the recoverable amount of intangible assets, in particular with reference to the “customer relationship” identified during the allocation of the excess cost paid by Terre Alte S.p.A. for the acquisition of Permasteelisa Group.
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16. Tangible assets
€ thousands Land and buildings
Plant and machinery
Equipments Other tangible
assets
Tangible assets in progress and
advances
Total
Balance as of April 1, 2016 61,934 20,044 8,524 13,575 1,763 105,840
Acquisitions 520 1,565 4,132 2,946 838 10,001
Other increases 115 961 103 143 1,322
Transfer from assets held for sale 1,988 351 177 84 2,600
Transfer to assets held for sale (5,124) (7) (2) (79) (5,212)
Disposals (91) (821) (72) (269) (1,253)
Other decreases (1,322) (1,322)
Depreciation (3,184) (4,230) (3,249) (4,555) (15,218)
Impairment losses (11) (11)
Exchange rate differences on translation 491 685 187 420 39 1,822
Balance as of March 31, 2017 56,649 18,555 9,784 12,342 1,239 98,569
Balance as of April 1, 2017 56,649 18,555 9,784 12,342 1,239 98,569
Non-current assets held for sale as of April 1, 2017 (*)
5,124 0 7 2 79 5,212
Balance as of April 1, 2017, including non-current assets held for sale
61,773 18,555 9,791 12,344 1,319 103,782
Acquisitions 640 2,098 1,895 3,889 2,617 11,139
Other increases 58 212 166 88 524
Disposals relating to non-current assets held for sale (**)
(4,871) (28) (7) (2) (76) (4,984)
Disposals (148) (54) (298) (171) (4) (675)
Other decreases (524) (524)
Depreciation (2,739) (3,762) (2,602) (4,010) (13,113)
Exchange rate differences on translation (567) (830) (280) (880) (22) (2,579)
Balance as of March 31, 2018 54,146 16,191 8,665 11,258 3,311 93,570
(*) as of March 31, 2017 assets are included in the "Non-current assets held for sale" commented in note 28. (**) the value refers to assets classified as "Non-current assets held for sale" at March 31, 2017.
As of March 31, 2017, the closing balance for the tangible assets was rectified for the net book value of the of the factory site in Thailand – GAT1. The latter was reclassified under the item “non-current assets held for sale”. The disposal of the site in comment has been finalized in October 2017 for a net book value as of March 31, 2018 equal to Euro 4,984 thousand. For a more clear exposure of the movements, in the above table, the net book value of the “non-current assets held for sale” as of March 31, 2017 has been shown separately, while its disposal was highlighted in a separate row "Disposals relating to non-current assets held for sale". The difference between the two net amounts is due only to the exchange difference between the two commented periods. Carrying amounts
As of April 1, 2016 attributable to:
Cost
119,150
63,275
37,943
49,830
1,763
271,961
Accumulated amortization (57,216) (43,231) (29,419) (36,255) 0 (166,121)
61,934
20,044 8,524 13,575 1,763 105,840
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As of March 31, 2017 attributable to:
Cost
123,872
68,822
43,457
53,431
1,239
290,821 Accumulated amortization (67,223) (50,267) (33,673) (41,089) 0 (192,251)
56,649 18,555 9,784 12,342 1,239 98,569
As of April 1, 2017 attributable to:
Cost
123,872
68,822
43,457
53,431
1,239
290,821
Accumulated amortization (67,223) (50,267) (33,673) (41,089) 0 (192,251)
56,649 18,555 9,784 12,342 1,239 98,569
As of March 31, 2018 attributable to:
Cost
122,875
68,284
41,115
50,561
3,310
286,145
Accumulated amortization (68,729) (52,094) (32,450) (39,303) 0 (192,576)
54,146 6,191 8,665 11,258 3,310 93,570
The main increases were made in Germany for Euro 5.1 million (March 2017: Euro 4.8 million), in Italy for Euro 0.9 million (March 2017: Euro 0.6 million), in United Kingdom for Euro 0.5 million (March 2017: 0.5 million), in America for Euro 1.9 million (March 2017: 1.1 million), in Asia for 0.8 million (March 2017: 1.1 million), in Netherlands for 0.8 million (March 2017: 0.6 million) and are mainly due to the increase in the production capacity and the replacement and innovation of the plants.
Regarding the significant asset disposals occurred during the period, it is mentioned the disposal of the old factory site in Thailand (GAT1) which has a net book value as of March 31, 2018 equal to Euro 4.984 thousand as detailed in the above table under the item “Disposals relating to non-current assets held for sale”. In the previous fiscal year April 1, 2016 – March 31, 2017, these assets were reclassified under the item “Transfer to assets held for sale”.
Impairment losses and subsequent reversal
At the reporting date there have not been particular indications of impairment losses related to tangible assets.
Leased plant and machinery
As of March 31, 2018 the Group does not hold leased plant and machinery (March 2017: Euro 21 thousand); please refer to note 30 related to payables to banks and other financial creditors.
Tangible assets in progress
As of March 31, 2018 the Group holds tangible assets under construction for the total amount of Euro 3,311 thousand (March 2017: Euro 1,239 thousand). The increase of Euro 2.617 thousand is mainly due to the new investments realized in Germany (Euro 2.5 million).
Other information
As of March 31, 2018 the Group doesn’t have mortgages on buildings or on other tangible assets; please refer to the note 42 related to contingencies.
17. Equity investments in not consolidated subsidiaries
As of March 31, 2018 the Group doesn’t have any equity investments in not consolidated subsidiaries.
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18. Equity investments in associated companies
The Group has the following equity investments in associated companies:
% ownership Carrying amount
€ thousands Country March 31, 2018
March 31, 2017
March 31, 2018
March 31, 2017
Mobil Project S.p.A. Italy 20% 20% 6,083 6,083
6,083 6,083
Summary financial information on associated companies – 100%:
€ thousands Assets Liabilities Net Equity Revenues Profit/(Loss)
March 31, 2018
Mobil Project S.p.A. (*) 37,462 27,292 10,170 38,073 3,872
37,462 27,292 10,170 38,073 3,872
(*) Latest available statement: December 31, 2017
19. Other equity investments
The balance as of March 31, 2018 includes the Parent company's equity investment in Consorzio Interaziendale Prealpi for Euro 367 thousand (March 2017: Euro 367 thousand) and the equity investment in Interoxyd for Euro 39 thousand (March 2017: Euro 39 thousand).
With reference to the investment in the Consorzio Dyepower, whose value is zero at 31 March 2018, in February 2018 the consortium members approved the final liquidation financial statements with the related allotment plan. The evaluation of the investment led to a write-down of Euro 593 thousand as indicated in note 12.
20. Other no-current assets
The caption amounting to Euro 44 thousand (March 2017: Euro 253 thousand) is related to investments in other secondary securities.
21. Deferred tax assets and deferred tax liabilities
Deferred tax assets and liabilities are attributable to the following:
Assets (-) Liabilities (+) Net
€ thousands March 31, 2018 March 31, 2017 March 31, 2018 March 31, 2017 March 31, 2018 March 31, 2017
Tangible assets (72) 312 6,235 6,515 6,163 6,827
Intangible assets 117 237 17,727 19,268 17,844 19,505
Other investments 0 0 0 0 0 0
Inventories (13,442) (6,486) 3,574 9,962 (9,868) 3,476
Trade receivables 0 0 0 0 0 0
Financial payables (2,277) (2,268) 0 0 (2,277) (2,268)
Pension funds and other employee benefits
(6,344) (5,019) (73) 42 (6,417) (4,977)
Provisions for risks and charges
(4,280) (4,619) 7,500 4,785 3,220 166
Trade payables 0 0 0 0 0 0
Hedging (397) (3,920) 462 938 65 (2,982)
Other items (4,948) (4,969) 15,207 14,517 10,259 9,548
Tax value of loss carry-forwards
(19,674) (19,267) 0 (114) (19,674) (19,381)
Tax (assets)/liabilities (51,317) (45,999) 50,632 55,913 (685) 9,914
Set off 0 0 0 0 0 0
Net tax (assets)/liabilities
(51,317) (45,999) 50,632 55,913 (685) 9,914
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The deferred tax assets on tax losses included in the financial statements and entered in the table above for a total amount of Euro 19.7 million, are related to approximately Euro 2.7 million by the subsidiary Permasteelisa North America Corp. and to approximately Euro 3.8 million by the subsidiary Scheldebouw BV and have expiry date between 2023 and 2033. The residual part is related to other subsidiaries of the Group and have no expiry date.
Following the reduction from 34% to 21% of the corporate tax rate in the United States, the amount of deferred tax assets was accordingly adjusted.
With reference to the Group companies overall, no deferred tax assets were recorded relating to tax losses for Euro 20 million (March 2017: Euro 26 million). This amount refers in particular to the North European companies.
The amount relating to tax losses for which deferred tax assets were not recorded amounted to Euro 102 million and it refers to European companies for approximately Euro 49 million (March 2017: Euro 39 million), of which the major part can be used without expiry date, for Euro 46.8 million related to Asian companies (March 2017: Euro 53.5 million) of which Euro 36.5 million (March 2017: Euro 41.1 million) can be used before 2022 and Euro 3.0 (March 2017: Euro 4.4 million) related to American companies that can be used between the 2023 and the 2033. The residual amount has not time limitation.
The deferred tax assets had not been booked on the aforementioned temporary differences and tax losses as the required conditions were not in place, pursuant to the criteria envisaged by the international accounting principles, hinting at a probable future taxable income on which the Group may use the benefits arising there from.
In addition, with reference to the retained earnings of subsidiaries taxable in Italy if they were repatriated through dividends distribution deferred tax liabilities were not recognized on the portion of them for which the distribution is not likely in the foreseeable future.
Movement in deferred tax assets and liabilities during the year
€ thousands Balance as of April 1,
2016
Transfer from assets held for sale
Recognised in income statement
Recognised in equity
Exchange differences
Other changes
Balance as of March
31, 2017
Tangible assets 7,787 (824) (182) 0 46 0 6,827
Intangible assets 21,021 0 (1,538) 0 22 0 19,505
Inventories 6,321 0 (2,569) 0 (276) 0 3,476
Financial payables (2,357) 0 91 0 (2) 0 (2,268)
Pension funds and other (5,652) 0 882 (353) (17) 163 (4,977)
Provisions for risks and charges
(10,493) 0 10,818 0 (159) 0 166
Hedging (2,263) (78) (169) 238 (710) 0 (2,982)
Other items 13,697 0 (3,246) (1,412) 611 (102) 9,548
Tax value of loss carry-forwards
(18,238) 0 (1,522) 0 (487) 866 (19,381)
9,823 (902) 2,565 (1,527) (972) 927 9,914
€ thousands Balance as
of April 1, 2017
Recognised in income statement
Recognised in equity
Exchange differences
Other changes
Balance as of March 31,
2018
Tangible assets 6,827 (552) 0 (112) 0 6,163
Intangible assets 19,505 (1,617) 0 (44) 0 17,844
Inventories 3,476 (13,400) 0 56 0 (9,868)
Financial payables (2,268) (9) 0 0 0 (2,277)
Pension funds and other (4,977) (1,391) (13) 77 (113) (6,417)
Provisions for risks and charges 166 2,628 0 148 278 3,220
Hedging (2,982) (130) 3,739 351 (913) 65
Other items 9,548 (4,714) 4,198 190 1,037 10,259
Tax value of loss carry-forwards (19,381) (2,235) (281) 1,267 956 (19,674)
9,914 (21,420) 7,643 1,933 1,245 (685)
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22. Assets and liabilities for contracts work-in-progress, inventories and advances from customers
Assets for contracts work-in-progress and inventories
€ thousands March 31, 2018
March 31, 2017
Assets for contracts work-in-progress 466,834 696,089
Raw materials and consumables used 2,801 3,359
Semi-processed goods 155 75
Finished goods 49 153
Advances 28,928 33,522
Inventories 31,933 37,109
Liabilities for contracts work-in-progress and advances from customers
€ thousands March 31, 2018
March 31, 2017
Liabilities for contracts work-in-progress 194,730 269,566
Advances from customers 177,144 260,672
371,874 530,238
Contracts work-in-progress
€ thousands March 31, 2018
March 31, 2017
Costs incurred on uncompleted contracts 5,740,793 6,209,876
Estimated earnings 774,007 761,921
Less billings to date (6,242,696) (6,545,274)
272,104 426,523
Assets for contracts work-in-progress 466,834 696,089
Liabilities for contracts work-in-progress (194,730) (269,566)
272,104 426,523
Contracts work-in-progress, equal to Euro 466,834 thousand (March 2017: Euro 696,089 thousand), are shown net of the provision for work in progress, equal to Euro 45,144 thousand (March 2017: Euro 41,273 thousand).
KAFD project is one of the more significant work in progress and it concerns the construction of thirteen buildings in the financial district area of Riyadh, Saudi Arabia.
KAFD project has been suspended since 2016 due to financial difficulties faced by the local general contractor. The Group is exposed on this project for an amount around Euro 90 million of which receivables for Euro 56 million and work in progress not yet invoiced for Euro 34 million.
The Group's management is engaged in negotiations at various levels with the local counterparts to obtain the collection of overdue receivables, proceeding with the invoicing of the work in progress and the execution of the project. Despite the uncertainties regarding the successful conclusion of these negotiations in progress, the management is confident that the Group will be able to collect its receivables in a short time.
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23. Trade receivables from third parties
€ thousands March 31, 2018
March 31, 2017
Trade receivables from third parties 447,836 511,202
Bad debts provision (24,064) (23,591)
423,772 487,611
As of March 31, 2018 trade receivables include guarantee retentions for Euro 201,743 thousand (March 2017: Euro 207,721 thousand) related to contracts work-in-progress, of which Euro 76,920 thousand expiring beyond fiscal year 2019 (March 2017: Euro 98,962 thousand).
The following table shows the changes of the provision for bad debts during the year
€ thousands March 31, 2018
March 31, 2017
Balance as of April 1 23,591 19,509
Transfer from “Assets held for sale” 0 1,046
Reclassification (946) (2,685)
Utilization (1,400) (172)
Reversal (978) (88)
Provision 5,567 5,323
Exchange rate differences on translation (1,769) 658
Balance as of March 31 24,064 23,591
The item “Reclassification”, amounted to Euro (946) thousand, is related to the devaluation of the inventories; therefore, the amount has been reclassified under the item “Asset and liabilities for contract work-in-progress and inventories” following its proper nature.
It is specified that the item includes receivables for Euro 56 million related to the KAFD project as commented in note 22.
24. Amounts receivable from not consolidated subsidiaries
€ thousands March 31, 2018
March 31, 2017
Receivables from non-consolidated subsidiaries
Mobil Project SpA 58 22
Permasteelisa Partecipation S.r.l. 6 0
Consorzio Cladding Technology Italia 0 1
Consorzio Dyepower 0 5
64 28
25. Income tax receivables
€ thousands March 31, 2018
March 31, 2017
Tax income receivables 12,016 9,393
12,016 9,393
The item “Income tax receivables” should be analysed in conjunction with the item 36 "Income tax payables”.
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26. Other current asset
€ thousands March 31, 2018
March 31, 2017
VAT receivables 17,095 17,904
Advances to employees 453 411
Other receivables 59,083 61,544
Accrued income and deferred charges 12,183 18,030
88,814 97,889
The caption “Other receivables” includes:
€ thousands March 31, 2018
March 31, 2017
Forward assets 12,975 15,359
Other receivables 46,074 46,155
Loans to other third parties 34 30
59,083 61,544
The item “Forward assets” relates for Euro 13,151 thousand to foreign currency transactions (March 2017: Euro 15,335 thousand) and for Euro (176) thousand to the transactions on commodities (March 2017: Euro 24 thousand).
The item “Other receivables” does not show relevant variations compared to the previous fiscal year. It should also be noted that the item in comment includes the receivables for Euro 24.3 million related to an insurance reimbursement in the United Kingdom for which a legal risks provision was recorded during the last fiscal year.
27. Cash and cash equivalents
€ thousands March 31, 2018
March 31, 2017
Bank and post current accounts and deposits 51,802 43,102
Cash in hand 136 156
51,938 43,258
The balance of bank and post current accounts and deposits includes approximately Euro 11.4 million (March 2017: Euro 3.5 million) of time deposits related to Group’s German companies; in Germany the law provides, for companies operating in construction of buildings, the obligation to deposit a certain amount of financial deposit for its sub-contractors.
28. Non-current assets held for sale
As of March 31, 2018, the Group does not hold no-current assets held for sale.
As of March 31, 2017, the item inlcuded the amounts related to the factory in Thailand, GAT1, which has been sold in October 2017 recognizing a gain of Euro 2,411 thousand as described in note 4.
The movement of the item is included in note 16.
29. Net equity
Net equity changes
Please refer to the relevant table that precedes the notes to the consolidated financial statements related to March 31, 2018 and the comparative year March 31, 2017.
Share capital
As of March 31, 2018 the share capital amounted to Euro 6,900 thousand and includes 25,613,544 ordinary shares issued without nominal value.
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. All shares are equal since there are no preference shares.
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Legal reserve, share premium reserve and revaluation reserve
They refer to the legal reserve, share premium reserve and revaluation reserve of parent company Permasteelisa S.p.A.
Translation reserve
The translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of the foreign subsidiaries.
Hedging reserve for risks
This includes the foreign exchange risk hedging reserve, the commodities risk hedging reserve and the interest risk hedging reserve.
The foreign exchange risk hedging reserve and the commodities risk hedging reserve include the effective portion of the net differences accumulated in the “fair value” of the hedging instruments respectively on foreign currencies and commodities, associated to hedged but not yet performed transactions.
The changes in these reserves are stated in the following table:
Foreign exchange risk hedging
reserve (*) Commodities risk hedging
reserve (*)
€ thousands
Amount before tax
Tax Amount after tax
Amount before tax
Tax Amount after tax
Reserve as of March 31, 2017 (19,212) 4,039 (15,173) 450 (25) 425
Increase/(decrease) 13,779 (3,990) 9,789 28 (35) (7)
Currency translation differences
1,905 (339) 1,566 (34) 2 (32)
Release to income statement 17,521 (3,698) 13,823 (377) 18 (359)
Reserve as of March 31, 2018 13,993 (3,988) 10,005 67 (40) 27
(*) Minority portion included
IAS 19 Reserve
This reserve is related to the application of the revised IAS 19 - Employee benefits, the IAS 19 Reserve has been set up (for more details, please refer to the notes, letter “r”); in particular, this reserve includes the gains (losses) actuarial variations. This reserve, as of March 31, 2018, shows a negative balance of Euro 7,137 thousand, due to the recognition during the year of negative actuarial variation of Euro 73 thousand, net of related taxes amounted to Euro 39 thousand.
Other reserves
It includes the other consolidation reserves different from the previous ones and from retained earnings.
Minority interests
It includes the share capital and the other specific reserves of Group companies’ net equity in which there are some minority Shareholders, as well as the translation reserve for the minority portion.
Capital management
In the area of capital management, the Group aims at adding value for the Shareholder, safeguard the continuity of the business and support the development of the Group. The Group has thus tried to keep a suitable capitalisation level to enable both the achievement of a suitable return on capital for the Shareholder and ensure the accessibility in economic terms of external financing sources, also by achieving a suitable rating.
The Group constantly monitors its level of indebtedness in reference to the net equity and especially the net level of indebtedness and the cash generation from operations.
To this end, the Group pursues the ongoing improvement of profitability in its business areas. It may also sell part of its own assets to reduce the value of debt, while the Board of Directors may suggest to the Shareholder's Meeting to reduce or increase the share capital or, if legally viable, distribute the reserves.
The capital is understood to be the value added by the Shareholder (share capital and the share-premium reserve, net of the value of the treasury share if any), and generated by the Group in terms of the results achieved by the
86
management (legal reserve and profit carried over included the results for the year), excluding the profit and loss entered directly into the net equity and minority interests.
30. Amounts payable to banks and other financial creditors
€ thousands March 31, 2018
March 31, 2017
Amounts payable to banks and other financial creditors non-current
Finance lease liabilities 0 3
Medium-long term Shareholder’s loan 158,480 205,037
158,480 205,040
Amounts payable to banks and other financial creditors current
Current portion of finance lease liabilities 0 18
Current portion of the medium-long term Shareholder’s loan 65,181 50,056
Bank current accounts, advances and other short term loans 123,428 170,214
188,609 220,288
The net financial position of the Group including Shareholder’s loan as of March 31, 2018, is negative for Euro 295 million as fully detailed below.
The loan in use for an amount of Euro 347 million are related to medium and long-term loan granted by the Shareholder for Euro 224 million, and short-term loan, for an amount of Euro 123 million, related to contracts for credit facilities on a rotating basis. The aim of these loans is to cover the Group’s working capital requirements.
During the period from April 1, 2017 to March 31, 2018 have been repaid:
- a Shareholder’s loan for the total amount of Euro 36 million in two tranches: in the months of September, 2017 and March 2018; and
- the four tranches of Shareholder’s loan in USD with a countervalue of Euro 12 million.
In terms of mortgages on real estate or other fixed assets owned by the Group, please refer to note 42.
Finance lease liabilities
As of March 31, 2018 the Group has not any finance lease liabilities. The variation compared to the previous period (March 2017) is due to the completion of lease payments related to contracts in the Asian area (the average effective rate with reference to financial lease liabilities as at March 31, 2017, was 1.88 %).
Minimum payments
Interest Principal Minimum payments
Interest Principal
€ thousands March 2018
March 2018
March 2018
March 2017
March 2017
March 2017
Expiry date:
Less than 1 year 0 0 0 20 2 18
Between 1 and 5 years 0 0 0 4 0 3
More than 5 years 0 0 0 0 0 0
0 0 0 24 2 21
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Net financial position
To complete the information reported in these notes, the Group financial position as of March 31, 2018 is reported below.
€ thousands March 31, 2018
March 31, 2017
Cash and cash equivalents 51,938 43,258
Amounts payables to bank (123,428) (170,214)
Shareholder’s loan (65,181) (50,056)
Finance lease liabilities 0 (18)
Net financial position – short term (136,671) (177,030)
Finance lease liabilities 0 (3)
Shareholder’s loan (158,480) (205,037)
Net financial position – medium/long term (158,480) (205,040)
Total net financial position (295,151) (382,070)
It should be noted that the financial exposure to the parent company LIXIL amounts to a total of Euro 224 million and that payables to banks include short-term loans of approximately Euro 108 million obtained from Japanese credit institutions.
The average rates recorded by the Group during the period are as follows:
a) current account deposits and bank deposits: 0.55% (March 2017: 0.39%);
b) short-term loans: 0.97% (March 2017: 0.99%);
c) mortgages and medium-long-term loans: not reported because there were no these kind of loans during the year (same as at March 31, 2017);
d) Shareholder loan: spread equal to 0.95% % (March 2017: 0.95%);
e) liabilities on financial leasing: not recognized as there are no financial leases (March 2017: 1.88%).
The actual average rate over overall indebtedness stood at 1% (March 2017: 1%).
31. Severance indemnity fund
In accordance with national regulations, the amount due to each employee accrues on the basis of the service performed and must be paid when the employee leaves the company. The payment due upon termination of the employment relationship is calculated on the basis of its duration and the taxable salary of each employee. The liability, revalued annually based upon the official cost of living index and legal interest, is not associated with any condition or accrual period, or any funding obligation; therefore, there are no assets at the service of the fund.
The regulations were supplemented by Italian Legislative Decree no. 252/2005 and by Italian Law no. 296/2006 (Finance 2007) which, for companies with at least 50 employees, established that the shares accrued since 2007 are used, at the option of employees, either for the INPS Treasury Fund or for other forms of supplementary pension schemes, assuming the nature of “defined contribution plan”. The revaluations of the amounts in existence at the dates of option are, however, still accounted to the severance indemnity fund, along with, for companies with less than 50 employees, also the shares accrued and not used for the supplementary pension scheme. In accordance with IAS 19 (2011), that fund is accounted for as “Defined benefits plan”.
€ thousands March 31 2018
March 31 2017
Severance indemnity fund Permasteelisa S.p.A. 3,380 3,452
Severance indemnity fund Consorzio Marine Project Solutions S.c.a.r.l. 12 0
3,392 3,452
88
The table set out below refers exclusively to the severance indemnity fund share accrued prior to 2007 for Permasteelisa S.p.A.
€ thousands March 31, 2018
March 31, 2017
Present value of the defined benefit obligation 3,380 3,452
Unrecognised actuarial gains and losses 0 0
Recognised liability for severance indemnity fund 3,380 3,452
Movements of the severance indemnity fund
€ thousands March 31, 2018
March 31, 2017
Net recognised liability at the beginning of the period 3,452 3,452
Net variation of the period (72) 0
Net recognised liability as of March 31 3,380 3,452
The severance indemnity fund net variation is detailed in the following table:
€ thousands March 31, 2018
March 31, 2017
Current service costs 3,452 3,452
Other movements 0 (2)
Payments (172) (110)
Expenses recognized in the income statement 45 30
Actuarial (Profit)/Loss 55 82
Net recognised liability as of March 31 3,380 3,452
The item “Expense recognized in the income statement” included in the previous table is composed as follows:
€ thousands March 31, 2018
March 31, 2017
Current service costs 0 0
Interest on obligation 45 82
45 82
Principal economic actuarial assumption:
March 31, 2018
March 31, 2017
Discount rate as of March 31 1.37% 1.43%
Inflation rate 1.50% 1.50%
Future salary increase rate 2.63% 2.63%
The demographic technical data used is shown below:
Probability of death Mortality table RG48 published by the State General Accounting Tables
Probability of invalidity
INPS Tables split into age and gender
Probability of retirement
100% upon achieving AGO requirements
89
Set out below is the sensitivity analysis for each actuarial circumstance for the purposes of determining the year-end liability amount; the same shows the effects, expressed in absolute terms, of variations of the actuarial circumstances reasonably possible at that date.
Variations in actuarial assumptions
March 31, 2018
March 31, 2017
Inflation rate
+0.25 p.p. -0.25 p.p.
3,428 3,305
3,489 3,360
Discount rate +0.25 p.p. -0.25 p.p.
3,269 3,468
3,322 3,531
The average financial duration of the obligation is 13 years.
32. Pension funds and other employee benefits
€ thousands March 31, 2018
March 31, 2017
Pension funds 24,656 24,988
Other employee benefits 3,399 3,946
28,055 28,934
Movements of the severance indemnity fund
€ thousands March 31, 2018
March 31, 2017
Net recognised liability at the beginning of the period 28,934 27,531
Net variation of the period (879) 1,403
Net recognised liability as of March 31 28,055 28,934
Pension funds
€ thousands March 31, 2018
March 31, 2017
Gartner GmbH pension fund 24,284 24,505 Other minor pension funds 372 483
24,656 24,988
Gartner GmbH pension fund movements
€ thousands March 31, 2018
March 31, 2017
Net recognised liability at the beginning of the period 24,505 24,166 Net variation of the period (221) 339
Net recognised liability as of March 31 24,284 24,505
90
The net variation of Gartner GmbH pension fund is detailed in the following table:
€ thousands March 31, 2018
March 31, 2017
Net recognised liability at the beginning of the period 24,505 24,166
Payments (1,049) (1,079) Actuatial gains/ losses 93 664 Expense recognised in the income statement 735 754
Net recognised liability as of March 31 24,284 24,505
The item “Expense recognized in the income statement” included in the previous table is composed as follows:
€ thousands March 31, 2018
March 31, 2017
Current service costs 280 281
Interest on obligation 455 473
735 754
Principal economic actuarial assumption:
March 31, 2018
March 31, 2017
Discount rate as of March 31 1.90% 1.90%
Inflation rate 1.75% 1.75%
Future salary increase rate 0.00% 0.00%
Variations in actuarial assumptions
March 31, 2018
March 31, 2017
Inflation rate
+1 p.p. -1 p.p.
27,359 21,712
27,615 21,906
Discount rate +1 p.p. -1 p.p.
21,101 28,333
21,251 28,663
The average financial duration of the obligation is 15 years.
Other employee benefits
€ thousands March 31, 2018
March 31, 2017
Dutch "Jubilee" fund 460 440
Transfers to non-current assets held for sale 0 0
Other funds 2,939 3,506
3,399 3,946
Other employee benefits movements € thousands March 31,
2018 March 31,
2017 Net recognised liability at the beginning 3,946 3,059 Assets / liabilities held for sale’s movements 0 458 Net variation of the period (547) 429
Net recognised liability as of March 31 3,399 3,946
91
33. Provisions for risks and charges
€ thousands Provision for losses
on equity investments
Warranty provision
Provision for risks on
ongoing jobs
Provision for tax
risks
Other provision
Total
Balance as of April 1, 2016 0 10,592 6,910 1,372 2,094 20,968
Reclassifications 605 (766) 24,430 24,269
Transfer from liabilities held for sale movements
865 865
Provisions made during the year 11,417 2,945 30 5,632 20,024
Provisions used during the year (12,229) (395) (191) (541) (13,356)
Provisions reversed during the year (470) (3,453) (1,262) (5,185)
Exchange rate differences on translation
369 271 110 (382) 368
Balance as of March 31, 2017 0 11,149 5,512 1,321 29,971 47,953
€ thousands Provision for losses
on equity investments
Warranty provision
Provision for risks
on ongoing
jobs
Provision for tax risks
Other provision
Total
Balance as of April 1, 2017 0 11,149 5,512 1,321 29,971 47,953
Reclassifications (195) (195)
Provisions made during the year 10,748 2,716 1,000 4,082 18,546
Provisions used during the year (9,008) (1,194) (25,150) (35,352)
Provisions reversed during the year (238) (37) (1,100) (1,375)
Exchange rate differences on translation
(890) (687) (179) (1,091) (2,847)
Balance as of March 31, 2018 0 11,566 6,310 2,142 6,712 26,730
Warranty provision
A warranty provision is booked in the Financial Statement based on an historical trend analysis of warranty costs incurred in the previous years. Such provision is done for all jobs subject to a fixed warranty period.
Provision for risks on ongoing jobs
The utilization of the period arose from the occurrence of risks for which a dedicated provision had been made at the end of the previous year; as to the provisions for the period, the main allocations are related to the risks on jobs in Hong Kong (approximately 0.8 million) and in Qatar (approximately 1.2 million).
Provision for tax risks
As of March 31, 2018, provisions for tax risks is related to the Indian tax dispute for Euro 1,142 thousand. The provision of the period equal to Euro 1,000 thousand is related to future taxes risks in other areas of the Group.
Other provisions
The amount is related to provisions for risks on ongoing legal disputes that are considered probable.
The item "Provisions used during the year" is mainly due to the utilization of a legal risk fund booked in the United Kingdom, against which a receivable for insurance reimbursement was entered.
34. Trade payables to third parties
€ thousands March 31, 2018
March 31, 2017
Trade payables to third parties 251,835 263,655
251,835 263,655
92
As of March 31, 2018, trade payables include invoices to be received for Euro 90,356 thousand (March 2017: Euro 89,035 thousand) and retentions for Euro 16,461 thousand (March 2017: Euro 18,112 thousand), expiring mostly within the year ended March 2019.
35. Trade payables to not consolidated and associated subsidiaries
€ thousands March 31, 2018
March 31, 2017
Trade payables to not consolidated and associated subsidiaries
Consorzio Cladding Technology Italia 1 1
1 1
36. Income tax payables
€ thousands March 31, 2018
March 31, 2017
Tax income payables 20,294 29,305
20,294 29,305
The income tax payables, net of the income tax receivables reported under note 25, showed a decrease of liabilities position from Euro 19,912 thousand to Euro 8,278 thousand.
The difference for Euro 11,634 thousand is mainly due to the income taxes paid during the reporting period April 1, 2017 – March 31, 2018 in North Europe.
37. Other current liabilities
€ thousands March 31, 2018
March 31, 2017
VAT payables 9,907 7,655
Employees taxation payables 3,008 3,496
Other indirect taxes payables 163 270
Amounts payable to social agencies 3,620 4,479
Amounts payable to employees 37,666 35,724
Other liabilities 15,617 25,910
Accrued liabilities and deferred income 3,847 4,802
73,829 82,336
The caption “Other liabilities” includes:
€ thousands March 31, 2018
March 31, 2017
Forward liabilities 8,074 21,066
Other liabilities 7,543 4,844
15,617 25,910
Forward liabilities are referred for Euro 8,074 thousand to foreign currency transactions (March 2017: Euro 21,066 thousand) while no forward liabilities have been recognized for commodity transactions (same as March 2017).
38. Non-current liabilities held for sale
As of March 31, 2018 there were no non-current liabilities held for sale.
39. Risk management
Exposure to credit, interest rate, commodity price and currency risks arises in the normal course of the Company’s business. Historically, derivative financial instruments are used by the Company to hedge its exposure to fluctuations in foreign exchange rates.
The Group also hedges itself against commodity price risks.
93
Credit risk
Credit risk is the risk that arises when a customer or counterparty may fail to meet his commitments when they become due and cause the Company to incur in a financial loss. The Company’s primary exposure to credit risk arises from its contract receivables. The Company has implemented a specific Risk management system to analyze each specific tender and a rating is given to each project and customer. Specific measures are applied to minimize the company’s risk and the system in place also allows to subsequently monitor the credit risk exposure on an ongoing basis.
Other financial assets of the Company with exposure to credit risk include cash and cash equivalents and derivative financial instruments to hedge the Company exposure to foreign currency risk. Cash and cash equivalents are held with banks with high credit ratings. Transactions involving derivative financial instruments are allowed only with counterparties that are of high credit quality. As such, the management does not expect any counterparty to fail to meet their commitments.
As of the balance sheet publication date, there were no significant concentrations of credit risk on specific customers or on specific geographical areas. The maximum exposure to credit risk is represented by the carrying amount of each financial asset, including derivative financial instruments, in the statement of financial position.
With reference to trade receivables, the maximum exposure to credit risks broken down by geographical area is shown below:
€ thousands March 31, 2018
March 31, 2017
Europe 136,721 129,259
Asia 65,808 61,905
Australia 784 1,753
North America 134,855 149,324
Central America 135 58
South America 1,620 97
Middle East 107,227 168,249
North Africa 157 92
Total gross receivables broken down by geographical area 447,307 510,737
March 31,
2018
March 31,
2017 Provision for bad debts (24,064) (23,591)
Exchange rate differences on translation 529 465
Total net receivables broken down by geographical area 423,772 487,611
In the following table the trade receivables from third parties broken down by maturity:
€ thousands Gross receivables
Provision for bad debts
Net receivables
Gross receivables
Provision for bad
debts
Net receivables
March 2018
March 2018
March 2018
March 2017
March 2017
March 2017
Not past due 299,255 (3,923) 295,332 363,994 (2,777) 361,217
Past due 0-180 days 53,497 (722) 52,775 59,076 (155) 58,921
Past due 181-365 days 28,590 (101) 28,489 11,015 (1,073) 9,942
More than one year 65,965 (19,318) 46,647 76,652 (19,586) 57,066
Total 447,307 (24,064) 423,243 510,737 (23,591) 487,146
Exchange rate adjustment 529 465
423,772 487,611
As of March 31, 2018 the receivables that had not yet reached the expiry date, net of the Provision for bad debts, amounted to 70% of the total (March 2017: 74%) and the credit due for over one year amounted to 11% (March 2017: 12%).
94
Interest rate risk
The Group’s exposure to changes in interest rates relates primarily to interest-earning assets and interest-earning liabilities (amounts receivable from banks and other financial institutions or amounts payable to banks and other financial institutions). Interest rate risk is actively managed at central level to guarantee that interests payments are within acceptable levels and consistent with the Group’s business strategies.
The Group does not generally use derivative financial instruments to hedge its exposure to interest rate risk.
Sensitivity analysis
The impact of a variation of 100 basis points in interest rates on the year end date would have determined an increase (decrease) of the net equity and of the results for the period for the amounts shown below. The analysis was done assuming that all the other variables, in particular the exchange rate to foreign currencies, remain stable. On the same basis has been done also the analysis of previous year.
€ thousands Result for the period Net equity
+100 bp - 100 bp +100 bp - 100 bp
March 31, 2018
Variable rate loans (4,226) 3,755 (4,226) 3,755
(4,226) 3,755 (4,226) 3,755
€ thousands Result for the period Net equity
+100 bp - 100 bp +100 bp - 100 bp
March 31, 2017
Variable rate loans (4,307) 3,807 (4,307) 3,807
(4,307) 3,807 (4,307) 3,807
Please note that the Group does not have any fixed rate loans ongoing.
Liquidity risk
Policies and procedures have been established to monitor and control liquidity, at both central level and individual subsidiary level, on a daily basis adopting a cash flow management approach.
The table below shows the detail of the future contractual flows of financial liabilities held by the Group, broken down into financial liabilities not associated to derivative instruments and financial liabilities associated to derivative instruments.
Exposure to the liquidity risk associated to financial liabilities other than derivative instruments
€ thousands March 31, 2018
Carrying
value Contractual Cash Flows
Contractual Cash Flows less than 1
year
Contractual Cash Flows
between 1 and 5 years
Contractual Cash Flows exceeding 5
years
Financial liabilities other than derivatives
Trade payables 251,835 251,835 242,361 7,156 2,318
Financial leasing payables 0 0
Other financial payables 223,661 223,661 65,181 158,480
Amounts payables to banks 123,428 123,428 123,428
Total booked value 598,924 598,924 430,970 165,636 2,318
95
€ thousands March 31, 2017
Carrying
value Contractual Cash Flows
Contractual Cash Flows less than 1
year
Contractual Cash Flows
between 1 and 5 years
Contractual Cash Flows exceeding 5
years
Financial liabilities other than derivatives
Trade payables 263,655 263,655 252,442 1,508 9,705
Financial leasing payables 21 24 20 4 0
Other financial payables 255,093 255,093 50,056 205,037 0
Amounts payables to banks 170,215 170,215 170,215 0 0
Total booked value 688,984 688,987 472,733 206,549 9,705
Exposure to the liquidity risk associated to financial liabilities related to derivative instruments
March 31, 2018
€ thousands Carrying
value Contractual Cash Flows
Contractual Cash Flows less than 1
year
Contractual Cash Flows
between 1 and 5 years
Contractual Cash Flows
exceeding 5 years
Assets (-) / Liabilities (+)
Assets from fair-value valuation on forward contracts on currencies
(13,151) (13,151) (13,151) 0 0
- in flows (784,466) (784,466)
- out flows 771,315 771,315
Liabilities from fair-value valuation on forward contracts on currencies
8,074 8,074 8,074 0 0
- in flows (567,969) (567,969)
- out flows 576,043 576,043
Assets from fair-value valuation of commodities 177 177 177 0 0
- in flows (2,564) (2,564)
- out flows 2,741 2,741
Liabilities from fair-value valuation of commodities 0 0 0 0 0
- in flows 0 0
- out flows 0 0
Total booked value (4,900) (4,900) (4,900) 0 0
March 31, 2017
€ thousands Carrying
value Contractual Cash Flows
Contractual Cash Flows less than 1
year
Contractual Cash Flows
between 1 and 5 years
Contractual Cash
Flows exceeding
5 years
Assets (-) / Liabilities (+)
Assets from fair-value valuation on forward contracts on currencies
(15,335) (15,335) (15,335) 0 0
- in flows (703,898) (703,898)
- out flows 688,563 688,563
Liabilities from fair-value valuation on forward contracts on currencies
21,066 21,066 21,066 0 0
- in flows (733,027) (733,027)
- out flows 754,093 754,093
96
Assets from fair-value valuation of commodities (24) (24) (24) 0 0
- in flows (536) (536)
- out flows 512 512
Liabilities from fair-value valuation of commodities 0 0 0 0 0
- in flows 0 0
- out flows 0 0
Total booked value 5,707 5,707 5,707 0 0
Please note the value of assets and liabilities shown in the tables above are provided for information only; indeed, the derivative contracts do not in fact lead to the actual outlay or collection of the stated amounts which, on the contrary, are subject to the settlement of the difference between the two outflows.
Also note that to correctly assess the liquidity risk, it is necessary to bear in mind the financial assets held by the Group to offset the future cash flows arising from the aforementioned financial liabilities:
a) cash and cash equivalents for Euro 51,938 thousand and Euro 43,258 thousand respectively as of March 31, 2018 and as of March 31, 2017;
b) trade receivables for Euro 423,772 thousand and Euro 487,258 thousand respectively as of March 31, 2018 and as of March 31, 2017.
Foreign currency risk
The Group incurs foreign currency risk on contract revenues and purchases and on borrowings and loans denominated in a currency other than Euro. The foreign currencies giving rise this risk are primarily United State dollars, British pounds, Singapore dollars and Hong Kong dollars.
Generally the contracts are hedged for the total amount denominated in foreign currency or for a percentage higher than 90%; see paragraph “g” for a detailed description of the way used by the Group to hedge its job contracts in foreign currency.
In respect to monetary assets and liabilities held in foreign currency other that those related to the contracts, the Group’s policy consists in minimizing the net exposure to change in currency rates by specific medium/short-term forward exchange contracts, rolled over at maturity if necessary.
A 10% decrease of the Euro against the following currencies as of March 31, 2018 would have led to the following increase (decrease) of the results for the period and the net equity. The analysis has been performed considering that all the other variables, more specifically the interest rates, had remained constant. The analysis was performed on the same basis compared to the previous period.
€ thousands Result for the period
Net equity
March 31, 2018
GBP 163 163
USD 925 925
HKD (198) (198)
SGD (409) (409)
THB (139) (139)
AUD (13) (13)
QAR (2) (2)
Others (221) (221)
106 106
€ thousands Result for the period
Net equity
March 31, 2017
GBP (30) (30)
USD 1.556 1.556
HKD (360) (360)
97
SGD (999) (999)
THB 98 98
AUD 10 10
QAR (2) (2)
Others 123 123
396 396
A 10% increase of the Euro against the following currencies as of March 31, 2018 and as of March 31, 2017 would have led to the same but opposite effect, again supposing that all other variables had remained constant.
Please note that the analysis did not take into account receivables, payables and future trade flows against which the hedging operations were performed. It is reasonable to believe that the variation of the exchange rates may lead to an opposite financial effect for this item, for a same or higher amount, on the hedged transactions.
Commodities price risk
The Group has a price risk exposure, including the related foreign exchange risk, particularly on aluminum purchases, which are one of the main project cost items for the Group.
As far as managing the aluminum price risk is concerned, the Group’s policy is oriented towards minimizing the need to resort to financial markets for hedging, by conducting relations with the suppliers in order to fix the price for specific time frames. However, in the past the rather swinging trend of the aluminum price has encouraged the Group to launch a limited and selective aluminum price hedging policy for a few specific orders, where freezing the price with the supplier, for the whole period of the order, was merely impossible or not immediate in any case.
For a detailed description of the Group’s practices of commodity hedging management on its own projects, please refer to paragraph “g” of accounting principles.
40. Fair value measurement
There are no financial assets or liabilities whose fair value significantly differs from their carrying amount.
IFRS 13 establishes a hierarchy that categorizes into three levels the inputs to the valuation techniques used to measure fair value by giving the highest priority to quoted prices (unadjusted) in active markets for identical assets and liabilities (level 1 inputs) and the lowest priority to unobservable inputs (level 3 inputs). In some cases, the inputs used to measure the fair value of an asset or a liability might be categorized within different levels of the fair value hierarchy. In those cases, the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy at the lowest level input that is significant to the entire measurement.
Levels used in the hierarchy are as follows:
Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets and liabilities that the Group can access at the measurement date.
Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly or indirectly.
Level 3 inputs are unobservable inputs for the assets and liabilities.
Assets and liabilities that are measured at fair value on a recurring basis The following table shows the fair value hierarchy for financial assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2018:
€ thousands Notes Level 1 Level 2 Level 3 Total
Equity investments in not consolidated subsidiaries (18)
Assets at fair value available for sale or held to maturity
Financial assets at fair value through profit or loss (26) 12,975 12,975
Cash and cash equivalents (27) 51,938 51,938
Total assets 64,913 64,913
Financial liabilities at fair value through profit or loss (37) 8,074 8,074
Amounts payables to banks and other financial creditors
(30) 347,089 347,089
Total liabilities 355,163 355,163
98
In the reporting period April 1, 2017 – March 31, 2018, there were no transfers between levels in the fair value hierarchy.
Assets and liabilities not measured at fair value on recurring basis
The carrying amount of “Current receivables” and “Other current assets” and of “Trade payables” and “Other current liabilities” approximates their fair value and are categorized in Level 2.
The main methods and assumptions used to estimate the “fair value” of the assets and liabilities recorded in the statement of financial position according to this principle or for which its disclosure is requested by the accounting principles in the notes, are as follows.
Not consolidated subsidiaries
As of March 31, 2018, the Group does not hold investments in non consolidated subsidiaries.
Securities
The Group presently does not hold significant amounts of securities held for trading or available for sale or held until their maturity.
Cash and cash equivalents
The carrying amount of Cash and cash equivalents usually approximates the fair value due to the short maturity of these instruments, which consist primarily of bank current accounts and time deposits. The fair value of Cash equivalents is determined with discounted expected cash flow techniques, using observable market yields.
Derivative contracts
They are evaluated using listed market prices.
Amounts payables to banks and other financial institutions
The fair value is calculated based on discounting of future cash flows with reference to principal and interest amounts.
Financial leases
As described in note 30, the Group does not hold significant liabilities for financial leases.
Trade receivables and payables and other receivables and payables
Receivables and payables with expiring date less than one year, their carrying amount is considered to approximate their fair value.
All the other receivables and payables with expiring date greater than one year are discounted to determine their fair value, except for those related to contracts monies retention; the Group considers that retentions do not represent in any way a financing transaction with the customer due to the fact that the payments terms are beyond one year, since retentions, in the different geographical areas in which the Group operates, are within the normal applied trade conditions; consequently there is no necessity to apply any discounting.
As of March 31, 2018 the Group considers that there are not retentions out of normal market conditions.
41. Commitments
At the balance sheet date, the Group has the followings commitments:
Operating leases
€ thousands March 31, 2018
March 31, 2017
Payable:
less than 1 year 12,363 13,808
within 1 to 5 years 22,586 26,399
after 5 years 2,973 4,528
37,922 44,735
The Group leases a number of production sites, offices, warehouse and factory facilities under operating leases. The leases have variable length, some of them with an option to renew the lease after the expiry date. Usually lease payments are periodically increased to reflect market rental conditions.
99
Forward contracts
€ thousands March 31, 2018
March 31, 2017
Commitments for forward foreign exchange contracts 1,352,065 1,445,003
Commitments for forward contracts on commodities 2,744 512
1,354,809 1,445,515
Commitments for forward foreign exchange contracts (buy) 538,817 532,633
Commitments for forward foreign exchange contracts (sell) 813,248 912,370
1,352,065 1,445,003
Commitments for forward contracts on commodities (buy) 2,744 512
Commitments for forward contracts on commodities (sell) 0 0
2,744 512
As described in the section on the accounting standards, hedging derivative transactions on foreign currency and commodities are assessed on their “fair value”.
As of March 31, 2018, the assessment of the “fair value” of currency hedging results in a profit for Euro 13,151 thousand (March 2017: Euro 15,335 thousand) and loss for Euro 8,074 thousand (March 2017: Euro 21,066 thousand), booked respectively under the items forward assets (note 26) and forward liabilities (note 37). Note that these amounts refer respectively for Euro 7,656 thousand (March 2017: Euro 2,605 thousand) and Euro 2,319 thousand (March 2017: Euro 4,536 thousand) to the valuation of financial currency hedging transactions, namely those covering foreign currency assets and liabilities of financial nature.
On the same date, the “fair value” valuation of hedging transactions on commodities results in a profit for Euro (176) thousands (March 2017: Euro 24 thousand) and loss for Euro 0 thousands (March 2017: Euro 0 thousand), entered respectively under the items forward assets (note 26) and forward liabilities (note 37).
Other commitments
As of March 31, 2018 the Group has no other significant commitments to highlight.
42. Contingent assets and liabilities
The main guarantees for third parties issued by the Group are listed below:
Guarantees for works: for the value of Euro 1,267.8 million (Euro 1,257.8 million as of March 31, 2017) and
issued by Credit Institutes and Insurance Companies to clients for the proper completion of works (Euro 983.7
million), contractual advances (Euro 237.8 million) and retentions withheld as guarantee (Euro 46.3 million).
Guarantees issued following VAT repayment requests issued by Credit Institutions and Insurance Companies:
for the value of Euro 15.3 million (Euro 16.3 million as of March 31, 2017)
Other guarantees for a total of Euro 4.5 million (Euro 8.4 million as of March 31, 2017) which include payment
guarantees for values owed to third counterparties.
In respect of some guarantees issued to clients, companies of the Group benefit from guarantees given by suppliers and subcontractors for Euro 101.4 million as of March 31, 2018.
In February 2018, Permasteelisa S.p.A. has obtained the suspension of the collection initiated against the Company following the December 2016 notification of alleged omission of retention upon dividends distributed in 2011 to the parent company Cima Claddings S.A. The Company is waiting to know the outcome of the hearing, but supported by its consultants, believes that there are strong legal arguments about the unlawfulness of said assessment and therefore the risk of losing the case is not probable.
Finally, during the year April 1, 2017 – March 31, 2018, the first instance ruling was issued concerning a legal proceeding initiated by a local partner against the subsidiary Permasteelisa Gartner Qatar for the recognition of unpaid commissions. This sentence condemns the subsidiary for the recognition of 10 million QAR in favor of the counterparty. It should be noted that the subsidiary initiated a parallel process aimed at ascertaining the invalidity of the contracts at the base of the relations with the aforementioned local partner. With respect to this active case,
100
during the year the cassation ruling was issued, which upheld the appeal of the subsidiary Permasteelisa Gartner Qatar and referred to the decision in relation to the invalidity of the contracts at first instance. The subsidiary, supported by its consultants also in consideration of the favorable outcome of the cassation ruling, deems the risk of the outcome of liabilities related to the passive lawsuit not probable.
43. Transactions with related parties
Relationships with not consolidated subsidiaries and associated companies
During the reporting period April 1, 2017 – March 31, 2018, the Parent Company and other Group companies entered into relationships with non-consolidated subsidiaries. The economic effects are detailed in the below table, while for the balance sheet items please refer to Note 24 “amounts receivables from not consolidated subsidiaries” and Note 35 “trade payables to not consolidated and associated subsidiaries”. These are commercial relationships made under normal business management, normally regulated by market conditions.
Operating revenues with not consolidated subsidiaries and associated companies
€ thousands March 31, 2018
March 31, 2017
Mobil Project S.p.A. 30 0.0% 300 0.0%
Consorzio Dyepower 0 0.0% 4 0.0%
Total 30 0.0% 304 0.0%
Total operating revenues 1,276,666 100.0% 1,286,482 100.0%
Operating costs with not consolidated subsidiaries and associated companies
€ thousands March 31, 2018
March 31, 2017
Mobil Project S.p.A. 145 0.0% 0 0.0%
Total 145 0.0% 0 0.0%
Total operating costs 1,268,175 100.0% 1,289,036 100.0%
There are no financial charges and income from not consolidated subsidiaries and associated companies.
As evident from the amounts reported, the incidence of these transactions on the Group financial position is not
relevant in percentage terms.
101
Other relationships with other related parties in the context of the Permasteelisa Group
The table below shows the operating and financial consequences of a number of relationships entered into during the period by Group companies with related parties, other than those described above. They refer to trade transactions entered into as part of the normal management and were administered as normal, at normal market conditions. Amounts are stated in units.
Group Company Transaction type Related party Local Currency
Revenue/ (Cost) in local currency March 31, 2018
Receivable/ (Payable) in local currency March 31, 2018
Revenue/ (Cost) in Euro March 31, 2018
Receivable/ (Payable) in Euro March 31, 2018
Permasteelisa S.p.A. Costs back charge No. 7 Managers/employees of Permasteelisa Spa EURO 10,414.05 149,00 10,414.05 149,00
Permasteelisa S.p.A. Passive lease and accessory charges
Fondazione Ugo e Olga Levi Onlus EURO (203,731.89) (203,731.89)
Permasteelisa S.p.A. (1) Facility Management Fondazione Ugo e Olga Levi Onlus EURO (110,858.50) (50,325.00) (110,858.50) (50,325.00)
Permasteelisa S.p.A. Energy expenses back charge
Fondazione Ugo e Olga Levi Onlus EURO 8,930.42 10,895.11 8,930.42 10,895.11
Permasteelisa S.p.A. Asset disposals Fondazione Ugo e Olga Levi Onlus EURO 90,000.00 90,000.00
Marine Project Solutions S.c.a r.l. (2)
Purchase of goods and services
Metalsigma Tunesi Spa (its Legal Representative Flavio Tunesi is also the Director for the Marine Project Solutions Scarl)
EURO (9,594,246.78) (2,664,910.40) (9,594,246.78) (2,664,910.40)
Marine Project Solutions S.c.a r.l. (2)
Purchase of goods and services on behalf of MPS Norwegian Branch Office
Metalsigma Tunesi Spa (its Legal Representative Flavio Tunesi is also the Director for the Marine Project Solutions Scarl)
EURO (140,520.60) (118,520.60) (140,520.60) (118,520.60)
Marine Project Solutions S.c.a r.l. (2)
Purchase of goods and services on behalf of MPS France Branch
Metalsigma Tunesi Spa (its Legal Representative Flavio Tunesi is also the Director for the Marine Project Solutions Scarl)
EURO (1,287,258.16) (554,941.16) (1,287,258.16) (554,941.16)
Marine Project Solutions S.c.a r.l. (2)
Purchase of goods and services on behalf of MPS Montecarlo Branch
Metalsigma Tunesi Spa (its Legal Representative Flavio Tunesi is also the Director for the Marine Project Solutions Scarl)
EURO (4,428,929.37) (1,626,030.23) (4,428,929.37) (1,626,030.23)
Permasteelisa Do Brazil Construcao, Industria, Comercio LTDA
Fees for administrative and accounts support
Cicero Augusto Oliveira De Alencar (Executive Officer of the associate Permasteelisa Do Brasil) by way of the company Acal Consultoria e Auditoria S/S
BRL (143,089.80) (38,002.56)
Permasteelisa Gartner Middle East LLC
Fees for sales support (Abu Dhabi Branch)
The Links Group Ltd (Links Commercial Brokers LLC, subsidiary of the Links AED (92,610.00) (97,240.50) (21,548.70) (21,490.09)
102
Group, holds the 51% of Permasteelisa Gartner Middle East Llc)
Permasteelisa Gartner Middle East LLC
Fees for sales support (Dubai Branch)
The Links Group Ltd (Links Commercial Brokers LLC, subsidiary of the Links Group, holds the 51% of Permasteelisa Gartner Middle East Llc)
AED (34,729.00) (8,080.82)
Permasteelisa Gartner Middle East LLC
Fees for sales support and services
The Links Group Ltd (Links Commercial Brokers LLC, subsidiary of the Links Group, holds the 51% of Permasteelisa Gartner Middle East Llc)
AED (230,000.00) (241,500.00) (53,516.91) (53,371.35)
Permasteelisa Gartner Middle East LLC
Fees for sales support (Sharjah Branch)
The Links Group Ltd (Links Commercial Brokers LLC, subsidiary of the Links Group, holds the 51% of Permasteelisa Gartner Middle East Llc)
AED (75,000.00) (78,750.00) (17,451.17) (17,403.70)
Permasteelisa Gartner Qatar LLC
Fees for sales support Links Commercial Brokers WLL (Shareholder of the Company at 51% Permasteelisa Gartner Qatar LLC)
QAR (219,62) (51,55)
Permasteelisa Gartner Qatar LLC
Supply of Engineer- Sub Contract for Electrical & Mechanical Systems
Sitie Impianti Gulf Contracting Co.(subsidiary of Sitie Group Impianti Industriali Spa, in which the Director lng. Nicola Greco is a Director and holds an indirect partecipation)
USD (16,500.00) (13,391.77)
Permasteelisa Gartner Saudi Arabia LLC (3)
Supply and installation of "canopy"
Salini Impregilo Spa (company in which Ing Nicola Greco is a Director)
SAR 29,161,456.37 294,566.25 6,643,531.59 63,753.41
revenue/receivable 6,742,462.01 74,797.52
(cost)/(payable) (15,904,197.00) (5,120,414.29)
The highlighted costs and revenues do not significantly affect the total, respectively, of the Group's operating expenses and operating revenues; the same is valid for the highlighted receivables and payables with respect to the total trade receivables and payables of the Group.
(1) With reference to the “Facility Management” item, it should be noted that the commitments as of March 31, 2018 are equal to costs of Euro 715,000.00 and payables for Euro 872,300.
(2) With reference to the “purchase of goods and services” item, it should be noted that the commitments as of March 31, 2018 are equal to costs/payables for Euro 31,551,919.39.
(3) With reference to the supply of "canopy" for a project in Riyadh, it should be noted that the commitments as af March 31, 2018 amounted to SAR 1,225,026.53 equal to revenues for Euro 279,084.22 and to receivables for Euro 265,134.30.
103
Transactions with key management personnel
The key management personnel compensations, as defined by IAS 24, are as follows:
€ thousands March 31,
2018 March 31,
2017
Benefits for salaries, wages, compensations, bonus 5,390 6,165
Post-employment benefits 226 251
Other benefits 436 297
6,052 6,713
Total remuneration is included in personnel expenses and the breakdown by function is the following:
€ thousands March 31, 2018
March 31, 2017
General manager 2,572 2,768
Chief executive officer and other members of the Board of Directors 1,430 1,582
Holding function manager 2,050 2,363
6,052 6,713
44. Fees payable to the independent auditors or audit firm of Group companies
The amount of fees payable to the independent auditors or audit firm of each Group company (Deloitte & Touche S.p.A. which is the main auditor and other local auditors) amounts to Euro 1,994 thousand of which Euro 1,429 thousand for audit services, Euro 233 thousand for tax services and Euro 332 thousand for other services.
The fees of Independent Auditors for the Parent Company amount to Euro 251 thousand of which Euro 133 thousand for fees for the statutory audit, Euro 17 thousand for tax services, Euro 10 thousand for other services related to the J-SOX audit required by Shareholder and Euro 91 thousand for other consultancy fees.
45. Significant, non-recurring events and transactions
There are no events or significant non-recurring transactions to mention.
46. Positions or transactions deriving from unconventional and/or unusual operations
There are no entries or transactions resulting from unconventional or unusual operations during the year 2018 having any relevance on the operating performance and the financial position for the period of the Group and of the Parent company Permasteelisa S.p.A.
47. Subsequent events
There are not subsequent events to mention.
104
PERMASTEELISA S.p.A.
Appendix to the Consolidated Financial Statements
105
Appendix I: Permasteelisa Group’s companies
Following the list of companies and equity investments that are significant for the Group is reported.
Companies are listed broken down by type of controlling relationship and consolidation method. For each company, information is also provided on its scope, headquarters, nation of origin and share capital in the original currency.
The percentage of consolidation in the Group is also shown in addition to the percentage ownership held by Permasteelisa S.p.A. or other subsidiaries.
List of subsidiaries consolidated using the line-by-line method:
COMPANY NAME REGISTERED
OFFICE SHARE CAPITAL CURRENCY
% OF CONSOLIDATION
OWNERSHIP % OWNERSHIP REGISTRATION
Parent Company
Permasteelisa S.p.A.
Vittorio Veneto (TV) Italy
6,900,000 EURO
Subsidiary companies
Bleu Tech Montreal Inc. Laval, Quebec (Canada)
100 (*) CAD 100.00 Scheldebouw B.V. 100.00
Dongguan Permasteelisa Curtain Wall Co. Ltd.
Guang Dong (R.P.C.)
23,000,000 CNY 99.52 Permasteelisa Pacific Holdings Ltd.
100.00
Global Architectural Co. Ltd.
Chonburi Province (Thailand)
110,000,000 THB 99.52 Permasteelisa Pacific Holdings Ltd.
99.99
Global Wall Malaysia Sdn. Bhd.
Kuala Lumpur (Malaysia)
1,000,000 (*) MYR 69.66 Permasteelisa Pacific Holdings Ltd.
70.00
Josef Gartner & Co. UK Ltd.
Londra (UK) 20,000 GBP 100.00 Josef Gartner GmbH
100.00
Josef Gartner Curtain Wall (Shanghai) Co. Ltd.
Shanghai (R.P.C.) 10,000,000 CNY 74.64 Permasteelisa Pacific Holdings Ltd.
75.00
Josef Gartner Curtain Wall (Suzhou) Co. Ltd.
Taicang City (R.P.C.)
22,000,000 CNY 99.52 Permasteelisa Pacific Holdings Ltd.
100.00
Josef Gartner (Macau) Ltd.
Macao (R.P.C.) 25,000 MOP 99.52
Permasteelisa Hong Kong Limited Permasteelisa Pacific Holdings Ltd
96.00
4.00
Josef Gartner Switzerland AG
Arlesheim (Switzerland)
100,000 CHF 100.00 Josef Gartner GmbH 100.00
Josef Gartner GmbH
Gundelfingen (Germany)
10,000,000 EURO 100.00 Permasteelisa S.p.A. 100.00
OOO Josef Gartner San Pietroburgo (Russia)
4,000,000 RUB 100.00
Josef Gartner GmbH Josef Gartner Switzerland AG
99.00
1.00
Permasteelisa Colombia SAS
Bogotà (Colombia) 100,000,000 COP 100.00 Permasteelisa S.p.A. 100.00
Permasteelisa Do Brasil Construção, Indústria, Comèrcio Ltda
San Paolo (Brazil)
30,000 BRL 100.00
Permasteelisa S.p.A. Permasteelisa North America Corp.
99.00
1.00
Permasteelisa Espaňa S.A.U.
Madrid (Spain) 174,290 EURO 100.00 Permasteelisa S.p.A.
100.00
Permasteelisa France S.a.s.
Courbevoie (France)
1,644,336 EURO 100.00 Permasteelisa S.p.A.
100.00
Permasteelisa Gartner Middle East Llc
Dubai (United Arabian Emirates)
300,000 AED 100.00 Josef Gartner GmbH 49.00 (**)
Permasteelisa Gartner Qatar Llc
Doha (Qatar) 200,000 QAR 97.00 Josef Gartner GmbH 49.00 (***)
Permasteelisa Gartner Saudi Arabia Llc
Riyadh (Saudi Arabia)
300,000 SAR 100.00
Permasteelisa Gartner Qatar Llc Permasteelisa Gartner Middle East Llc
5.00
95.00
Permasteelisa Hong Kong Limited
Hong Kong (R.P.C.)
2,000,000 HKD 99.52 Permasteelisa Pacific Holdings Ltd.
100.00
106
Permasteelisa Ireland Ltd Dublino (Ireland) 50,000 EURO 100.00 Permasteelisa S.p.A. 100.00
Permasteelisa (India) Private Limited
Bangalore (India) 2,809,000,900 INR 99.40
Permasteelisa Pacific Holdings Ltd. Permasteelisa Hong Kong Limited
99.87
0.01
Permasteelisa Japan K.K.
Tokyo (Japan) 204,500,000 JPY 99.52
Permasteelisa Pacific Holdings Ltd. Permasteelisa PTY Ltd.
99.93
0.07
Permasteelisa Macau Limited
Macao (R.P.C.) 100,000 MOP 99.52
Permasteelisa Hong Kong Limited Permasteelisa Pacific Holdings Ltd
99.00
1.00
Permasteelisa Mongolia Llc
Ulaanbaatar (Mongolia)
130,000,000,00 MNT 99.52 Permasteelisa Pacific Holdings Ltd
100.00
Permasteelisa North America Corp.
Windsor (USA) 30,132 USD 100.00 Permasteelisa S.p.A. 100.00
Permasteelisa Pacific Holdings Ltd.
Singapore 75,380,800 SGD 99.52 Permasteelisa S.p.A. Josef Gartner GmbH
54.25
45.27
Permasteelisa Participations S.r.l.
Vittorio Veneto (Italy)
50,000 EURO 100 Permasteelisa S.p.A. Permasteelisa North America Corp.
99.00
1.00
Permasteelisa Philippines Inc.
Pasig City (Philippines)
10,200,000 PHP 99.51 Permasteelisa Pacific Holdings Ltd
99.99
Permasteelisa Projects (Thailand) Ltd
Chonburi Province (Thailand)
4,000,000 THB 48.76 Global Architectural Co. Ltd
48.998
Permasteelisa PTY Limited
Chipping Norton (Australia)
15,434,956 AUD 99.52
Permasteelisa Pacific Holdings Ltd. Permasteelisa Hong Kong Limited
54.17
45.83
Permasteelisa S.p.A. Azerbaijan Branch Office
Baku (Republic of Azerbaijan)
N/A AZN 100.00 Permasteelisa S.p.A 100.00
Permasteelisa Taiwan Ltd.
Taipei (Taiwan) 42,600,000 TWD 99.51 Permasteelisa Hong Kong Limited
99.99
Permasteelisa Turkey İnşaat Tіcaret Limited Şirketi
Smirne (Turkey) 22,275 TRY 100.00 Permasteelisa S.p.A.
100.00
Permasteelisa UK Ltd. Londra (UK) 8,290,350 GBP 100.00 Permasteelisa S.p.A. 100.00
RI.ISA d.o.o. Rijeka (Croatia) 55,200 HRK 98.55 Pemasteelisa S.p.A. 98.55
Scheldebouw B.V. Middelburg (Holland)
3,040,326 EURO 100.00 Permasteelisa S.p.A. 100.00
Scheldebouw UK Ltd. Middelburg (Holland)
1,000 GBP 100.00 Scheldebouw B.V. 100.00
(*) It refers to the paid-up capital
(**) 100% in terms of the right to the sharing of profit and of losses
(***) 97% in terms of the right to the sharing of profit and of losses
List of jointly controlled subsidiaries:
COMPANY NAME REGISTERED
OFFICE SHARE
CAPITAL CURRENCY
% OF CONSOLIDATION
OWNERSHIP % OWNERSHIP REGISTRATION
Cladding Technology Italia (CTI) – winding up
Milano (Italy)
N/A (****) EURO -
Permasteelisa S.p.A.
50.00
Marine Project Solutions S.c.a.r.l.
Vittorio Veneto (Italy)
366.500 (*) EURO 100.00
Permasteelisa S.p.A.
55.50
(****) The Consortium Capital Fund amounts to Euro 50,000
(*) It refers to the paid-up capital
107
List of associated companies:
COMPANY NAME REGISTERED OFFICE SHARE
CAPITAL CURRENCY % OF CONSOLIDATION OWNERSHIP
Mobil Project S.p.A. San Vendemiano (Italy) 500,000 EURO Permasteelisa Partecipations S.r.l. 20.00
List of other subsidiaries in more than 10% measure:
COMPANY NAME REGISTERED
OFFICE SHARE
CAPITAL
CURRENCY
% OF CONSOLIDATION
OWNERSHIP
Interoxyd AG Altenrhein (Switzerland) 50,000 CHF Scheldebouw B.V. 18.00 Dyepower Consorzio – winding up Roma (Italy) N/A (*****) EURO Permasteelisa S.p.A. 49.90
(****) The Consortium Capital Fund amounts to Euro 352,564
Regarding the Consorzio Dyepower, which has been created with the aim of promoting, planning and carrying out research and development activities in the organic/hybrid photovoltaic sector, it is specified that in February 2018 the consortium members approved the final liquidation balance with the relative allotment plan. The effects on the valuation of the participation are described in note 12.
Furthermore, on March 29, 2017, the Consorzio Marine Project Solutions’ Meeting approved to transform the Consorzio into a Società Consortile a Responsabilità Limitata, with an authorized share capital of Euro 500,000. This transformation has become effective since 9 June 2017.
108
109
Permasteelisa S.p.A. – Statutory
Financial Statements
as of March 31, 2018
110
Income Statement
as of March 31, 2018
Notes March, 31 2018
March, 31 2017
In Euro
Revenues 121,512,323 126,348,444
Other operating incomes 4 814,339 750,614
Total operating revenues 1 122,326,662 127,099,058
Raw materials and consumables used 5 (49,280,568) (42,881,382) Services expenses and use of third party assets 5 (54,682,884) (52,397,880)
Personnel expenses 6 (51,190,981) (53,995,110)
Depreciation, amortization and impairment losses 7 (4,964,543) (5,419,186)
Bad debts provision 8 (2,193,485) (1,172,342)
Provision for risks and charges 9 76,270 (3,251,602)
Other operating expenses 10 (302,879) (335,373)
Costs Recovery 28,454,162 30,344,979
In-house enhancement of fixed assets 5,220 2,572
Total operating expenses (134,079,688) (129,105,324)
Operating result (11,753,026) (2,006,266)
Financial incomes 89,994,202 120,671,987
Financial expenses (71,567,347) (105,614,357)
Net financial expenses 11 18,426,855 15,057,630
Revaluation of equity investments 12 0 1,000,000
Write-downs of equity investments 13 (4,366,886) (4,000,000)
Profit/(loss) before tax 2,306,943 10,051,364
Income tax expenses 14 783,489 (2,923,094)
Profit/(loss) after tax 3,090,432 7,128,270
111
Statement of Comprehensive Income
as of March 31, 2018
March 31,
2018 March 31,
2017
In Euro Profit/(loss) of the period (A) 3,090,432 7,128,270
Items that may be reclassified to Income Statement:
Hedging reserves for risks variation, net of tax 610,946 (228,612)
Gains / (losses) from the translation of the Branch (2,300,513) 316,404
Total comprehensive income/(loss) that may be reclassified to Income Statement
(1,689,567) 87,792
Items that will never be reclassified to Income Statement: Gains/(losses) on actuarial evaluation
(41,279)
(23,162)
Total comprehensive income/(loss) that will never be reclassified to Income Statement (41,279) (23,162)
Total Other comprehensive income, net of tax (B) (1,730,846) 64,630
Total Comprehensive income/(loss) (A)+(B) 1,359,586 7,192,900
112
Statement of Financial Position
as of March 31, 2018
In Euro Notes March 31, 2018
March 31, 2017
Assets
Intangible assets 15 11,047,922 12,521,517
Tangibles assets 16 22,740,720 24,599,620
Equity investments in subsidiaries 17 284,503,970 282,686,835
Other equity investments 18 366,608 1,097,180
Deferred tax assets 19 13,231,634 12,695,869
Total non-current assets 331,890,854 333,601,021
Contracts work-in-progress and inventories 20 55,700,515 52,388,836
Trade receivables from third parties 21 19,633,062 35,353,485
Trade receivables from subsidiaries 22 65,916,353 87,931,935
Financial receivables from subsidiaries 22 296,234,475 284,786,117
Income tax receivables 23 5,343,652 3,747,376
Other current assets 24 21,938,963 15,856,736 Cash and cash equivalents 25 3,387,763 4,819,866
Assets held for sale 26 0 0
Total current assets 468,154,783 484,884,351
Total assets 800,045,637 818,485,372
Equity
Share capital 27 6,900,000 6,900,000
Legal reserve 27 1,380,000 1,380,000
IAS 19 Reserve 27 (446,157) (404,877)
Translation reserve 27 612,826 2,912,988
Foreign Exchange Risk Hedging Reserve 27 167,098 (443,681)
Other reserves 27 163,999,280 163,999,280
Retained earnings 27 (5,161,073) (12,289,344)
Profit/(loss) for the period 27 3,090,432 7,128,270
Total equity 170,542,406 169,182,636
Liabilities
Amounts payable to banks and other financial creditors 28 158,480,000 205,036,595
Severance indemnity fund 29 3,380,084 3,452,323
Deferred tax liabilities 19 5,795,518 6,058,876
Provisions for risks and charges 30 1,011,642 3,804,636
Total non-current liabilities 168,667,244 218,352,430
Amounts payable to banks and other financial creditors 28 187,561,816 218,585,496
Excess of progress billings over work-in-progress 20 1,243,290 3,329,153
Advances from customers 20 26,144,531 11,850,477
Trade payables to third parties 31 40,321,938 36,753,735
Trade payables to subsidiaries 32 16,447,964 14,604,609
Financial payables to subsidiaries 32 173,467,712 128,363,951
Current tax liabilities 33 0 0
Other current liabilities 34 15,648,736 17,462,885
Total current liabilities 460,835,987 430,950,306
Total equity and liabilities 800,045,637 818,485,372
113
Statement of cash flows
as of March 31, 2018
€ thousands March 31, 2018
March 31, 2017
Cash flows generated (absorbed) by operating activities
Result before tax 2,307 10,051
Adjustments made to reconcile the result before tax with the cash flow changes generated (absorbed) by operating activities:
- Interest income (4,873) (4,099)
- Interest expense 4,711 4,982
- Depreciation and amortization expenses and impairment losses 4,965 5,419
- Gain/loss on disposal of tangible and intangible assets (94) (20)
- Provision for risks and charge (76) 3,252
- Bad debts provision 2,193 1,172
- Equity investments write-downs/(revaluations) 4,367 3,000
- Severance indemnity fund payments to employees 172 (110)
- Severance indemnity fund expenses (45) 110
Total adjustments 11,320 13,706
Changes in operating activities
- Changes in foreign exchange risk hedging reserve 610 (229)
- Changes in IAS19 reserve (41) (23)
- Changes in assests and liabilities for contracts work-in-progress 8,205 23,307
- Changes in trade receivables/payables to third parties 17,095 (26,223)
- Changes in trade receivables/payables to subsidiaries 23,859 (12,993)
- Changes in other captions of operating capital (1) (10,736) 210
- Income tax paid (1,218) (1,445)
- Interests paid (4,489) (5,091)
- Interest received 4,890 4,083
- Effect of exchange rate changes on operating activities cash flows (2,317) 335
Total changes 35,858 (18,069)
Net cash flows generated by operating activities (A) 49,485 5,688
Cash flows generated (absorbed) by investing activities
Net investment in tangible and intangible assets (1,604) (4,300)
Proceeds from disposal of tangible and intangible assets 66 31
Changes in subsidiaries equity investments 113 (142)
Changes in other equity investments (5,567) (289)
Net cash flows absorbed by investing activities (B) (6,992) (4,700)
Cash flows generated (absorbed) by financing activities
Change in intercompany current accounts 33,655 (49,684)
Net cash flows generated (absorbed) by financing activities (C) 33,655 (49,684)
Net increase/(decrease) in cash surplus/(deficit) (A+B+C) 76,148 (48,696)
Net cash surplus/(deficit) as of April 1 (D) (418,802) (370,106)
Effect of exchange rate changes on balances held in foreign currency (E)
0 0
114
Net cash surplus/(deficit) as of March 31 (A+B+C+D+E) (342,654) (418,802)
Net cash surplus/(deficit) includes:
Bank and post current accounts and deposits 3,380 4,815
Cash in hand 8 5
Bank overdrafts and other short-term loans (122,381) (168,529)
Shareholder’s loan (223,661) (255,093)
(342,654) (418,802)
(1) The other captions of operating capital refer to the following captions included in the statement of financial position of the Company: income
tax receivables and payables, deferred tax assets and liabilities, other current assets and liabilities, provision for risks and charges.
115
Statement of Net Equity Changes
as of March 31, 2017
Share
capital Legal
reserve Share
premium Revaluation
reserve Merger surplus reserve
Other merger reserve
IAS conversion reserve (not
available)
Other IAS conversion
reserve
Translation reserve
Foreign exchange risk
hedging reserve
Commodities risk hedging
reserve
IAS 19 Reserve
Other reserves
Retained earnings
Net equity
€ thousands
Balance as of April 1, 2016
6,900 1,380 0 0 4 163,789 312 (103) 2,597 (215) 0 (381) (3) (12,290) 161,990
Income (expenses) recognized directly in equity:
Translation differences
316 316
Foreign exchange risk hedging reserve variation
(229) (229)
Commodities risk hedging reserve variation
Interest rate risk hedging reserve variation
Changes in IAS Reserve
(23) (23)
0 0 0 0 0 0 0 0 316 (229) 0 (23) 0 0 64
Net result for the period
7,129 7,129
Total Income (expenses) for the period
0 0 0 0 0 0 0 0 316 (229) 0 (23) 0 7,129 7,193
Transactions with Shareholder:
Destination of operating result
Other changes
Dividends
Rounding
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Balance as of March 31, 2017
6,900 1,380 0 0 4 163,789 312 (103) 2,913 (444) 0 (404) (3) (5,161) 169,183
116
as of March 31, 2018
Share
capital Legal
reserve Share
premium Revaluation
reserve Merger surplus reserve
Other merger reserve
IAS conversion
reserve (not available)
Other IAS conversion
reserve
Translation reserve
Foreign exchang
e risk hedging reserve
Commodities risk hedging
reserve
IAS 19 Reserve
Other reserves
Retained earnings
Net equity
€ thousands
Balance as of April 1, 2017 6,900 1,380 0 0 4 163,789 312 (103) 2,913 (444) 0 (404) (3) (5,161) 169,183
Income (expenses) recognized directly in equity:
Translation differences (2,301) (2,301)
Foreign exchange risk hedging reserve variation
611 611
Commodities risk hedging reserve variation
0
Interest rate risk hedging reserve variation
0
Changes in IAS Reserve (41) (41)
0 0 0 0 0 0 0 0 (2,301) 611 0 (41) 0 0 (1,731)
Net result for the period 3,090 3,090
Total Income (expenses) for the period
0 0 0 0 0 0 0 0 (2,301) 611 0 (41) 0 3,090 1,359
Transactions with Shareholder:
Destination of operating result 0
Other changes 0
Dividends 0
Rounding 0
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Balance as of March 31, 2018 6,900 1,380 0 0 4 163,789 312 (103) 612 167 0 (445) (3) (2,071) 170,542
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Notes to the Statutory Financial Statements
Company’s information
Permasteelisa S.p.A. (hereinafter referred to as the “Company”) is a company domiciled in Italy that operates internationally both directly and indirectly through its subsidiaries in the field of the design, production and installation of architectural components (curtain walls) and interiors systems. The Statutory Financial Statements of Permasteelisa S.p.A. have been drawn up in Euro, which is the currency of the economic area in which the Company operates. Permasteelisa S.p.A., as Parent Company, has also prepared the Consolidated Financial Statements of Permasteelisa Group as of March 31, 2018. These financial statements are subject to audit by Deloitte & Touche S.p.A.
Financial tables
The tables provided for the statement of financial position, the income statement, the statement of cash flows and of net equity changes used are the same as those used for the Statutory Financial Statements as of March 31, 2017. The statement of financial position, the income statement, the statement of cash flows and of net equity changes are characterised as follows:
Statement of financial position
The methods whereby assets and liabilities are broken down into “current and non-current” were adopted, with separate indication of assets and liabilities held for sale, if any. The current assets include assets (such as inventories, assets for contracts work-in-progress and trade receivables) that are sold, consumed or realised as part of the normal operating cycle, even when they are not expected to be realised within 12 months after the balance sheet date. Some current liabilities, such as trade payables and some accruals for employees and other operating costs, are part of the working capital used in the normal operating cycle. Such operating items are classified as current liabilities even if they are due to be settled more than 12 months after the balance sheet date.
Income statement
The adopted method breaks costs down based on their nature.
Statement of cash flows
The indirect method was employed.
Statement of net equity changes
The statement that shows all the changes of the net equity was adopted.
Accounting principles
(a) Statement of compliance
The Statutory Financial Statements as of March 31, 2018 represent the separate financial statements of the Parent Company Permasteelisa S.p.A. and have been prepared according to IFRS International Accounting Standards issued by the International Accounting Standards Board (“IASB”) and endorsed by the European Union. IFRS is understood to include also the International Accounting Standards (“IAS”) that are currently in force in addition to the interpretations made available by the International Financial Reporting Interpretations Committee (“IFRIC”), previously known as the Standing Interpretations Committee (“SIC”).
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According to the European Regulation n. 1606 dated 19 July 2002, the Company adopted the International Accounting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”) for the preparation of the separate financial statements and for the preparation of the Consolidated Financial Statements too.
These Statutory Financial Statements were prepared in accordance with the accounting standards described in the paragraphs below, namely the same standards that were used to prepare the Statutory Financial Statements as of March 31, 2017.
The Statutory Financial Statements have been prepared on a going concern basis.
(b) Basis of preparation
The financial statements are presented in Euro on the historical cost basis except for the following assets and liabilities that are stated at their fair value: derivative financial instruments, financial instruments held for trading, financial instruments classified as available-for-sale.
The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
The accounting principles exposed in the following paragraphs have been consistently applied for all the periods included in this Statutory Financial Statements.
c) Basis of conversion of foreign currency
(i) Foreign currency transactions
Transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated to Euro at the foreign exchange rate ruling at that date. Foreign exchange differences arising on this translation are recognised in the income statement. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated to Euro at foreign exchange rates ruling at the dates the fair value was determined.
The exchange rates used for the closing as of March 31, 2018, and the comparative exchange rates of the previous year March 31, 2017, are as follows:
March 31, 2018 March 31, 2017
Currency Exchange rate at the balance sheet date
Average exchange rate of the year
Exchange rate at the balance sheet date
Average exchange rate of the year
Thai Bath 38.478000 38.630060 36.724000 38.568788 Danish Krone 7.453000 7.441515 7.437900 7.439046
Norwegian Krone 9.677000 9.491200 9.168300 9.156729
Dubai Dirham 4.524900 4.297707 3.924666 4.028349
Australian Dollar 1.603600 1.512588 1.398200 1.457498
Canadian Dollar 1.589500 1.500682 1.426500 1.439896
Hong Kong Dollar 9.669600 9.141240 8.307400 8.514244
Singapore Dollar 1.615800 1.586516 1.494000 1.518078
Taiwan Dollar 35.928300 35.078307 32.459852 34.842052
United States Dollar 1.232100 1.170468 1.069100 1.097343
Hungarian Forint 312.130000 309.772574 307.620000 310.709743
Swiss Franc 1.177900 1.135464 1.069600 1.083519 Croatian Kuna 7.432300 7.457202 7.446500 7.496835 Pataca Macau 9.959700 9.415505 8.556711 8.770815 Philippine Peso 64.374000 59.478733 53.658000 52.840309 Chinese Renminbi 7.746800 7.746634 7.364200 7.380853
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Malayan Ringitt 4.765800 4.872652 4.731300 4.611466 Riyal Qatar 4.484800 4.260484 3.891524 3.994329 Riyal Saudi Arabia 4.620400 4.389451 4.009296 4.115675 Russian Ruble 70.889700 67.744317 60.313000 69.234071 Indian Rupia 80.296000 75.462448 69.396500 73.578130 Israeli Shekel 4.326200 4.131364 3.885300 4.166112 Pound Sterling 0.874900 0.882046 0.855530 0.841310
Korean Won 1,310.890000 1,298.568532 1,194.540000 1,260.343587
Japanese Yen 131.150000 129.689943 119.550000 118.807507
Polish Zloty 4.210600 4.220926 4.226500 4.352367
Manat Azerbaigian 2.094600 1.991155 1.843556 1.801443
Mongol Tugrik 2,949.450000 2.835.881468 2,616.568795 2,472.955659
Turkish Lira 4.897600 4.309918 3.889400 3.515119
Vietnam Dong 28,112.000000 26,595.939286 24,329.160080 24,636.203495
Brazil Real 4.093800 3.765271 3.380000 3.621599
Colombian Pesos 3,439.760000 3,434.826468 3,088.452043 3,258.684320
(d) Derivative financial instruments
The Company uses derivative financial instruments (generally forward exchange contracts and swaps) only to hedge its exposure to foreign currency risk, to commodities risk and interest risk coming from its operating and financial activities.
According to its treasury policy, the Company does not hold or issue derivative financial instruments for trading purposes. Anyway, derivative financial instruments for which the criterion to record the operations as hedging operations are not respected, are recorded as trading instruments.
Derivatives are initially recognized at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. The gain or loss on re-measurement to fair value is recognised immediately in profit or loss account.
However, where derivatives qualify for hedge accounting, recognition of any resultant gain or loss depends on the nature of the item being hedged (see the accounting policy described in the next paragraph “e”).
The fair value of forward exchange contracts is their quoted market price at the balance sheet date, being the present value of the quoted forward price.
(e) Hedging
(i) Cash flow hedging (foreign currency risk)
As shown above, the Company uses derivative financial instruments to hedge its exposure to foreign currency risk coming from its operating and financial activities.
In particular, the Company uses derivative financial instruments to hedge the foreign currency risk related to the contracts work-in-progress cash flows. When the Company acquires a job whose future cash flows are denominated in foreign currency, specific forward exchange contracts or swaps on foreign currency are concluded to hedge the foreign currency risk existing on those future cash flows. Therefore, these hedging operations are related to highly probable future transactions as the job that is hedged is effectively acquired when the hedging contract or contracts are concluded. Considering the length of the Company contracts, the estimation of the timing of the future cash flows is very difficult and subject to changes that can be also relevant; consequently, the Company policy consists in making an initial hedging of future cash flows based on a rough estimation of the future cash flows timing and subsequently in:
- rolling over the forward exchange contracts or swaps on foreign currency if at the expiry date the
correspondent cash flows related to the job does not occur;
- concluding another forward exchange contract or swap on foreign currency, of opposite sign and same
expiry date of the existing hedging contracts, if the cash flow related to the job occurs in advance with
respect to the expiry date of the existing hedging contracts.
The gains and losses deriving from the roll-over operation of these derivative financial instruments and from their evaluation at fair value are recognised directly in the net equity in a specific reserve for the effective part. These gains and losses are removed from the net equity and recorded in the income statement in the same period or
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periods during which the hedged forecast transaction affects income statement; they are included in the operating revenues or operating expenses if related to hedging operations of job contracts cash flows.
The ineffective part of any gain or loss is recognised immediately in the income statement.
The Company does not measure the prospective effectiveness of its hedging operations as, on the basis of the method used for hedging the future cash flows related to contracts work-in-progress in foreign currency, the Company considers that it is always included in the range requested by IAS 39 (80%-125%). Any ineffectiveness can occur retrospectively only if the roll-over operations or the closing in advance of a forward exchange contract or swap on foreign currency are not performed correctly; the measurement of the retrospective ineffectiveness is therefore made continuously monitoring that these cases do not occur.
If the hedged transaction is no longer expected to take place, the cumulative unrealised gains or losses recognised in equity are recognised immediately in the income statement as financial components.
Finally, according to the Company policy the foreign currency risk hedging is made on the spot rate. As a consequence, the difference between spot rate and forward rate recorded when a roll-over operation is performed and the interest component included in the fair value of the forward contracts or swaps on foreign currency are always recorded in the income statement in the financial components as hedging expenses/revenues, regardless whether the contract does or does not comply with the requirements for being considered as such.
(ii) Hedge of monetary assets and liabilities
The Company uses derivative financial instruments also to hedge economically the foreign exchange exposure of a recognised monetary asset or liability as the loans in foreign currency; in this case, no hedge accounting is applied and any gain or loss on the hedging instrument is recognised directly in the income statement.
(iii) Cash flow hedging (Commodities Risk)
The Company uses derivative financial instruments also to hedge price risk on commodities coming from its operating activities.
In particular, the Company uses derivative financial instruments to hedge the price risk related to aluminium purchase for the contracts work-in-progress. When the Company acquires a job whose future cash flows are related to aluminium purchase, specific forward contracts or future on aluminium are concluded to hedge the price risk existing on this commodity. Therefore, these hedging operations are related to highly probable future transactions as the job that is hedged, with regard to the aluminium purchase, is effectively acquired when the hedging contract or contracts are concluded. In consideration of the variability of the price of aluminium, the aim of hedging is to freeze this price already since the acquisition of the order itself. Subsequently, as the aluminium order, as well as the relevant price are agreed with the supplier, the Company shall complete the aluminium forward purchase by completing a transaction of opposite sign. If, upon expiry of the transaction, the order has not been defined yet for the supplier, the hedging contract(s) shall be rolled over.
The gains and losses deriving from the regulation of the operations on maturity, including the effect of the possible roll-over operation of these derivative financial instruments and from their evaluation at fair value are recognised directly in the net equity in a specific reserve for the effective part. These gains and losses are removed from the net equity and recorded in the income statement in the same period or periods during which the hedged forecast transaction affects income statement (arrival of the goods); they are included in the operating expenses.
The ineffective part of any profit or loss is recognised immediately in the income statement as financial components.
The Company does not measure the prospective effectiveness of its hedging operations as, based on the method used for hedging of the price risk on the future cash flows payments related to aluminium purchases on contracts work-in-progress. The Company considers that it is always included in the range requested by IAS 39 (80%-125%); any ineffectiveness can occur retrospectively only if the roll-over operations or the closing in advance of an hedging contract by operation of the opposite sign when the order to the supplier is fixed are not performed correctly. The measurement of the retrospective ineffectiveness is therefore made continuously monitoring that these cases do not occur.
If the hedged transaction is no longer expected to take place, the losses or profits on the accumulated price difference recognized in equity are recognized immediately in the income statement as financial components.
Finally, according to the Company policy, the price risk on commodities is made on the spot price. As a consequence, the difference between spot price and forward price recorded when a roll-over operation is performed and the interest component included in the fair value of the forward contracts or swaps on commodities, are always recorded in the income statement in the financial components as hedging expenses/revenues, regardless whether the contract does or does not comply with the requirements for being considered as such.
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(f) Tangible assets
(i) Owned tangible assets
Items of property, plant and equipment are stated at cost less accumulated depreciation (depreciation criteria are reported below) and impairment losses (see accounting policy “n”). The cost of self-constructed assets includes the cost of materials, direct labour, and the initial estimate, where relevant, of the costs of dismantling and removing the items and restoring the site on which they are located, and an appropriate proportion of production overheads.
Where parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment according to the “component approach”.
(ii) Subsequent costs
The Company recognises in the carrying amount of an item of property, plant and equipment the cost of replacing part of such an item when that cost is incurred if it is probable that the future economic benefits embodied with the item will flow to the Company and the cost of the item can be measured reliably. All other costs are recognised in the income statement as an expense as incurred.
(iii) Depreciation
Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. Depreciation is applied from the date the tangible assets are available for use. Land is not depreciated. The estimated useful lives are as follows:
- buildings 33 years
- plant and machinery 7-25 years
- equipment 4-5 years
- other assets 4-8 years
The useful lives and the residual value, if significant, are annually revised.
(g) Intangible assets
(i) Research and development
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognised in the income statement as an expense as incurred.
Expenditure on development activities, whereby research findings are applied to a plan or design for the production of new or substantially improved products and processes, is capitalised if the product or process is technically and commercially feasible and the Company has sufficient resources to complete development. The expenditure capitalised includes the cost of materials, direct labour and an appropriate proportion of overheads.
Other development expenditure is recognised in the income statement as an expense as incurred.
Capitalised development expenditure is stated at cost less accumulated amortization (amortization criteria are reported below) and impairment losses (see accounting policy “n”).
(ii) Other intangible assets
Other intangible assets that are acquired by the Company are stated at cost less accumulated amortization (amortization criteria are reported below) and impairment losses (see accounting policy “n”).
Expenditure on internally generated goodwill and brands is recognised in the income statement as an expense as incurred.
(iii) Subsequent expenditure
Subsequent expenditure on capitalised intangible assets is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is expensed as income statement when incurred.
(iv) Amortisation
Amortization is charged to the income statement on a straight-line basis over the estimated useful lives of intangible assets unless such lives are indefinite. Intangible assets with an indefinite useful life and intangible assets not yet
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available to be used are systematically tested for impairment at each balance sheet date. Other intangible assets are amortised from the date they are available for use. The estimated useful lives are as follows:
- rights to use intellectual property (software) 3-5 years
- capitalised development costs 5 years
- customer relationship 20 years
(h) Investments in subsidiaries and associate companies
Investments in subsidiaries and associate companies are stated at cost adjusted for any impairment losses.
Any positive difference, arising on acquisition, between the purchase cost and the fair value of net assets acquired by the Company in the investee company is, accordingly, included in the carrying amount of the investment.
Investments in subsidiaries and associate companies are tested annually or more often if necessary, for impairment. Where evidence of impairment exists, an impairment loss is recognized directly in the income statement as devaluation. If the company’s share of losses of the investee exceeds the carrying amount of the investment and if the company has an obligation or intention to cover these losses, the value of the investment is reduced to zero and the share of additional losses is recognized as a provision in the liabilities. If the impairment loss subsequently no longer exists or is reduced, a reversal is recognized in the income statement up to the limit of the cost of the investment.
(i) Trade receivables to third parties
Trade receivables are recognised initially at fair value and subsequently recorded at the amortised cost, using the effective interest method, net of impairment losses related to amounts considered recoverable, recorded as provision. The estimation of the recoverable amounts is based on future expected cash flows.
Trade receivables, whose expiry date is within ordinary trade terms, are not discounted.
(j) Contracts work-in-progress
Contracts work-in-progress are reported in accordance with the progress stage (or completion percentage) of the works, according to which the costs, revenues, and margin are recognised based on the progress of the productive activity. The policy adopted by the Company is the completion percentage determined by applying the “incurred cost” (cost to cost) criterion.
The valuation reflects the best estimate of the contracts made as at the reporting date. Periodically, the assumptions underlying the evaluations are updated. Any economic effect is recorded in the year in which the updates have been made.
The contract revenues include the payments agreed upon by contract, work changes, price revision, incentives, and any claims, to the extent that these are likely to be reliably valuated. In particular, the valuation of claims was guided, based on certain technical and legal analysis, towards the positive results that could reasonably be achieved from disputes with the customers.
The contracts costs include all the costs that refer directly to the project, the costs that may be attributed to the contract activity in general and that may be allocated to the said project, in addition to any other costs that may be specifically charged to the customer based on the contractual clauses. The contract costs also include: the pre-operative costs, which is to say the costs incurred in the initial phase of the contract before the construction activity is began (costs or preparing, tenders, design costs, costs for organization and start-up of production, construction site installation costs); and the post-operative costs that are incurred after the contract is closed (removal of the construction site, return of plant/equipment to base, etc.).
Should the completion of a project be forecast to lead to a loss, this shall be recognised in its entirety in the year in which it may be reasonably expected.
The contracts in progress are set out net of any depreciation fund and/or final losses, as well as the progress billings for the contract being carried out.
This analysis is carried out on a contract-by-contract basis: should the difference be positive (due to contracts in progress greater than the amounts of the progress billings), it is classified among the assets (contracts work-in-progress); on the other hand, should the difference be negative, it is classified among the liabilities (liabilities for contracts work-in-progress).
Should the final losses fund for the individual contract exceed the value of the work entered in the assets, this excess is classified under the provision for risks and charges.
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Contracts with payment denominated in foreign currency other than the functional currency (Euro for the Company) are valuated by converting the accrued share of payments determined based on the completion percentage method, at the exchange rate ruling at the reporting date for the portion not yet invoiced, and at the exchange rate ruling at the transaction date for the portion already invoiced.
(k) Inventories
Inventories are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
The cost determining method is the weighted average cost and includes expenditure incurred in acquiring the inventories and bringing them to their existing location and condition. In the case of manufactured inventories and works in progress, cost includes an appropriate share of overheads based on normal operating capacity.
(l) Other financial assets
Other financial assets that the Company intends and is able to hold until maturity are recorded at the fair value of the initial consideration given in exchange plus the related transaction costs, (e.g. commissions, consultancies, etc.) directly attributable to the acquisition of the financial asset itself. Subsequently, they are valued on an amortised-cost basis using the original effective interest method.
Financial assets are derecognised when, following their sale or settlement, the Company is no longer involved in their management and has transferred all risks and rewards of ownership.
(m) Cash and cash equivalents
Cash and cash equivalents include bank and post current accounts and deposits. Bank overdrafts, advances and other short-term loans, which are repayable on demand and form an integral part of the Company’s cash managements are considered as components of cash surplus or deficit for cash flow statement purposes.
(n) Impairment of tangible and intangible assets
The carrying amounts of tangible and intangible are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated.
Even if there are no indication of impairment, for goodwill, assets that have an indefinite useful life and intangible assets that are not yet available for use, the recoverable amount is estimated at each balance sheet date.
An impairment loss is recognised whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Impairment losses are recognised in the income statement.
Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to cash-generating units (group of units) and then, to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata basis.
(i) Calculation of recoverable amount
The recoverable amount of an asset is the greater of their net selling price and value in use. In assessing value in
use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the asset. For an asset that does
not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit
to which the asset belongs.
(ii) Reversal of impairment
An impairment loss, except if in respect of goodwill, is reversed and recorded in the income statement, only if the
reasons for the impairment loss cease to exist. An impairment loss is reversed only to the extent that the asset’s
carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or
amortization, if no impairment loss had been recognised.
(o) Equity
(i) Share capital
Share capital includes the subscribed and paid up Company’s share capital.
(ii) Dividends
Dividends are recognised as a liability in the period in which they are declared.
(iii) Treasury shares
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Treasury shares are entered as write-down of the Shareholder’s equity. The original cost of treasury shares and the income arising from their subsequent sale, if pertinent, are entered as movements in the Shareholder’s equity.
(p) Amounts payable to banks and other financial creditors
Amounts payable to banks and other financial creditors are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, they are stated at amortised cost with any difference between cost and redemption value being recognised in the income statement over the period of the borrowings or loans on an effective interest basis.
(q) Pension funds and other employee benefits
(i) Defined contribution plans
Obligations for contributions to defined contribution pension plans are recognised as an expense in the income
statement as incurred.
(ii) Severance indemnity fund
Employee severance indemnity, mandatory for Italian companies pursuant to art. 2120 of the Italian Civil Code is deferred compensation and is based on the employees’ years of service and the compensation earned by the employee during the service period.
Starting from January 1, 2007, Italian Law introduced for employees the choice to either direct their accruing indemnity to supplementary pension funds or leave the indemnity as an obligation of the company. Companies that employ at least 50 employees should transfer the employee severance indemnity to the “Treasury fund” managed by INPS, the Italian Social Security Institute.
Consequently, the Company’s obligation to INPS and the contributions to supplementary pension funds take the form, under IAS 19, of a “Defined contribution plan”.
Under IAS 19 - Employee Benefits, the employee severance indemnity as calculated is considered a “Defined benefit plan” and the related liability recognized in the statement of financial position (Provision for employee severance indemnities) is determined by actuarial calculations.
According to IAS 19 (Employee Benefits), the remeasurements of actuarial gains and losses are recognized in other components of other comprehensive income. Service cost of Italian companies that employ less than 50 employees, as well as interest expenses related to the “time value” component of the actuarial calculations (the latter classified as Finance expenses), are recognized in the separate income statement.
The discount rate is that attributable to obligations with “AA” rating with due date similar to that relating to the obligation of the Company. An independent qualified actuary does the calculation.
(r) Provision for risks and charges
A provision is recognised in the statement of financial position when the Company has a present legal or constructive obligation because of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimation of the obligation amount can be done.
Provisions are recorded based on the best estimation of the amount that the Company would pay to settle the obligation or to transfer it to third parties at the reporting period.
If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.
(s) Trade payables to third parties
Trade payables are recorded at the amortised cost, using the effective interest method. Trade payables, whose expiry dates are within the ordinary trade terms, are not discounted.
(t) Other financial liabilities
The financial liabilities are initially recorded at cost, corresponding to the “fair value” of the liability net of transaction costs that are directly attributable to the issuance of that financial liability.
Following initial recording, financial liabilities are valued on an amortised-cost basis using the effective interest method.
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Financial liabilities are derecognised when, following their sale or settlement, the Company is no longer involved in their management and has transferred all risks and rewards of ownership.
(u) Revenue recognition
(i) Contracts work-in-progress
As soon as the outcome of a contract can be estimated reliably, contract revenues and expenses are recognised in the income statement in proportion to the stage of completion of the contract that is calculated based on the costs effectively incurred and total costs included in the contract budget. An expected loss on a contract is recognised immediately in the income statement.
(ii) Goods sold and services rendered
Revenue from the sale of goods is recognised in the income statement when the significant risks and rewards of ownership have been transferred to the buyer. Revenue from services rendered is recognised in the income statement in proportion to the stage of completion of the transaction at the balance sheet date. The stage of completion is assessed checking the work performed. No revenue is recognised if there are significant uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods.
(v) Expenses
(i) Operating lease payments
Payments made under operating leases are recognised in the income statement on a straight-line basis over the term of the lease. Lease incentives received are recognised in the income statement as an integral part of the total lease expense.
(ii) Net financial expenses
Net financing costs comprise interest payable on borrowings calculated using the effective interest rate method, dividends, foreign exchange gains and losses except for those related to cash flow hedging operations that are included in the operating revenues or expenses, and premiums and discounts related to all forward exchange contracts and swaps on foreign currency.
Interest income is recognised in the income statement as it accrues, using the effective interest method.
Dividends income is recognised in the income statement on the date the entity’s right to receive payments is established. The interest expense component of finance lease payments is recognised in the income statement using the effective interest rate method.
Borrowing costs that are directly attributable to the acquisition, construction or production of qualifying assets (as defined under IAS 23 – Borrowing Costs), which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are capitalised and amortised over the useful life of the class of assets to which they refer.
All other borrowing costs are expensed when incurred.
(w) Income tax
Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the income statement except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred tax is provided using the balance sheet liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Additional income taxes that arise from the distribution of dividends are recognised at the same time as the liability to pay the related dividend. This is justified by the fact that the Company is able to manage the time plan for the distribution of the reserves and it is quite possible that they will not be distributed in the near future.
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(x) Non-current assets held for sale and discontinued operations
Immediately before classification as held for sale, the measurement of the assets (and all assets and liabilities in a disposal group) is brought up-to-date in accordance with applicable IFRS. Then, on initial classification as held for sale, non-current assets and disposal groups are recognised at the lower of carrying amount and fair value less costs to sell.
Impairment losses on initial classification as held for sale are included in profit and loss, even when there is a revaluation. The same applies to gains and losses on subsequent re-measurement.
A discontinued operation is a component of the Company’s business that represents a separate major line of business or geographical area of operations or is a subsidiary acquired exclusively with a view to resale.
Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. A disposal group that is to be abandoned may also qualify as discontinued operation if the criteria mentioned above are observed.
(y) New accounting standards
Accounting standards, amendments and interpretations applied since April 1, 2017
· Amendment to IAS 12 - Income taxes – Recognising deferred tax assets for unrealised losses; · Amendment to IAS 7 - Statement of cash flow – Disclosure initiative; · Amendment to IFRS 12 – Disclosure of interests in other entities.
The directors do not expect a significant effect on the Company's financial statements from the adoption of such
amendments.
Accounting standards, amendments and interpretations effective from April 1, 2017 and not relevant for the
Company
There are no accounting standards, amendments and interpretations effective from April 1, 2017 and not relevant for the Company.
Accounting standards, amendments and interpretations not yet in force and applied in advance
The Company has not applied the following standards, both new and amended, which have been issued but are
not yet in force.
Accounting standards, amendments and interpretations not yet applicable and not adopted in advance by the Company
Standard IFRS 15 – Revenue from Contracts with Customers (published on May 28, 2014 and amended with further clarification published on April 12, 2016) which is intended to replace the standards IAS 18 – Revenue and IAS 11 – Construction Contracts, as well as the interpretations IFRIC 13 – Customer Loyalty Programmes, IFRIC 15 – Agreements for the Construction of Real Estate, IFRIC 18 – Transfers of Assets from Customers and SIC 31 – Revenues-Barter Transactions Involving Advertising Services.
The standard establishes a new model of recording revenues, which will be applied to all contracts entered into with customers excluding those that fall within the scope of application of other IAS/IFRS standards such as leases, insurance contracts and financial instruments. The essential steps for recording revenues in accordance with the new model are:
- the identification of the contract with the customer;
- the identification of the performance obligations of the contract;
- the determination of the price;
- the allocation of the price to the performance obligations of the contract;
- the criteria of recording the revenues when the entity satisfies each performance obligation.
The standard is applicable commencing from January 1, 2018 but may be applied in advance.
Company does not apply for early application of this standard, but it has been opted for applying as from next year using retrospective approach and accounting cumulative effect of initially applying at the date of initial application (modified retrospective approach). This effect will be recognised as corresponding adjustment to the opening
127
balance of retained earnings in the reporting period that includes the date of initial application that, for Permasteelisa S.p.A., is April 1, 2018 - March 31, 2019.
Under transition method, the Company shall apply this Standard retrospectively only to contracts that are not completed contracts at the date of initial application (April 1, 2018).
During the past year, the Company carried out an extensive survey to identify potential effects from adoption of the new Standard. It showed that areas most affected by new provisions are:
Costs to obtain a contract: the Company shall recognise as an asset the incremental costs of obtaining a contract with a customer if the entity expects to recover those costs. Costs to obtain a contract that would have been incurred regardless of whether the contract was obtained shall be recognised as an expense when incurred, unless those costs are explicitly chargeable to the customer regardless of whether the contract is obtained. It showed that, for the Company, the costs incurred for the preparation of the offers could not be included in the contract costs and not be accounted as a year-end asset, if the contract with the customer is not obtained. Estimated impact on capitalized costs for the year-end offers (at March 31, 2018), at company level, is about Euro 2,200 thousand net of tax effects.
Contract modifications: a contract modification is a change in the scope or price (or both) of a contract that is approved by the parties to the contract. If both sides have approved change in the scope of a contract without having determined the corresponding change in price, the entity shall estimate changes in the transaction price, due to modification, in accordance with this Standard to estimate of variable consideration and its constraints. In particular, an entity has to include in the transaction price the amount of variable consideration only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur once the uncertainty related to the variable consideration is subsequently resolved.
In the light of the new rules of new Standard in terms of contractual changes and estimate of variable consideration, the Company has conducted an analysis of Variations and Claims included as revenues under contracts existing at the year-end date (March 31, 2018). Moreover the Company has estimated a corresponding negative adjustment on opening balance of retained earnings for the next period of Euro 1,100 thousand net of tax effect.
Final version of IFRS 9 - Financial Instruments (published on July 24, 2014). The document encompasses the results of the phases relating to Classification and Measurement, Impairment, and Hedge Accounting, of the IASB project aimed at replacing IAS 39:
- the standard introduces new criteria for the classification and measurement of financial assets and
liabilities.
- with reference to the impairment model, the new standard requires that the estimate of losses on
receivables is performed on the basis of the expected losses model (and not on the incurred losses model
used by IAS 39) using information supportable and available at no cost or unreasonable effort, which
includes historical, current and prospective data;
- introduces a new hedge accounting model (increase of the type of transactions eligible for hedge
accounting, modification of the methods of accounting for forward contracts and options when included in
an hedge accounting relationship, modifications to the effectiveness test).
The new standard, which replaces the previous versions of IFRS 9, must be applied to all financial statements commencing on or after January 1, 2018.
The application of IFRS 9 should not have a significant impact on the Company's Financial Statement. In particular, referring to trade receivables and to contract assets, representative of most of the Company's credit exposure, current accounting procedures of impairment are basically equated to new Standards’ rules, whose application should not involve key effects. Regarding to the existing hedging relationships, the current accounting procedures seem to satisfy the hedge accounting requirements regulated by the new Standard IFRS 9. The Company is continuing the analysis of the new types of transactions eligible for hedge accounting - in particular to hedging of net positions and natural hedging - in order to align with the Group's risk management strategies.
Standard IFRS 16 - Leases. Issued by the IASB in January 2016, IFRS 16 introduces a single model for accounting for leases in the lessee's financial statements, eliminating the distinction between operating and financial leasing, according to which the lessee recognizes an asset that represents the right to use the underlying asset and a liability that reflects the obligation to pay the rent. Optional exemptions are provided for short-term leases and for those of modest value. IFRS 16 replaces the current lease forecasts, including IAS 17 "Leasing", IFRIC 4
128
"Determining whether an agreement contains a lease", SIC-15 "Operating leases - Incentives" and SIC-27 "Evaluation of the substance of the legal leasing transactions ".
IFRS 16 is applicable for annual periods beginning on or after January 1, 2019. Early adoption is permitted for entities applying IFRS 15 "Revenues from contracts with customers" on the date of first application of the IFRS 16, faculty that the Company will not use.
The Company has launched a project aimed at identifying the potential impacts deriving from the adoption of the new Standard in terms of updating existing systems, processes and procedures. At the current state of the analysis, it is not yet possible to estimate reliably the effects of the application of the new Standard from the point of view of the valuation of the financial statement items.
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Notes to the Statutory Financial Statements
1. Operating revenues
Operating revenues by geographical area are shown in the following table:
€ thousands
March 31, 2018
March 31, 2017
United Kingdom 34,813 34,616
United States 31,687 27,374
Colombia 10,282 4,139
Principality of Monaco 9,551 1,299
Ireland 8,505 1,424
Italy 6,699 16,992
France 6,616 21,682
Hong Kong 5,841 2,200
Russia 1,893 2,600
Qatar 1,763 1,090
Denmark 1,453 1,184
Japan 693 1,180
China 455 0
Dubai 389 1,366
Poland 380 18
Bahrain 303 0
Canada 239 210
Kuwait 216 (3)
Turkey 216 418
Spain 172 50
Thailand 122 86
Switzerland 55 263
Malaysia 51 (2)
Philippine 49 0
Norway 42 134
Belgium 38 0
Mongolia 28 (1)
Germania 22 728
South Africa 5 2
Panama 2 152
Australia 2 0
Romania 1 0
Singapore 1 7
Jordan 0 177
Czech Republic 0 87
Finland 0 18
Malta 0 9
Portugal 0 7
Austria 0 2
Georgia 0 (1)
Kazakhstan 0 (124)
Saudi Arabia (13) 398
Holland (91) 292
Azerbaijan (153) 7,026
Total 122,327 127,099
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2. Non-current assets classified as held for sale
The Company does not have “Non-current assets held for sale”.
3. Acquisitions of subsidiaries
On March 29, 2017, the Consorzio Marine Project Solutions’ Meeting, approved the transformation of the Consorzio
into a Società consortile a responsabilità limitata, with an authorized share capital of Euro 500,000. This
transformation has become effective since June 9, 2017.
It should also be noted that, during the year just ended, the following entities were established:
- Marine Project Solutions - France Branch;
- Marine Project Solutions - Norway Branch,
both headed by the subsidiary and consolidated entity Marine Project Solutions S.c.a.r.l., 55.5% owned by the
Parent Company.
4. Other operating income
€ thousands March 31, 2018
March 31, 2017
Gains on tangible and intangible assets disposals 95 1
Insurance indemnities 9 7
Rental income 1 18
Sale of scraps 290 191
Other revenues 419 534
814 751
5. Raw materials and consumables used and services expenses and use of third party assets
With reference to the Company's activity, the comparison between different periods of the value of raw materials and consumables used and services expenses and use of third party assets is not very significant as it depends on the different costs mix of the job orders executed in each period.
The percentage impact of the sum of the two captions over the total operating revenues increased from 75% (as of March 31, 2017), to 85% (as of March 31, 2018).
As of March 31, 2018, the item services expenses and use of third party assets includes remuneration due to the statutory auditors amounting to Euro 94 thousand (March 2017: Euro 146 thousand).
6. Personnel expenses
€ thousands March 31, 2018
March 31, 2017
Wages and salaries 35,813 37,951
Social contributions 10,602 10,986
Severance indemnities 2,407 2,628
Other personnel costs 2,369 2,430
51,191 53,995
The caption includes directors’ remunerations for Euro 1,430 thousand (March 2017: Euro 1,582 thousand).
The average workforce for the period was 843 units (March 2017: 852 units). The personnel expenses does not show significant changes compared to the same in the previous period.
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7. Depreciation, amortization and impairment losses
€ thousands March 31, 2018
March 31, 2017
Intangible assets amortization 2,272 2,495
Tangible assets depreciation 2,693 2,924
4,965 5,419
8. Bad debts provision
€ thousands March 31, 2018
March 31, 2017
Bad debts provision 2,193 1,172
2,193 1,172
9. Provision for risks and charges
€ thousands March 31, 2018
March 31, 2017
Provision for disputes and legal actions (850) (130)
Provision for warranties 282 (118)
Provision for jobs risks (200) 500
Provision for work in progress risks 692 3,000
(76) 3,252
A more detailed analysis is provided in Note 30, relating to “Provisions for risks and charges”.
10. Other operating expenses
€ thousands March 31, 2018
March 31, 2017
Other taxes 263 268
Loss on tangible and intangible assets disposals 1 21
Other expenses 39 46
303 335
11. Net financial expenses
€ thousands March 31, 2018
March 31, 2017
Dividends from subsidiaries 25,000 20,000
Interest income from subsidiaries 4,729 3,989
Interest income 55 110
Exchange rate gains 59,061 94,154
Other commissions 0 0
Financial income on foreign currency risk hedging 1,025 2,370
Commercial income on foreign currency risk hedging 124 49
Total financial income 89,994 120,672
Interest expenses from subsidiaries 515 675
Bank interests expenses 4,111 4,118
Loan charges 0 0
Exchange rate losses 60,994 94,012
132
Bank charges 88 96
Other interests expenses 84 189
Financial expenses on foreign currency risk hedging 5,055 5,774
Commercial expenses on foreign currency risk hedging 720 750
Total financial expenses 71,567 105,614
Total net financial income/(expenses) 18,427 15,058
As of March 31, 2018, the net financial expenses amounted to Euro 6,573 thousand, excluding dividends from subsidiaries, while as of March 31, 2017 amounted to Euro 4,942 thousand.
The net negative variation for Euro 1,631 thousand is mainly due to the combination of the variations of the following items:
- commercial and financial expenses on foreign currency risk hedging, net of incomes, increased from Euro 4,105 thousand (March 2017) to Euro 4,626 thousand (March 2018) with a negative variation for Euro 521 thousand;
- exchange rate losses, net of gains, decreased from Euro (142) thousand (March 2017) to Euro 1,933 thousand (March 2018) with a negative variation for Euro 2,075 thousand;
- interest expenses, net of incomes, decreased from Euro 979 thousand (March 2017) to Euro 14 thousand (March 2018) with a positive variation for Euro 965 thousand.
12. Revaluation of equity investments
During the fiscal year 2018 (April 2017 - March 2018) no revaluations of investments were made.
13. Write-downs of equity investments
In fiscal year 2018 (April 2017 - March 2018) the investment in the following companies was written down:
- Permasteelisa Pacific Holdings Ltd. (Singapore) for Euro 2,230 thousand;
- Permasteelisa Turkey Insaat Ticaret Limited Sirkety for Euro 1,519 thousand;
- Dyepower Consorzio – in liquidation for Euro 593 thousand;
- Cladding Technology Italia (CTI) – in liquidation for Euro 25 thousand.
14. Income tax expense
Taxes recognised in the Income Statement € thousands March 31,
2018 March 31,
2017 Current tax expense
Income/(Expenses) for Italian national tax consolidation (Ires) Other current tax expense
0 123
2,595 0
Adjustments for prior years 72 922
195 3,517
Deferred tax expense
Origination and reversal of temporary differences (978) (594)
Adjustments for prior years 0 0
(978) (594)
Total income tax expense in the income statement (783) 2,923
133
Reconciliation of effective tax rate € thousands
March 31, 2018
March 31, 2018
March 31, 2017
March 31, 2017
Profit before tax (2,307) 10,051
Income tax using the domestic corporation tax rate (Ires) 24% 554 27.5% 2,764 Non-deductible expenses 1,557 3,359 Tax exempt revenues (6,000) (5,500)
Current tax benefits not recognised in the income statement 2,917 1,063
Under/(over) provision for prior year taxes Other taxes Other
73
123
922 0
(7) 315
33.9% (783) 29.1% 2,923
15. Intangible assets
€ thousands Development costs
Rights to use intellectual
property
Licenses and
trademarks
Other intangible
assets
Intangible assets in
progress and advances
Total
Balance as of April 1, 2016 1 3,907 0 4,476 2,898 11,282
Acquisitions 2,136 364 1,252 3,752
Other increases 583 254 837
Decrease (18) (18)
Other decreases (837) (837)
Amortization (1) (1,651) (843) (2,495)
Balance as of March 31, 2017 0 4,957 0 4,251 3,313 12,521
Carrying amounts
As of April 1, 2016 attributable to:
Cost 2,433 16,215 0 12,663 2,898 34,209
Accumulated amortization (2,432) (12,308) 0 (8,187) 0 (22,927)
1 3,907 0 4,476 2,898 11,282
As of March 31, 2017 attributable to: Cost 2,433 18,904 0 13,281 3,313 37,931
Accumulated amortization (2,433) (13,947) 0 (9,030) 0 (25,410)
0 4,957 0 4,251 3,313 12,521
134
€ thousands
Development costs
Rights to use intellectual
property
Licenses and
trademarks
Other intangible
assets
Intangible assets in
progress and advances
Total
Balance as of April 1, 2017 0 4,957 0 4,251 3,313 12,521
Acquisitions 428 9 361 798
Other increases 156 60 (216) 0
Decrease 0
Other decreases 0
Amortization (1,493) (778) (2,271)
Balance as of March 31, 2018 0 4,048 0 3,542 3,458 11,048
Carrying amounts
As of April 1, 2017 attributable to:
Cost 2,433 18,904 0 13,281 3,313 37,931
Accumulated amortization (2,433) (13,947) 0 (9,030) 0 (25,410)
0 4,957 0 4,251 3,313 12,521
As of March 31, 2018 attributable to: Cost 2,433 19,488 0 13,350 3,458 38,729
Accumulated amortization (2,433) (15,440) 0 (9,808) 0 (27,681)
0 4,048 0 3,542 3,458 11,048
The increase for the period referred to the caption “Rights to use intellectual property” for Euro 428 thousand is related to the acquisition of new license for technical and project management department (Catia, Mathcad, Primavera, etc, for Euro 178 thousand), to the acquisition of new solutions for PMF (Euro 69 thousand), to the upgrade of HANA for SAP, (Euro 35 thousand), to the acquisition of new solutions and implementation for IT Disaster Recovery (Euro 39 thousand), to the acquisition of patent Dyepower (Euro 65 thousand) and other developments (Euro 42 thousand).
The increase referred to the caption “Intangible assets in progress and advances” for Euro 361 thousand is mainly related to the implementation and development of the project P3 (Euro 53 thousand), to additional development of the new Treasury software solution through Sap Treasury Management modules (Euro 41 thousand), to the acquisition and implementation of the K2 software licenses for the realization of the Workflow processes in the QHSE (Euro 131 thousand), to the development of the new Timesheet SAP Fiori solution (Euro 38 thousand) and new CRM solution to support Sales & Tender processes (Euro 44 thousand) and other developments (Euro 54 thousand).
Impairment losses and subsequent reversal
The management considered that, with respect to March 31, 2017, no specific impairment losses occurred which would have led the Company to measure the recoverable value of intangible assets through the relevant impairment tests.
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16. Tangible assets
€ thousands Land and buildings
Plant and machinery
Equipment
Other tangible
assets
Tangible assets in progress and
advances
Total
Balance as of April 1, 2016 18,642 5,101 148 2,031 1,048 26,970
Acquisitions 169 78 301 26 574
Other increases 115 792 136 1,043
Decrease (10) (3) (13)
Other decreases (1,043) (1,043)
Depreciation (868) (1,275) (53) (728) (2,924)
Exchange rate adjustment (4) (3) (7)
Balance as of March 31, 2017 17,889 4,773 170 1,737 31 24,600
Carrying amounts
As of April 1, 2016 attributable to:
Cost 30,070 25,568 3,865 9,363 1,048 69,914
Accumulated amortization (11,428) (20,467) (3,717) (7,332) 0 (42,944)
18,642 5,101 148 2,031 1,048 26,970
As of March 31, 2017 attributable to: Cost 30,185 26,511 3,934 9,758 31 70,419
Accumulated amortization (12,296) (21,738) (3,764) (8,021) 0 (45,819)
17,889 4,773 170 1,737 31 24,600
€ thousands Land and buildings
Plant and machinery
Equipment
Other tangible
assets
Tangible assets in progress and
advances
Total
Balance as of April 1, 2017 17,889 4,773 170 1,737 31 24,600
Acquisitions 122 256 206 186 143 913
Other increases 15 15
Decrease (3) (63) (66)
Other decreases (15) (15)
Depreciation (866) (1,195) (49) (582) (2,692)
Exchange rate adjustment (6) (6) (2) (14)
Balance as of March 31, 2018 17,145 3,840 321 1,276 159 22,741
Carrying amounts
As of April 1, 2017 attributable to:
Cost 30,185 26,511 3,934 9,758 31 70,419
Accumulated amortization (12,296) (21,738) (3,764) (8,021) 0 (45,819)
17,889 4,773 170 1,737 31 24,600
As of March 31, 2018 attributable to: Cost 30,308 26,753 4,072 9,593 159 70,885
Accumulated amortization (13,163) (22,913) (3,751) (8,317) 0 (48,144)
17,145 3,840 321 1,276 159 22,741
136
The investments as regards:
- “Lands and Buildings” to the structural operations at Milan office (Euro 114 thousand), and other minor operations at Vittorio Veneto and S. Vendemiano sites (Euro 8 thousand).
- “Plant and Machinery” to the acquisition of specific plants useful for the Dyepower project (Euro 83
thousand), to the revamping for handling panels robotic area (Euro 24 thousand) and to the fire detection
system for Vittorio Veneto plant (Euro 33 thousand), to the plant updating of the new offices in Milan (Euro
14 thousand), and to the purchasing of other minor machinery for Vittorio Veneto site (Euro 102 thousand).
- “Equipment and other assets” to the acquisition of some equipment useful for Dyepower project (Euro 175
thousand) and other various equipment for Vittorio Veneto site (Euro 31 thousand).
- “Other assets” to the acquisition of two 3D painters (Euro 59 thousand), one “spectrophotometer” (Euro 8
thousand), four uninterruptible power supply (UPS) for Vittorio Veneto and S. Vendemiano offices (Euro
28 thousand), a videoconferencing equipment for the new Milan offices (Euro 11 thousand) and other office
tools (Euro 80 thousand).
Impairment losses and subsequent reversal
At the reporting date, there have not been particular indications of impairment losses related to tangible assets.
Leased plant and machinery
The Company has no leased plant and machinery.
Tangible assets in progress
The increase of the period for Euro 144 thousand is due to the upgrading of the video surveillance system in Vittorio Veneto office building (Euro 77 thousand), the revamping of a Numerical Control Machines in Vittorio Veneto plant (Euro 31 thousand) and other minor activities in progress (Euro 36 thousand).
Other information
As of March 31, 2018, the Company does not have mortgages on buildings and other tangible assets.
17. Equity investments in subsidiaries
The Company has the following equity investments in subsidiaries:
€ thousands % ownership Carrying amount
Country March 31, 2018
March 31, 2017
March 31, 2018
March 31, 2017
Josef Gartner GmbH Germany 100.00% 100.00% 151,544 151,544
Permasteelisa Espana S.A.U. Spain 100.00% 100.00% 2,560 2,560
Permasteelisa France S.a.s. France 100.00% 100.00% 6,462 6,462
Permasteelisa North America Corp. USA 100.00% 100.00% 33,884 33,884
Permasteelisa UK Ltd. UK 100.00% 100.00% 6,154 754
Permasteelisa Ireland Ltd. Ireland 100.00% 100.00% (50) (50)
Permasteelisa Pacific Holdings Ltd. Singapore 54.25% 54.25% 31,874 34,104
Scheldebouw B.V. Holland 100.00% 100.00% 53,133 53,133
Permasteelisa Turkey Insaat Ticaret Limited Sirketi
Turkey 100.00% 100.00% (1,509) 10
Permasteelisa Participations S.r.l. Italy 99.00% 99.00% 50 50
Permasteelisa Do Brasil Construcao, Industria, Comercio Ltda
Brazil 99.00% 99.00% 18 18
RI.ISA d.o.o Croatia 98.55% 98.55% 76 76
Permasteelisa Colombia Colombia 100.00% 100.00% 31 31
Marine Project solution S.c.a.r.l. Italy 55.50% 55.50% 277 111
284,504 282,687
137
Summary financial information on subsidiaries: € thousands Assets Liabilities Net Equity Revenues Profit/
(loss)
March 31, 2018
Josef Gartner GmbH 336,210 200,963 135,247 208,620 10,705
Permasteelisa Espana S.A.U. 5,460 2,047 3,413 6,169 (179)
Permasteelisa France S.a.s. 25,633 21,962 3,671 20,377 869
Permasteelisa North America Corp. 250,257 172,191 78,066 420,587 (3,734)
Permasteelisa UK Ltd. 181,266 181,125 141 217,476 (2,188)
Permasteelisa Ireland Ltd. 7,758 5,657 2,101 7,553 194
Permasteelisa Pacific Holdings Ltd. 108,098 102,615 5,483 3,217 (2,104)
Scheldebouw B.V. 105,330 104,806 524 109,502 5,086
Permasteelisa Turkey Insaat Ticaret Limited Sirketi (237) 1,272 (1,509) (6) (584)
Permasteelisa Participations S.r.l. 6,097 4,768 1,329 0 616
Permasteelisa DoBrasil,Industria,Comercio Ltda 349 497 (148) (107) (107)
RI.ISA d.o.o. 762 74 688 1,193 58
Permasteelisa Colombia 8,594 8,099 495 12,787 451
Marine Project solutions S.c.a.r.l. 10,352 9,440 912 18,252 375
1,045,929 815,516 230,413 1,025,620 9,458
€ thousands Assets Liabilities Net Equity Revenues Profit/ (loss)
March 31, 2017
Josef Gartner GmbH 358,434 218,678 139,756 169,905 7,463
Permasteelisa Espana S.A.U. 8,218 4,626 3,592 7,680 139
Permasteelisa France S.a.s. 17,994 15,193 2,801 46,280 948
Permasteelisa North America Corp. 261,042 171,478 89,564 438,837 2,793
Permasteelisa UK Ltd. 146,848 148,051 (1,203) 242,925 (2,791)
Permasteelisa Ireland Ltd. 4,019 2,112 1,907 827 158
Permasteelisa Pacific Holdings Ltd. 138,554 118,917 19,637 7,756 (13,441)
Scheldebouw B.V. 102,689 107,146 (4,457) 114,182 5,818
Permasteelisa Turkey Insaat Ticaret Limited Sirketi 31 1,285 (1,254) 6 (344)
Permasteelisa Participations S.r.l. 6,099 5,385 714 0 285
Permasteelisa DoBrasil,Industria,Comercio Ltda 568 629 (61) (57) (126)
RI.ISA d.o.o. 947 315 632 1,235 119
Permasteelisa Colombia 8,827 8,777 50 11 17
Marine Project solution S.c.a.r.l. 5,250 5,012 238 941 38
1,059,520 807,604 251,916 1,030,528 1,076
138
The following table shows the comparison of the net equity held with respect to the carrying amount of the investments held:
€ thousands Net Equity % ownership Pro rata equity
Equity investment
Differential
March 31, 2018
Josef Gartner GmbH 135,247 100.00% 135,247 151,544 (16,297)
Permasteelisa Espana S.A.U. 3,413 100.00% 3,413 2,560 853
Permasteelisa France S.a.s. 3,671 100.00% 3,671 6,462 (2,791)
Permasteelisa North America Corp. 78,066 100.00% 78,066 33,884 44,182
Permasteelisa UK Ltd. 141 100.00% 141 6,154 (6,013)
Permasteelisa Ireland Ltd. 2,101 100.00% 2,101 (50) 2,151
Permasteelisa Pacific Holdings Ltd. 5,483 99.52% 5,457 31,874 (26,391)
Scheldebouw B.V. 524 100.00% 524 53,133 (52,609)
PermasteelisaTurkeyInsaatTicaretLimitedSirketi
(1,509) 100.00% (1,509) (1,509) 0
Permasteelisa Participations S.r.l. 1,329 100.00% 1,329 50 1,279
Permasteelisa DoBrasil,Industria,ComercioLtda
(148) 100.00% (148) 18 (166)
RI.ISA d.o.o. 688 98.55% 678 76 612
Permasteelisa Colombia 495 100.00% 495 31 464
Marine Project solutions S.c.a.r.l. 912 55.50% 506 277 635
230,413 229,971 284,504 (54,091)
It should be noted that for investments with a negative difference between the book value and the pro-quota value of shareholders' equity, a specific impairment test was carried out to assess the recoverability of the values based on the subsidiaries company’s forecast data. Following the aforementioned valuation, the equity investment on Permasteelisa Pacific Holdings Ltd. (Singapore) and on Permasteelisa Turkey Insaat Ticaret has been devaluated. No other impairment losses have been detected for the other subsidiaries equity investments.
Please refer to the Consolidated Financial Statements Appendix for the complete list of subsidiaries either directly or indirectly controlled by the Company.
18. Other equity investments
The balance as of March 31, 2018 includes for Euro 366 thousand (March 2017: Euro 366 thousand) the Parent company’s equity investment in Consorzio Interaziendale Prealpi, for Euro 0 thousand (March 2017: Euro 25 thousand) the equity investment in the Consorzio Cladding Technology Italia (CTI) and for Euro 0 thousand (March 2017: 706 thousand) the equity investment in the Consorzio Dyepower.
19. Deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to:
Assets (-) Liabilities (+) Net (-)
€ thousands 2018 2017 2018 2017 2018 2017
Tangible assets (79) (79) 58 58 (21) (21)
Intangible assets (1) (1) 782 850 781 849
Inventories (1,167) (973) 0 0 (1,167) (973)
Financial liabilities (2,265) (2,265) 0 0 (2,265) (2,265)
Provision for risks and charges (778) (993) 0 0 (778) (993)
Hedging 0 (140) 53 0 53 (140)
Other items (1,305) (608) 4,903 5,151 3,598 4,543
Tax value of loss carry-forwards (7,637) (7,637) 0 0 (7,637) (7,637)
Tax (assets) / liabilities (13,232) (12,696) 5,796 6,059 (7,436) (6,637)
Set off
Net tax (assets) / liabilities (13,232) (12,696) 5,796 6,059 (7,436) (6,637)
139
Movement in deferred tax assets and liabilities during the year
Balance April 1, 2016
Taxes recognised in income
statement
Taxes recognised in
equity
Other movements
Balance March 31,
2017
€ thousands
Tangible assets (25) 4 (21) Intangible assets 925 (76) 849 Inventories (136) (837) (973) Financial liabilities (2,265) (2,265) Provision for risks and charges (888) (105) (993) Hedging (87) (53) (140) Other items 4,130 420 (7) 4,543 Tax value of loss carry-forwards (7,637) (7,637)
(5,983) (594) (60) 0 (6,637)
Balance April 1, 2017
Taxes recognised in
income statement
Taxes recognised in
equity
Other movements
Balance March 31,
2018
€ thousands
Tangible assets (21) (21) Intangible assets 849 (68) 781 Inventories (973) (194) (1,167) Financial liabilities (2,265) (2,265) Provision for risks and charges (993) 215 (778) Hedging (140) 193 53 Other items 4,543 (931) (14) 3,598 Tax value of loss carry-forwards (7,637) (7,637)
(6,637) (978) 179 0 (7,436)
20. Assets for contracts work-in-progress and inventories
Assets for contracts work-in-progress and inventories
€ thousands March 31, 2018
March 31, 2017
Assets for contracts work-in-progress 53,853 48,663
Raw materials and consumables 541 550
Advances 1,307 3,176
55,701 52,389
Assets for contracts work-in-progress, for Euro 53,853 thousand, are indicated in the balance sheet assets net of the adjustment funds for Euro 5,717 thousand.
Liabilities for contracts work-in-progress and advances from customers
€ thousands March 31, 2018
March 31, 2017
Liabilities for contracts work-in-progress 1,243 3,329
Advances from customers 26,145 11,850
27,388 15,179
140
Contract work-in-progress
€ thousands March 31, 2018
March 31, 2017
Costs incurred on uncompleted contracts 671,701 602,321
Estimated earnings to date on uncompleted contracts 16,068 21,381
Less billings to date on uncompleted contracts (635,159) (578,368)
52,610 45,334
Assets for contracts work-in-progress
53,853
48,663
Liabilities for contracts work-in-progress (1,243) (3,329)
52,610 45,334
21. Trade receivables from third parties
€ thousands March 31, 2018
March 31, 2017
Trade receivables from third parties 28,247 41,850
Bad debts provision (8,614) (6,497)
19,633 35,353
As of March 31, 2018 trade receivables include guarantee retentions for Euro 6,889 thousand (March 2017: Euro 3,195 thousand) related to contracts work-in-progress.
With reference to trade receivables in foreign currency from third parties, the following table summarizes the outstanding balance accounts at year-end (in Euro units):
March 31, 2018 March 31, 2017
Currency
Receivable in foreign
currency
Counter-value in Euro at the end of
the period
Currency
Receivable in foreign currency
Counter-value in Euro at the end of
the period
CHF 22,223 18,867 CHF 22,223 20,777
GBP 4,220 4,824 GBP 4,220 4,933
JPY (300,000) (2,287) JPY (300,000) (2,509)
QAR 131,635 29,351 QAR 131,635 33,826
USD 5,223,114 4,239,197 USD 14,495,610 13,558,704
The following table shows the changes of the provision for bad debts during the year:
€ thousands March 31,
2018 March 31,
2017
Balance at the beginning of the accounting year 6,497 5,397
Utilizations (77) (72)
Reversal 0 0
Provision 2,194 1,172
Balance at the year-end 8,614 6,497
141
22. Amounts receivables from subsidiaries
€ thousands March 31, 2018
March 31, 2017
Trade receivables – current Permasteelisa UK Ltd. 17,025 12,781
Permasteelisa North America Corp. 8,173 7,507
Permasteelisa Colombia Sas 4,961 0
Global Architectural Co. Ltd. 4,921 7,004
Josef Gartner Curtain Wall (Shanghai) Ltd. 4,191 3,359
Permasteelisa Gartner Saudi Arabia Llc. 3,881 3,534
Permasteelisa Gartner Qatar Llc 3,621 23,426
Permasteelisa France S.a.s. 2,842 4,854
Permasteelisa Hong Kong Limited 2,391 1,653
OOO Josef Gartner 1,952 3,416
Scheldebouw B.V. 1,952 4,273
Permasteelisa (India) Private Limited 1,627 2,670
Permasteelisa Pacific Holdings Ltd. 1,624 1,305
Permasteelisa Monaco - Branch Pisa France 1,220 0
Dongguan Permasteelisa Curtain Wall 1,030 506
Permasteelisa Gartner Middle East Llc 918 2,171
Permasteelisa Ireland Ltd. 890 91
Josef Gartner Curtain Wall (Suzhou) Ltd. 824 756
Permasteelisa Philippines Inc. 784 759
Permasteelisa Mongolia Llc 771 735
Permasteelisa Project (Thailand) Ltd 572 655
Josef Gartner Taiwan (Josef Gartner & Co. (HK) Ltd. branch) 411 340
Global Wall Malaysia Sdn. Bhd. 307 240
Josef Gartner GmbH 210 2,490
Marine Project Solutions S.c.a.r.l. 132 93
Permasteelisa PTY Ltd 65 115
RI.ISA D.o.o. 41 207
Permasteelisa Japan K.K. 35 (101)
Permasteelisa Participations S.r.l. 6 7
Permasteelisa Turkey 4 3
Permasteelisa España S.A. 3 70
Permasteelisa Macau Limited 3 5
Josef Gartner (Macau) Ltd. 1 4
Bleu Tech Montreal Inc. 0 576
Josef Gartner Switzerland AG 0 54
Commercial exchange rate adjustment (1,472) 2,374
65,916 87,932
Financial receivables – Current
Permasteelisa Gartner Saudi Llc 87,507 0
Permasteelisa Gartner Middle East Llc 86,443 72,178
Permasteelisa Pacific Holdings Ltd. 71,897 71,977
Permasteelisa UK Ltd. 25,945 0
Scheldebouw B.V. 13,497 15,375
Permasteelisa North America Corp. 7,467 0
Permasteelisa Participations S.r.l. 4,761 5,377
Permasteelisa Turkey 1,903 1,671
Permasteelisa Espana S.A. 270 870
Permasteelisa Gartner Qatar Llc 0 80,465
Financial exchange rate adjustment (3,456) 36,873
296,234 284,786
142
Current financial receivables mainly include balance amounts concerning intercompany current account positions, which highlight the role of central treasury function played by the Parent company.
Permasteelisa Gartner Saudi Llc is involved in KAFD project, related to the installation of curtain walls on thirteen towers in the financial district of Riyadh in Saudi Arabia, suspended for about 2 years due to financial difficulties faced by the local general contractor. The local company is exposed on this project with receivables for Euro 56 million and in work in progress not yet invoiced for Euro 34 million. The Group's management is engaged in negotiations at various levels with the local counterparts to obtain the collection of overdue receivables, proceeding with the invoicing of the work in progress and the execution of the project. Despite the uncertainties regarding the successful conclusion of these negotiations in progress, the management is confident that the local company will be able to collect its receivables in a short time and allow Permasteelisa S.p.A. to collect its financial receivables of Euro 87,507 thousand.
Current account positions are regulated according to market rates (three-month Euribor/Libor rate + 0.50% spread). Average rates on the intercompany current accounts in this year have been as follows:
March
2018 March
2017
Current account currency Rate Current account currency Rate
EURO 0.17% EURO 0.20%
USD 1.98% USD 1.36%
GBP 0.91% GBP 0.94%
AUD 2.25% AUD 2.36%
JPY 0.47% JPY 0.47%
SGD 1.64% SGD 1.44%
THB 2.08% THB 2.09%
HKD 1.45% HKD 1.20%
CAD 1.83% CAD 1.41%
HRK 0.83% HRK 1.04%
DKK 0.22% DKK 0.31%
CHF -0.23% CHF -0.24%
RUB 9.15% RUB 11.32%
QAR 2.91% QAR 2.07%
AED 2.15% AED 1.39%
With reference to trade receivables in foreign currency from subsidiaries, the following table summarizes the outstanding balance accounts at year-end (in Euro units):
March 31, 2018 March 31, 2017
Currency Receivable in
foreign currency
Counter-value in Euro at the end of
the period
Currency Receivable in
foreign currency
Counter-value in Euro at the end of
the period
AUD 103,542 64,569 AUD 161,860 115,763
CAD 0 0 CAD 844,873 592,270
CHF 0 0 CHF 58,183 54,397
CNY 325,388 42,003 CNY 325,388 44,185
GBP 4,027,894 4,603,833 GBP 4,881,278 5,705,560
HKD 4,196,427 433,981 HKD 13,833,415 1,665,192
HRK 306,147 41,191 HRK 1,563,362 209,946
JPY 5,571,557 42,482 JPY (10,201,529) (85,333)
SGD 2,088,514 1,292,557 SGD 1,658,122 1,109,854
USD 20,719,278 538,471 USD 42,071,121 39,351,904
THB 25,085,351 20,359,834 THB 110,918,472 3,020,327
143
With reference to financial receivables in foreign currency from subsidiaries, the following table summarizes the outstanding balance accounts at year-end (in Euro units):
March 31, 2018 March 31, 2017
Currency
Receivable in foreign
currency
Counter-value in Euro at the end of
the period
Currency
Receivable in foreign
currency
Counter-value in Euro at the end of
the period GBP 22,984,270 26,270,739 GBP 0 0 JPY 566,365,891 4,318,459 JPY 761,156,614 6,366,847 SGD 83,438,616 51,639,198 SGD 80,029,708 53,567,408 USD 187,235,468 151,964,506 USD 210,332,060 196,737,499
23. Income tax receivables
€ thousands March 31, 2018
March 31, 2017
Tax income receivables 5,344 3,747
5,344 3,747
It should be noted that the item mainly consists of IRES/IRAP and withholding tax receivables. It also includes the
amount of Euro 1,1 million related to the refund claim of the taxes on dividends referring to fiscal year 2014.
The item “Income tax receivables” should be analysed in conjunction with the item 33 "Current tax liabilities".
24. Other current assets
€ thousands March 31, 2018
March 31, 2017
VAT receivables 3,263 698
Other receivables 14,325 8,430
Accrued income and deferred charges 4,351 6,729
21,939 15,857
The caption “Other receivables” includes:
March 31, 2018
March 31, 2017
Assets for the fair value assessment of derivatives instruments 7,971 2,232
Other receivables 6,354 6,198
14,326 8,430
Assets for the fair value assessment of derivatives instruments are referred to foreign currency transactions for Euro 7,971 thousand (2017: Euro 2,232 thousand).
The caption “Other receivables” includes Euro 5,7 million related to repayments owed from a supplier for damages. The Company, in respect of its rights which have previously been legally recognised, has taken action to receive this sum. The Company's position for the right to said damages is sufficiently supported by legal opinion.
25. Cash and cash equivalents
€ thousands March 31, 2018
March 31, 2017
Bank and post current accounts and deposits 3,380 4,815
Cash and cash equivalents 8 5
3,388 4,820
144
With reference to currency cash and cash equivalents, the following table summarizes the outstanding balance accounts at year-end (in Euro units):
March 31, 2018 March 31, 2017
Currency
Receivable in foreign
currency
Counter-value in Euro at the end of
the period
Currency
Receivable in foreign
currency
Counter-value in Euro at the end of
the period CHF 12,616 10,711 CHF 12,703 11,877 CNY 1,167 151 CNY 1,167 158 GBP 427,505 488,633 GBP 694,026 811,224 HKD 52,430 5,422 HKD 20,995 2,527 SGD 35,089 21,716 SGD 9,135 6,115 EUR 50,065 50,065 EUR 65 65 USD 2,594,669 2,105,892 USD 3,563,790 3,333,449
26. Non-current assets held for sale
€ thousands March 31, 2018
March 31, 2017
Non-current assets held for sale 0 0
0 0
As of March 31, 2018, there are not “Non-current assets held for sale”.
27. Net equity
Net equity changes
Please refer to the relevant table that precedes the notes to the Statutory Financial Statements.
Share capital
As of March 31, 2018, the share capital amounted to Euro 6,900 thousand and includes 25,613,544 ordinary shares issued without nominal value.
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. All shares are equal since there are no preference shares.
Please refer to the Management Report concerning the net result allocation proposal made by the Board of Directors on May 24th, 2018 which approved the Statutory Financial Statements and the Consolidated Financial Statements as of March 31, 2018.
Legal reserve
The legal reserve, amounting to Euro 1,380 thousand, was restored after the merger of the holding companies Terre Alte S.p.A. and Montrachet S.p.A. into Permasteelisa S.p.A. occurred in October 2010 with fiscal and civil effect backdated to January 1, 2010.
Foreign exchange risk hedging reserve, commodities risk hedging reserve and interest risk hedging reserve
The foreign exchange risk hedging reserve includes the effective portion of the net differences accumulated in the “fair value” of the hedging instruments on currencies, associated to hedged and not yet performed transactions. The changes in these reserves are stated in the following table:
145
Foreign exchange risk hedging reserve
Amount before
tax Tax Amount after
tax
Reserve as of April, 2016 (302) 87 (215)
Increase/(decrease) (491) 107 (384)
Release to income statement 209 (54) 155
Reserve as of March 31, 2017 (584) 140 (444)
Foreign exchange risk hedging reserve
Amount before
tax Tax Amount after
tax
Reserve as of April 1, 2017 (584) 140 (444)
Increase/(decrease) 462 (111) 351
Release to income statement 342 (82) 260
Reserve as of March 31, 2018 220 (53) 167
As of March 31, 2018 there are no commodities and interest risks.
Other reserves
They include merger surplus reserve, the non-available IAS conversion reserve and other IAS conversion reserves and other merger reserves. The relevant statement of net equity changes highlights variations of these items during the year.
In particular:
- the item “other merger reserve” arose during the period due to the merger of holding companies Terre Alte
S.p.A. and Montrachet S.p.A. into Permasteelisa S.p.A. occurred on 22 October 2010 with fiscal and Italian
law effects backdated on 1 January 2010. Due to the kind of merger (reverse merger), the share capital
and all the reserves of Permasteelisa S.p.A. existing at the merger date were maintained and the remaining
components of the merged companies (share capital, share premium and losses carried forward) were
incorporated in the item “other merger reserve”. As of March 31, 2018 the reserve amounts to 163,789
thousand (March 2017: 163,789 thousand), the same compared to the previous year.
- the item "IAS 19 Reserve" which had, as of March 31, 2017, a negative balance of Euro 404 thousand,
was increased to a balance of Euro 446 thousand as of March 31, 2018, following the actuarial valuation
of the period.
146
Information on reserve
The following table reports information on net equity items sorted by origin, available amounts for use, distribution and amounts already used in the previous three years.
2018 Amount Possibility of
use (*) Available amount
2018
Not-available
amount 2018
Amounts used in the previous
3 years to hedge losses
Amounts used in the previous 3 years for
other reasons
Share capital 6,900,000
Legal reserve 1,380,000 B 1,380,000
Share premium 0 A,B,C
Revaluation reserve 0 A,B Extraordinary reserve 0 A,B,C
Merger surplus reserve 3,815 A,B,C 3,815
Other merger reserve 163,786,313 A,B,C 163,786,313
Retained earnings (5,161,073) A,B,C (5,161,073) 25,137,452
IAS conversion reserve - severance
311,948 - 311,948
IAS 19 reserve (446,157) (446,157)
Other reserves 0
Other IAS conversion reserves
IAS conversion reserve - land 0
IAS conversion reserve - goodwill
(16,545) (16,545)
IAS conversion reserve - web costs
(86,251) (86,251)
IAS conversion reserve - IAS 39
0
Total other IAS conversion reserve items
(102,796) A,B,C (102,796)
Foreign exchange risk hedging reserve
167,098 - 167,098
Commodities Risk hedging reserve
0 -
Risk hedging reserve on interest
0 -
Translation reserve
612,826 - 612,826
Total reserves 160,551,974 158,522,444 2,029,530 25,137,452
Not-distributable amount 3,684,192
Distributable remaining amount
162,206,636
(*) A: for share capital increase; B: for hedging losses; C: for distribution to the partners.
Capital management
In the area of capital management, the Company aims at adding value for the Shareholder, safeguard the continuity of the business and support the development of the Group. The Company has thus tried to keep a suitable capitalisation level to enable both the achievement of a suitable return on capital for the Shareholder and ensure the accessibility in economic terms of external financing sources, also by achieving a suitable rating.
The Company constantly monitors its level of indebtedness in reference to the net equity and especially the net level of indebtedness and the cash generation from operations.
To this end, the Company pursues the ongoing improvement of profitability in its business areas. It may also sell part of its own assets to reduce the value of debt, while the Board of Directors may suggest to the Shareholder's Meeting to reduce or increase the share capital or, if legally viable, distribute the reserves. In this framework the Company also proceeds to buy back treasury shares, clearly within the limits authorised by the Shareholder's Meeting, following the same approach aimed at adding value compatible with the aims of achieving a balanced financial standing and improve the rating.
147
The capital is understood to be the value added by the Shareholder (share capital and the share-premium reserve, net of the value of the treasury share), and generated by the Company in terms of the results achieved by the management (legal reserve and retained earnings, included the results for the year), excluding the profit and loss entered directly into the net equity, except for the revaluation reserve, the merger surplus reserve and the IAS/IFRS conversion reserve.
28. Amounts payable to banks and other financial creditors
€ thousands March 31, 2018
March 31, 2017
Amounts payable to banks and other financial creditors non-current
Medium and long term Shareholder’s loan 158,480 205,037
158,480 205,037
Amounts payable to banks and other financial creditors current
Medium and long term Shareholder’s loan (current portion) 65,181 50,056
Bank accounts, advances and other short-term loans 122,380 168,529
187,561 218,585
It should be noted that the financial exposure to the Shareholder LIXIL amounts to a total of Euro 224 million and
the payables to banks include short-term facilities for approximately Euro 108 million obtained from Japanese credit
institutions.
The short-term bank loans in use, for an amount of Euro 122 million, relate to contracts for credit facilities on a
rotating basis, to cover the Group's cash requirements.
During the period from April 1, 2017 to March 31, 2018, it should be noted as follow:
- in May, August, November 2017 and February 2018 have been repaid four tranches of Shareholder’s loan in
USD for a counter value of Euro 12.6 million;
- in August 2017, a further loan of Euro 20 million was disbursed by the Shareholder to cover the payment of a
lawsuit in the UK;
- in September 2017 and March 2018 have been repaid two tranches of Shareholder’s loan for a value of Euro
36.2 million.
In terms of mortgages on real estate or other fixed assets owned by the Company, please refer to note 37 “Commitments”.
Net financial position
To complete the information reported in these notes, the Company financial position as of March 31, 2018 is below reported.
€ thousands March 31, 2018
March 31, 2017
Cash and cash equivalents 3,388 4,820
Financial receivables from subsidiaries 296,234 284,786
Financial payables to subsidiaries (173,468) (128,364)
Amounts payables to bank (122,380) (168,529)
Shareholder’s loan (65,181) (50,056)
Net financial position - short term (61,407) (57,343)
Shareholder’s loan (158,480) (205,037)
Net financial position - medium/long term (158,480) (205,037)
Total net financial position (219,887) (262,380)
148
The net financial position of the Company including Shareholder’s loan as of March 31, 2018, is negative for Euro 220 million including an amount of “cash & bank deposits” for Euro 3 million.
The average rates recorded by the Company during the period are as follows:
a. current account deposits and bank deposits: 0.28% (March 2017 0%);
b. short-term loans: 0.93% (March 2017: 0.97%);
c. mortgages and medium- long term loans: not detected as there were no such financing during the current year (same of March 2017);
d. shareholder’s loan: spread applied equal to 0.95% (March 2017: 0.95%);
e. liabilities on financial leasing: not detected as there are not financial leases.
The actual average rate over overall indebtedness stood at 0.98% (March 2017: 1%).
29. Severance indemnity fund
In accordance with national regulations, the amount due to each employee accrues on the basis of the service performed and must be paid when the employee leaves the Company. The payment due upon termination of the employment relationship is calculated on the basis of its duration and the taxable salary of each employee. The liability, revalued annually based upon the official cost of living index and legal interest, is not associated with any condition or accrual period, or any funding obligation; therefore, there are no assets at the service of the fund.
The regulations were supplemented by Italian Legislative Decree no. 252/2005 and by Italian Law no. 296/2006 (Finance 2007) which, for companies with at least 50 employees, established that the shares accrued since 2007 are used, at the option of employees, either for the INPS Treasury Fund or for other forms of supplementary pension schemes, assuming the nature of “defined contribution plan”. The revaluations of the amounts in existence at the dates of option are still, however, accounted to the severance indemnity fund, along with, for companies with less than 50 employees, also the shares accrued and not used for the supplementary pension scheme. In accordance with IAS 19 (2011), that fund is accounted for as “Defined benefits plan”.
The table reported above refers exclusively to the severance indemnity accrued before 2007.
€ thousands March 31, 2018
March 31, 2017
Present value of the defined benefit obligation 3,380 3,452
Unrecognised actuarial gains and losses 0 0
Recognised liability for severance indemnity fund 3,380 3,452
Movements of the severance indemnity fund € thousands
March 31, 2018
March 31, 2017
Net recognised liability as of April 1 3,452 3,452
Other movements 0 (2)
Payments (172) (110)
Actuarial (gains)/losses 55 30
Expenses recognised in the income statement 45 82
Net recognised liability as of March 31 3,380 3,452
Expenses recognised in the income statement
€ thousands March 31,
2018 March 31,
2017
Interest on obligation 45 82
45 82
149
Principal economic actuarial assumption:
March 31, 2018
March 31, 2017
Actuarial rate as of March 31 1.37% 1.43%
Inflation rate 1.50% 1.50%
Future TFR increase rate 2.63% 2.63%
Principal demographic actuarial assumption:
Probability of death Mortality table RG48 published by the State General Accounting Tables
Probability of invalidity INPS Tables split into age and gender
Probability of retirement 100% upon achieving AGO requirements
Set out below is the sensitivity analysis for each actuarial circumstance for the purposes of determining the amount of year-end liability; the same shows the effects, expressed in absolute terms, of variations of the actuarial circumstances reasonably possible at that date.
Variations in actuarial assumptions
March 31, 2018
March 31, 2017
Inflation rate
+0.25 p.p. 3,428 3,489
-0.25 p.p. 3,305 3,360
Discount rate
+0.25 p.p. 3,269 3,322
-0.25 p.p. 3,468 3,531
The average financial duration of the obligation amounts to 13 years.
30. Provisions for risks and charges
€ thousands Provision for losses in a subsidiary
Warranty provision
Provision for risks on
ongoing jobs
Other provisions
Total
Balance as of April 1, 2016 0 182 2,025 1,346 3,553
Provisions made during the year 295 500 1,000 1,795
Provisions used during the year (413) (413)
Provisions reversed during the year (1,130) (1,130)
Balance as of March 31, 2017 0 64 2,525 1,216 3,805
150
€ thousands Provision for losses in a subsidiary
Warranty provision
Provision for risks on
ongoing jobs
Other provisions
Total
Balance as of April 1, 2017 0 64 2,525 1,216 3,805
Provisions made during the year 282 300 150 732
Provisions used during the year (500) (500)
Provisions reversed during the year (1,000) (1,000)
Movements of the year (*) (2,025) (2,025)
Balance as of March 31, 2018 0 346 300 366 1,012
(*) Euro 2,025 thousand have been reclassified from the provision for risks to the provision for work in progress risk.
31. Trade payables to third parties
€ thousands March 31, 2018
March 31, 2017
Trade payables to third parties 40,322 36,754
40,322 36,754
As of March 31, 2018, trade payables includes invoices to be received for Euro 8,182 thousand (March 2017: Euro 8,857 thousand) and retentions for Euro 868 thousand (March 2017: Euro 939 thousand).
With reference to trade payables in foreign currency to third parties, the following table summarizes the outstanding balance accounts at year-end (in Euro):
March 31, 2018 March 31, 2017
Currency
Payable in foreign
currency
Counter-value in Euro at the end of the
period
Currency
Payable in foreign
currency
Counter-value in Euro at the end of the
period
AUD 3,855 2,404 AUD 3,855 2,757
CAD 2,006 1,262 CAD 2,006 1,406
CHF 38,265 32,486 CHF 37,936 35,467
GBP 25,372 29,000 GBP 104,229 121,830
HKD 119 12 HKD 0 0
JPY 10,627,384 81,032 JPY 2,646,188 22,135
SGD 24 15 SGD 0 0
KWD 0 0 KWD 23,409 71,833
RUB 687 10 RUB 0 0
USD 491,610 399,001 USD 2,061,737 1,928,479
EUR 18,666 18,666 EUR 6,871 6,871
32. Trade payables to subsidiaries
€ thousands March 31, 2018
March 31, 2017
Trade payables
Permasteelisa UK Ltd. 1,981 121
Permasteelisa Hong Kong Limited 1,106 1,180
Scheldebouw B.V. 1,017 1,251
RI.ISA D.o.o. 596 738
Permasteelisa Gartner Middle East Llc 249 203
Permasteelisa Gartner Saudi Llc 236 149
Permasteelisa Pacific Holdings Ltd. 170 233
Permasteelisa Gartner Qatar Llc 126 121
151
Josef Gartner GmbH 100 102
Global Architectural Co. Ltd. 98 103
Permasteelisa North America Corp. 90 86
Josef Gartner Curtain Wall (Shanghai) Co. Ltd. 55 33
Permasteelisa PTY Limited 53 43
Bleu Tech Montreal Inc. 32 0
OOO Josef Gartner 23 14
Josef Gartner Switzerland AG 23 26
Permasteelisa France S.a.s. 23 5
Permasteelisa Ireland Ltd. 11 1
Josef Gartner Curtain Wall (Suzhou) Co. Ltd. 4 4
Permasteelisa Turkey 4 0
Permasteelisa España S.A. 2 1
Marine Project Solutions 2 0
Permasteelisa (India) Private Ltd. 0 205
Commercial exchange rate adjustment 10,447 9,986
16,448 14,605
Financial payables Josef Gartner GmbH 115,608 92,670
Permasteelisa Gartner Qatar Llc 42,435 0
Permasteelisa France S.a.s. 12,669 7,584
Permasteelisa Pacific Holdings Ltd. 8,460 13,626
Permasteelisa Ireland Ltd. 2,547 3,560
Permasteelisa North America Corp. 0 9,676
Permasteelisa Gartner Saudi Llc 0 3,084
Permasteelisa UK Ltd. 0 5,292
Financial exchange rate adjustment (8,251) (7,128)
173,468 128,364
As far as financial payables are concerned, the same applies as for financial receivables as per item 22.
With reference to trade payables in foreign currency to subsidiaries, the following table summarizes the outstanding balance accounts at year end (in Euro):
March 31, 2018 March 31, 2017
Currency Payable in foreign
currency
Counter-value in Euro at the end of
the period
Currency
Payable in foreign
currency
Counter-value in Euro at the end of
the period
AUD 217,896 135,879 AUD 206,865 147,951
CAD 47,024 29,584 CAD 1,309 918
CHF 26,380 22,396 CHF 28,182 26,348
CNY 340,668 43,975 CNY 170,443 23,145
GBP 157,364 179,865 GBP 104,603 122,267
HKD 1,137,609 117,648 HKD 1,453,647 174,982
JPY 12,536 96 JPY 0 0
QAR 233,165 51,990 QAR 207,924 53,430
EUR 6,177 6,177 EUR 0 0
USD 2,726,284 2,212,713 USD 2,470,474 2,310,798
THB 3,215,893 83,577 THB 3,346,646 91,130
152
With reference to financial payables in foreign currency to subsidiaries, the following table summarizes the outstanding balance accounts at year-end (in Euro):
March 31, 2018 March 31, 2017
Currency Payable in foreign
currency
Counter-value in Euro at the end of
the period
Currency
Payable in foreign
currency
Counter-value in Euro at the end of
the period
AUD 7,624,297 4,754,488 AUD 8,560,235 6,122,325
GBP 0 0 GBP 4,419,965 5,166,347
HKD 31,734,058 3,281,838 HKD 105,478,552 12,696,939
With reference to payables in foreign currency to third parties, the following table summarizes the outstanding balance accounts as at March 31, 2018 (in Euro):
March 31, 2018 March 31, 2017
Currency Payable in foreign
currency
Counter-value in Euro at the end of
the period
Currency
Payable in foreign
currency
Counter-value in Euro at the end of the
period
RUB 2,788 39 RUB 0 0
USD 11,115,000 9,021,183 USD 25,971,667 24,293,019
33. Current tax liability
At March 31, 2018 the Company has no tax liabilities. The item “Current tax liabilities” should be analysed in conjunction with the item 23 " Income tax receivables”.
34. Other current liabilities
€ thousands March 31, 2018
March 31, 2017
Employees taxation payables 1,399 1,456 Amounts payable to social agencies 3,101 2,924
Amounts payable to employees 9,132 9,116 Other liabilities 1,934 3,685 Accrued liabilities and deferred income 83 282
15,649 17,463
Other liabilities
€ thousands March 31, 2018
March 31, 2017
Forward liabilities 1,805 3,416
Other liabilities 129 269
1,934 3,685
Forward liabilities are referred for Euro 1,805 thousand to foreign currency transactions (March 2017: Euro 3,416 thousand).
35. Risk management
The exposure to credit, interest rate, commodity price and currency risks, arises in the normal course of the
Company’s business. Historically, derivative financial instruments are used by the Company to hedge its exposure
to fluctuations in foreign exchange rates. The Company also hedges itself against commodity price risks.
153
Credit Risk
Credit risk is the risk that arises when a customer or counterparty may fail to meet his commitments when they become due and cause the Company to incur in a financial loss. The Company’s primary exposure to credit risk arises from its contract receivables. The Company has implemented a specific Risk management system to analyze each specific tender and a rating is given to each project and customer. Specific measures are applied to minimize the company’s risk and the system in place allows to subsequently monitoring the credit risk exposure on an ongoing basis.
Other financial assets of the Company with exposure to credit risk include cash and cash equivalents and derivative financial instruments to hedge the Company exposure to foreign currency risk. Cash and cash equivalents are held with banks with high credit ratings. Transactions involving derivative financial instruments are allowed only with counterparties that are of high credit quality. As such, the management does not expect any counterparty to fail to meet their commitments.
At the balance sheet date, there were no significant concentrations of credit risk on specific customers or on specific geographical areas. The maximum exposure to credit risk is represented by the carrying amount of each financial asset, including derivative financial instruments, in the statement of financial position.
With reference to trade receivables from third parties, from subsidiaries and associated companies, as well as financial receivables from subsidiaries recorded in the financial statements, the maximum credit risk exposure by geographical area is listed in Appendix I.
In the following table the trade receivables from third parties broken down by maturity:
€ thousands Gross Receivables
Bad debts provision
Net Receivables
Gross Receivables
Bad debts provision
Net Receivables
March 31, 2018
March 31, 2018
March 31, 2018
March 31, 2017
March 31, 2017
March 31, 2017
Not past due 11,377 (2,524) 8,853 14,490 (646) 13,844 Past due 0-180 days 2,708 0 2,708 15,696 (1) 15,695 Past due 181-365 days 1,725 0 1,725 765 (5) 760 More than one year 11,150 (6,090) 5,060 9,089 (5,845) 3,244
Total 26,960 (8,614) 18,346 40,040 (6,497) 33,543
Exchange rate adjustment 1,287 1,810
19,633 35,353
As of March 31, 2018 the receivables that had not yet reached the expiry date, net of the Provision for bad debts, amounted to 45% of the total (March 2017: 41%) and the credit due for over one year amounted to 26% (March 2017: 9%).
Interest rate risk
The Company’s exposure to changes in interest rates relates primarily to interest-earning assets and interest-earning liabilities (amounts receivable from banks and other financial institutions or amounts payable to banks and other financial institutions). Interest rate risk is actively managed at central level to guarantee that interests payments are within acceptable levels and consistent with the Company’s business strategies.
The Company does not generally use derivative financial instruments to hedge its exposure to interest rate risk.
Sensitivity analysis
The impact of a variation of 100 basis points in interest rates on the year-end date would have determined an increase (decrease) of the net equity and of the results for the period for the amounts shown below. The analysis was done assuming that all the other variables, in particular the exchange rate to foreign currencies, remain stable. On the same basis has been done also the analysis of previous year.
€ thousands Result for the period
Net equity
+100 bp - 100 bp +100 bp - 100 bp
March 31, 2018
Variable rate loans (4,226) 3,755 (4,226) 3,755
(4,226) 3,755 (4,226) 3,755
154
€ thousands Result for the period
Net equity
+100 bp - 100 bp +100 bp - 100 bp
March 31, 2017
Variable rate loans (4,307) 4,307 (4,307) 4,307
(4,307) 4,307 (4,307) 4,307
Please note that the Company does not have any fixed rate loans.
Liquidity risk
Policies and procedures have been established to monitor and control liquidity, at both central level and individual subsidiary level, on a daily basis adopting a cash flow management approach.
The table below shows the detail of the future contractual flows of financial liabilities held by the Company, broken down into financial liabilities not associated to derivative instruments and financial liabilities associated to derivative instruments.
Exposure to the liquidity risk associated to financial liabilities other than derivative instruments March 31, 2018
€ thousands Carrying value Contractual Cash Flows
Contractual Cash
Flows less than 1 year
Contractual Cash Flows
between 1 and 5 years
Contractual Cash Flows exceeding 5
years
Financial liabilities other than derivatives
Trade payables 40,322 40,322 40,322 0 0
Trade payables to subsidiaries 16,448 16,448 16,448 0 0
Amounts payable to banks 122,381 122,381 122,381 0 0
Financial payables to subsidiaries 173,468 173,468 173,468 0 0
Financial payables to shareholder 223,661 223,661 65,181 158,480 0
Total 576,280 576,280 417,800 158,480 0
€ thousands
March 31, 2017
Carrying value Contractual Cash Flows
Contractual Cash Flows less than 1
year
Contractual Cash Flows
between 1 and 5 years
Contractual Cash Flows exceeding 5
years
Financial liabilities other than derivatives
Trade payables 36,754 36,754 36,754 0 0
Trade payables to subsidiaries 14,605 14,605 14,605 0 0
Amounts payable to banks 168,529 168,529 168,529 0 0
Financial payables to subsidiaries 128,364 128,364 128,364 0 0
Financial payables to shareholder 255,093 255,093 50,056 205,037 0
Total 603,345 603,345 398,308 205,037 0
155
Exposure to the liquidity risk associated to financial liabilities related to derivative instruments
March 31, 2018
€ thousands Carrying value
Contractual Cash Flows
Contractual Cash Flows less than 1
year
Contractual Cash Flows
between 1 and 5 years
Contractual Cash Flows exceeding 5
years Assets (-) / Liabilities (+)
Assets from fair-value valuation on forward contracts on currencies
(7,971) (7,971) (7,971) 0 0
- in flows (351,074) (351,074)
- out flows 343,103 343,103
Liabilities from fair-value valuation on forward contracts on currencies
1,805 1,805 1,805 0 0
- in flows (143,926) (143,926)
- out flows 145,731 145,731
Total booked value (6,166) (6,166) (6,166) 0 0
March 31, 2017
€ thousands Carrying value
Contractual Cash Flows
Contractual Cash Flows less than 1
year
Contractual Cash Flows
between 1 and 5 years
Contractual Cash Flows exceeding 5
years Assets (-) / Liabilities (+)
Assets from fair-value valuation on forward contracts on currencies
(2,232) (2,232) (2,232) 0 0
- in flows (231,427) (231,427)
- out flows 229,195 229,195
Liabilities from fair-value valuation on forward contracts on currencies
3,416 3,416 3,416 0 0
- in flows (205,845) (205,845)
- out flows 209,261 209,261
Total booked value 1,184 1,184 1,184 0 0
Please note the value of assets and liabilities shown in the tables above are provided for information only; indeed, the derivative contracts do not in fact lead to the actual outlay or collection of the stated amounts that, on the contrary, are subject to the settlement of the difference between the two outflows.
Also, note that to assess correctly the liquidity risk, it is necessary to bear in mind the financial assets held by the Company to offset the future cash flows arising from the aforementioned financial liabilities:
a) cash and cash equivalents for Euro 3,388 thousand and Euro 4,820 thousand respectively as of March 31,
2018 and as of March 31, 2017;
b) trade receivables from third parties for Euro 19,633 thousand and Euro 35,353 thousand respectively as
of March 31, 2018 and as of March 31, 2017;
c) trade receivables from subsidiaries for Euro 65,916 thousand and Euro 87,932 thousand respectively as
of March 31, 2018 and as of March 31, 2017;
d) financial receivables from subsidiaries for Euro 296,234 thousand and Euro 284,786 thousand respectively
as of March 31, 2018 and as of March 31, 2017.
Foreign currency risk
The Company incurs foreign currency risk on contract revenues and purchases and on borrowings and loans denominated in a currency other than Euro. The foreign currencies giving rise this risk are primarily United State dollars and Great Britain pounds.
Generally, the contracts are hedged for the total amount denominated in foreign currency; see paragraph “e” for a detailed description of the way used by the Company to hedge its job contracts in foreign currency.
156
In respect to monetary assets and liabilities held in foreign currency other that those related to the contracts, the Company’s policy consists in minimizing the net exposure to change in exchange rates by specific medium/short-term forward exchange contracts, rolled over at maturity if necessary.
Sensitivity analysis
A 10% decrease of the Euro against the following currencies as of March 31, 2018 would have led to the following increase (decrease) of the results for the period and the net equity. The analysis has been performed considering that all the other variables, more specifically the interest rates, had remained constant. The analysis was performed on the same basis compared to the previous period.
€ thousands Result for the period
Net equity
March 31, 2018
GBP 108 108 USD 2,451 2,451 HKD 29 29 SGD 118 118 AUD (7) (7) THB (2) (2) YEN 4 4 Others (8) (8)
2,693 2,693
€ thousands Result for the
period Net equity
March 31, 2017
GBP 206 206 USD 2,929 2,929 HKD 136 136 SGD 109 109 AUD (8) (8) THB (2) (2) YEN 4 4 Others 55 55
3,429 3,429
A 10% increase of the Euro against the following currencies as of March 31, 2018 and as of March 31, 2017 would have led to the same but opposite effect, again supposing that all other variables had remained constant.
Please note that the analysis did not take into account receivables, payables and future trade flows against which the hedging operations were performed. It is reasonable to believe that the variation of the exchange rates may lead to an opposite financial effect for this item, for a same or higher amount, on the hedged transactions.
Commodities price risk
The Company has a price risk exposure, including the related foreign exchange risk, particularly on aluminium purchases, which are one of the main project cost items.
As far as managing the aluminium price risk is concerned, the Company’s policy is oriented towards minimizing the need to resort to financial markets for hedging, by conducting relations with the suppliers in order to fix the price for specific periods.
For a detailed description of the Company’s practices of commodity hedging management on its own orders, please refer to paragraph “Accounting principle” included at the beginning of the notes.
157
36. Fair value measurement
There are no financial assets or liabilities whose fair value significantly differs from their carrying amount.
IFRS 13 establishes a hierarchy that categorizes into three levels the inputs to the valuation techniques used to measure fair value by giving the highest priority to quoted prices (unadjusted) in active markets for identical assets and liabilities (level 1 inputs) and the lowest priority to unobservable inputs (level 3 inputs). In some cases, the inputs used to measure the fair value of an asset or a liability might be categorized within different levels of the fair value hierarchy. In those cases, the fair value measurement is categorized in its entirety in the same level of the fair value hierarchy at the lowest level input that is significant to the entire measurement.
Levels used in the hierarchy are as follows:
- Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets and liabilities that the
Group can access at the measurement date.
- Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the assets
or liabilities, either directly or indirectly.
- Level 3 inputs are unobservable inputs for the assets and liabilities.
Assets and liabilities that are measured at fair value on a recurring basis
The following table shows the fair value hierarchy for financial assets and liabilities that are measured at fair value on a recurring basis as of March 31, 2018:
€ thousands Notes Level 1 Level 2 Level 3 Total
Not consolidated subsidiaries
Assets at fair value available for sale or held to
maturity
Financial assets at fair value through profit or loss (24) 7,971 7,971
Financial receivables from subsidiaries (22) 296,234 296,234
Cash and cash equivalents (25) 3,388 3,388
Total Assets 0 307,593 0 307,593
Financial liabilities at fair value through profit or
loss
(34)
1,805
1,805
Amounts payables to banks and other financial
creditors (current) (28)
187,562 187,562
Amounts payables to banks and other financial
creditors (non-current) (28)
158,480 158,480
Financial payables to subsidiaries (32) 173,468 173,468
Total Liabilities 0 521,315 0 521,315
During the year 2018, there were no transfers between Levels in the fair value hierarchy.
Assets and liabilities not measured at fair value on recurring basis
The carrying amount of Current receivables and Other current assets and of Trade payables and Other current liabilities approximates their fair value and are categorized in Level 2.
The main methods and assumptions used to estimate the “fair value” of the assets and liabilities recorded in the statement of financial position according to this principle or for which its disclosure is requested by the accounting principles in the notes, are as follows:
Securities
The Company presently does not hold significant amounts of securities held for trading or available for sale or held until their maturity.
158
Cash and cash equivalents
The carrying amount of Cash and cash equivalents usually approximates the fair value due to the short maturity of these instruments, which consist primarily of bank current accounts and time deposits. The fair value of Cash equivalents is determined with discounted expected cash flow techniques, using observable market yields.
Derivatives contracts
They are evaluated using listed market prices.
Amounts payables to banks and other financial institutions
The fair value is calculated based on discounting of future cash flows with reference to principal and interest amounts.
Finance leases
As described in note 28, the Company does not hold significant liabilities for financial leases.
Trade receivables and payables and other receivables and payables
Receivables and payables with expiring date of less than one year are considered to have a carrying value that approximates their fair value. All the other receivables and payables with expiring dates greater than one year are discounted to determine their fair value, except for those related to contracts with retentions. The Company considers that retentions do not represent in any way a financing transaction with the customer due to the fact that the payments terms are beyond one year, as retentions, in the different geographical areas in which the Company operates, are within the normal applied trade conditions; consequently there is no necessity to apply any discounting.
As of March 31, 2018, the Company considers that there are not retentions out of normal market conditions.
37. Commitments
At the balance sheet date, the Company has the followings commitments:
Operating leases € thousands
March 31, 2018
March 31, 2017
Payable:
less than 1 year 1,782 1,711
within 1 to 5 years 2,637 1,755
after 5 years 18 0
4,437 3,466
The Company leases a number of production sites, offices, warehouse and factory facilities under operating leases. The leases have variable length, some of them with an option to renew the lease after the expiry date. Usually lease payments are periodically increased to reflect market rental conditions.
Forward contracts € thousands
March 31, 2018
March 31, 2017
Commitments for forward foreign exchange contracts 494,944 458,181 Commitments for forward contracts on commodities 0 0
494,944 458,181
Commitments for forward foreign exchange contracts (buy) 128,399 108,919 Commitments for forward foreign exchange contracts (sell) 366,545 349,262
494,944 458,181
159
As described in the section on the accounting standards, hedging derivative operations on currency and commodities are assessed on their “fair value”.
As of March 31, 2018 the assessment of the fair value of currency hedging brought to the entry of profits for Euro 7,971 thousand (March 2017: Euro 2,232 thousand) and losses for Euro 1,805 thousand (March 2017: Euro 3,416 thousand) booked respectively under the items forward assets (note 24) and forward liabilities (note 34). Note that the stated amounts of Euro 7,362 thousand (March 2017: Euro 2,004 thousand) and Euro 1,585 thousand (March 2017: Euro 2,386 thousand) refer, respectively, to the valuation of financial currency hedging transactions, namely those covering foreign currency assets and liabilities of financial nature.
Other commitments
As of March 31, 2018 the Company has no other significant commitments to highlight.
38. Contingent assets and liabilities
The main guarantees for third parties issued by the Parent Company are listed below:
Guarantees for works: amounting to Euro 8.2 million (Euro 15.2 million as of March 31, 2017) and issued
by Credit Institutions and Insurance Companies to clients for the proper completion of works (Euro 7.9
million), contractual advances (0.3 million) referring to projects in progress.
Guarantees issued following VAT repayment requests and other guarantees to third parties issued by
Credit Institutions and Insurance Companies: for the value of Euro 13.3 million (Euro 12.9 million as of
March 31, 2017)
Counter-guarantees issued by Credit Institutions and Insurance Companies in the interests of subsidiary
and/or affiliated companies for a total of Euro 605.7 million (Euro 685.4 million as of March 31, 2017) for
the correct execution of works, contractual advances and retentions withheld as guarantees.
Against some guarantees issued to clients, the Parent Company benefits from suppliers guarantees that amounted to Euro 1.1 million as of March 31, 2018.
In February 2018, Permasteelisa S.p.A. has obtained the suspension of the collection initiated against the Company following the December 2016 notification of alleged omission of retention upon dividends distributed in 2011 to the parent company Cima Claddings S.A. The Company is waiting to know the outcome of the hearing, but supported by its consultants, believes that there are strong legal arguments about the unlawfulness of said assessment and therefore the risk of losing the case is not probable.
39. Transaction with related parties
Relationships with subsidiaries
During the year, the Company entered into significant relationships with direct and indirect subsidiaries, concerning trade and financial transactions entered into as part of the normal management activities usually regulated by market conditions.
As for the financial effects of these transactions, they are already described in explanatory notes 22 and 32 on payables and receivables concerning subsidiaries. The following is a summary table highlighting the impact of these positions on financial statement items of the same nature.
€ thousands March 31, 2018
Total Versus third parties
% Related parties
%
Trade receivables 85,549 19,633 23% 65,916 77%
Financial receivables – current 296,234 0 0% 296,234 100%
Other receivables 21,939 21,939 100% 0 100%
Trade payables 56,770 40,322 71% 16,448 29%
Financial payables – current 361,030 187,562 52% 173,468 48%
Financial payables – non current 158,480 158,480 100% 0 0%
Other payables 15,649 15,471 99% 178 1%
160
€ thousands March 31, 2017
Total Versus third parties
% Related Parties
%
Trade receivables 123,285 35,353 29% 87,932 71%
Financial receivables – current 284,786 0 0% 284,786 100%
Other receivables 15,857 15,853 100% 4 0%
Trade payables 51,359 36,754 72% 14,605 28%
Financial payables – current 128,364 0 0% 128,364 100%
Financial payables – non current 205,037 205,037 100% 0 0%
Other payables 17,463 17,131 98% 332 2%
As far as the economic effects of these relations, they are included in the relevant column “Related parties” of the income statement and they are detailed in the following table which also highlights the impact of these positions on the financial statement item total they belong to.
Operating revenues to subsidiaries
€ thousands March 31,
2018 March 31,
2017
Permasteelisa UK Ltd. 22,834 18.7% 28,347 22.3%
Permasteelisa North America Corp. 16,981 13.9% 15,836 12.5%
Permasteelisa Colombia Sas 12,759 10.4% 4,247 3.3%
Permasteelisa Monaco - Branch Pisa France 9,930 8.1% 0 0.0%
Permasteelisa France S.a.s. 7,751 6.3% 22,417 17.6%
Permasteelisa Ireland Ltd 5,798 4.7% 1,333 1.0%
Permasteelisa Hong Kong Limited 5,224 4.3% 2,218 1.7%
Scheldebouw B.V. 2,948 2.4% 5,950 4.7%
Permasteelisa Gartner Qatar Llc 1,875 1.5% 1,200 0.9%
J. Gartner GmbH 1,026 0.8% 2,222 1.7%
OOO Josef Gartner 800 0.7% 1,116 0.9%
Dongguan Permasteelisa Curtain Wall Co. Ltd. 455 0.4% 0 0.0%
Permasteelisa Gartner Middle East Llc 328 0.3% 679 0.5%
Bleu Tech Montreal Inc. 240 0.2% 40 0.0%
Permasteelisa Gartner Saudi Llc 236 0.2% 272 0.2%
Permasteelisa Espana S.A.U. 217 0.2% 52 0.0%
Marine Project Solutions S.c.ar.l. 154 0.1% 8 0.0%
Permasteelisa (INDIA) Private Ltd. 40 0.0% 0 0.0%
Global Architectural Co. Ltd. 13 0.0% 18 0.0%
Permasteelisa (Pacific) Holdings Ltd. 5 0.0% 28 0.0%
RI.SA. D.o.o. 4 0.0% 0 0.0%
Permasteelisa Japan K.K. 2 0.0% 2 0.0%
J. Gartner Curtain Wall (Shanghai) Ltd. 1 0.0% 0 0.0%
Gartner Taiwan 1 0.0% 0 0.0%
Permasteelisa Philippines Inc. 0 0.0% 1 0.0%
Permasteelisa PTY Limited (91) -0.1% 0 0.0%
Permasteelisa Projects (Thailand) Ltd 0 0.0% 1 0.0%
Permasteelisa Turkey Insaat Ticaret Limited Sirketi 0 0.0% 2 0.0%
Total 89,531 73.2% 85,989 67.7%
Total operating revenues 122,327 100.0% 127,099 100.0%
161
Operating costs from subsidiaries
€ thousands March 31, 2018
March 31, 2017
Permasteelisa North America Corp. (5,670) 4.2% (6,501) 5.0%
J. Gartner GmbH (3,897) 2.9% (3,635) 2.8%
Permasteelisa Hong Kong Limited (3,716) 2.8% (2,721) 2.1%
Permasteelisa UK Ltd. (1,780) 1.3% (1,886) 1.5%
Permasteelisa Gartner Middle East Llc (1,257) 0.9% (2,041) 1.6%
Permasteelisa (Pacific) Holdings Ltd. (1,177) 0.9% (1,924) 1.5%
OOO Josef Gartner (1,034) 0.8% (914) 0.7%
Permasteelisa Gartner Saudi Llc (993) 0.7% (445) 0.3%
J. Gartner Curtain Wall (Shanghai) Ltd. (976) 0.7% (1,083) 0.8%
Permasteelisa France S.a.s. (468) 0.3% (580) 0.4%
Bleu Tech Montreal Inc. (355) 0.3% (445) 0.3%
Permasteelisa Japan K.K. (318) 0.2% (248) 0.2%
Permasteelisa Gartner Qatar Llc (290) 0.2% (424) 0.3%
Global Architectural Co. Ltd. (272) 0.2% (448) 0.3%
Permasteelisa Monaco - Branch Pisa France (253) 0.2% 0 0.0%
Permasteelisa Ireland Ltd (215) 0.2% (16) 0.0%
Dongguan Permasteelisa Curtain Wall Co. Ltd. (189) 0.1% (251) 0.2%
Permasteelisa (INDIA) Private Ltd. (181) 0.1% (380) 0.3%
Permasteelisa Espana S.A.U. (122) 0.1% (157) 0.1%
Permasteelisa Projects (Thailand) Ltd (100) 0.1% (62) 0.0%
Gartner Taiwan (70) 0.1% (17) 0.0%
Josef Gartner Curtain Wall (Suzhou) Co. Ltd. (68) 0.1% (87) 0.1%
Global Wall (Malaysia) Sdn Bhd (66) 0.0% (47) 0.0%
Marine Project Solutions S.c.ar.l. (43) 0.0% (91) 0.1%
Permasteelisa Mongolia LLC (36) 0.0% (88) 0.1%
Permasteelisa Philippines Inc. (25) 0.0% (70) 0.1%
Permasteelisa Colombia Sas (24) 0.0% 0 0.0%
Permasteelisa Macau Limited (4) 0.0% (5) 0.0%
Josef Gartner (Macau) Limited (2) 0.0% (4) 0.0%
Permasteelisa Partecipation SrL 0 0.0% 0 0.0%
Permasteelisa Turkey Insaat Ticaret Limited Sirketi 6 0.0% (120) 0.1%
Josef Gartner Switzerland AG 6 0.0% 33 0.0%
Permasteelisa PTY Limited 83 -0.1% 68 -0.1%
Consorzio Dyepower Scheldebouw B.V.
310 640
-0.2% 0.5%
0 (782)
0.0% 0.6%
RI.SA. D.o.o. 1,108 -0.8% 1,004 -0.8%
Total (21,448) 16.0% (24,367) -18.9%
Total operating costs (134,080) 100.0% 129,105 100.0%
The operating costs highlighted in the table above are mainly included in the items “raw materials and consumables used”, “services expenses and use of third party assets” and “costs recovery”.
Financial income to subsidiaries
€ thousands March 31, 2018
March 31, 2017
J. Gartner GmbH 25,000 27.8% 20,000 16.6%
Permasteelisa Gartner Middle East Llc 1,663 1.8% 429 0.4%
162
Permasteelisa (Pacific) Holdings Ltd. 1,361 1.5% 1,174 1.0%
Permasteelisa Gartner Qatar Llc 699 0.8% 1,205 1.0%
Permasteelisa North America Corp. 438 0.5% 309 0.3%
Permasteelisa Gartner Saudi Llc 329 0.4% 823 0.7%
Permasteelisa UK Ltd. 201 0.2% 2 0.0%
Scheldebouw B.V. 25 0.0% 31 0.0%
Permasteelisa Partecipation SrL 9 0.0% 11 0.0%
Permasteelisa Turkey Insaat Ticaret Limited Sirketi 3 0.0% 3 0.0%
Permasteelisa Espana S.A.U. 1 0.0% 1 0.0%
Total 29,729 33.0% 23,988 20.0%
Total financial income 89,994 100.0% 120,672 100.0%
Financial expenses from subsidiaries
€ thousands March 31, 2018
March 31, 2017
Permasteelisa (Pacific) Holdings Ltd. 237 0.3% 310 0.3%
J. Gartner GmbH 180 0.3% 221 0.3%
Permasteelisa Gartner Qatar Llc 62 0.1% 0 0.1%
Permasteelisa France S.a.s. 17 0.0% 24 0.0%
Permasteelisa Gartner Saudi Llc 7 0.0% 0 0.0%
Permasteelisa Ireland Ltd 6 0.0% 5 0.0%
Permasteelisa North America Corp. 3 0.0% 8 0.0%
Permasteelisa UK Ltd. 3 0.0% 99 0.0%
Permasteelisa Espana S.A.U. 0 0.0% 0 0.0%
Permasteelisa Gartner Middle East Llc 0 0.0% 8 0.0%
Total 515 0.7% 675 0.6%
Total financial expenses 71,567 100.0% 105,614 100.0%
Other relationships with other related parties in the context of the Permasteelisa S.p.A.
Expenses incurred for the members of the Board of Directors and for the Company’s managers with strategic responsibilities are included under “Personnel expenses” and they amount to Euro 4,136 thousand whereas remuneration for Statutory Auditors is included in item “Services expenses and use of third-party assets” and they amount to Euro 94 thousand.
As of March 31, 2018 the Company showed a debit balance towards other related parties of Euro 314 thousand.
During the year, the Company has entered directly into the following relations with related parties, other than its subsidiaries:
Group company Transaction type Related parties Revenue /
(Cost) in Euro 2018
Receivable/ (Payable) in Euro
as of March 31, 2018
Permasteelisa S.p.A.
Costs back charge No. 7 Managers/employees of Permasteelisa Spa
10,414.05 149.00
Permasteelisa S.p.A.
Passive lease and accessory charges
Fondazione Ugo e Olga Levi Onlus
(203,731.89)
Permasteelisa S.p.A.
Facility Management Fondazione Ugo e Olga Levi Onlus
(110,858.50) (50,325.00)
Permasteelisa S.p.A.
Energy expenses back charge
Fondazione Ugo e Olga Levi Onlus
8,930.42 10,895.11
Permasteelisa S.p.A.
Asset disposals Fondazione Ugo e Olga Levi Onlus
90,000.00
revenues/receivables 98,930.42 11,044.21
(expenses)/(payables) (314,590.39) (50,325.00)
163
The Company has terminated the lease contract related to Venice offices owned by Fondazione Ugo and Olga Levi Onlus. The lease has been replaced by a Facility Management agreement which provides the reduction of spaces available to the Company. The parties have agreed the sale of some assets (furniture and fixtures) owned by the same and located in the premises no longer used.
These transactions are regulated at normal market conditions.
Transactions with key management personnel
The remuneration of top managers, as defined by the IAS 24 Standard, that have a key function within the Company, amounted in total to Euro 4,136 thousand, of which Euro 1,430 thousand can be referred to specific members of the Company’s Board of Directors, Euro 1,837 thousand concern Managers with Holding functions and Euro 869 thousand for the Company’s Business Unit Manager functions.
40. Emoluments of Independent Auditors
The fees of Independent Auditors amount to Euro 251 thousand of which Euro 133 thousand for statutory audit fees, Euro 17 thousand for tax services, Euro 10 thousand for other services related to the J-SOX audit required by Shareholder and Euro 91 thousand for other consultancy fees.
41. Positions or transactions deriving from unconventional and/or unusual operations
There are no positions or transactions deriving from unconventional and/or unusual operations to highlight.
42. Subsequent events
No major events have occurred after the end of the financial year.
164
165
PERMASTEELISA S.p.A.
Appendix to the Statutory Financial
Statements
166
Appendix I: Receivables and payables broken down by geographical area Receivables and payables, included in the Statement of financial position as of March 31, 2018, are reported in the following tables broken down by geographical area:
a) Trade receivables from subsidiaries;
b) Financial receivables from subsidiaries;
c) Trade payables from subsidiaries;
d) Financial payables from subsidiaries.
Trade receivables from subsidiaries
€ thousands
March 31,
2018
March 31, 2017
Saudi Arabia 3,633 3,625
Australia 65 116
Azerbaijan (217) 271
Canada 0 590
China 5,849 5,114
Colombia 4,767 0
Croatia 41 210
United Arab Emirates 920 2,186
Philippines 794 888
France 2,842 3,495
Germany 210 2,490
Japan 35 (100)
Jordan 1 49
Hong Kong 2,391 1,662
India 1,626 2,670
Ireland 890 91
Italy 139 101
Macao 4 9
Malaysia 306 240
Mongolia 785 865
Netherlands 1,952 4,272
Principality of Monaco 1,220 1,359
Qatar 3,669 24,472
United Kingdom 16,454 12,396
Russia 1,952 3,416
Singapore 1,552 1,328
Spain 3 70
United States 8,086 7,677
Switzerland 0 54
Taiwan 412 342
Thailand 5,531 7,971
Turkey 4 3
65,916 87,932
167
Financial receivables from subsidiaries
€ thousands March 31,
2018
March 31, 2017
Saudi Arabia 87,078 1,925
Azerbaijan 365 (2,758)
United Arab Emirates 84,167 90,357
Italy 3,148 5,264
Netherlands 13,497 15,375
Qatar (844) 95,120
United Kingdom 26,271 126
Singapore 73,560 75,868
Spain 270 870
United States 6,820 968
Turkey 1,903 1,671
296,235 284,786
Trade payables from subsidiaries
€ thousands March 31,
2018
March 31,
2017
Saudi Arabia 235 7,255
Azerbaijan 0 2,147
Australia 53 44
China 30 0
Croatia 57 37
United Arab Emirates 596 738
France 253 676
Germany 23 6
United Kingdom 100 102
Hong Kong 1,980 122
India 1,605 1,419
Ireland 0 205
Italy 11 2
Netherlands 9,963 7
Qatar 1,017 1,251
Russia 120 123
Singapore 23 14
Spain 165 237
United States 3 1
Switzerland 90 87
Thailand 22 26
Turkey 98 106
Saudi Arabia 4 0
16,448 14,605
168
Financial payables from subsidiaries
€ thousands
March 31,
2018
March 31,
2017
Saudi Arabia 0 3,084
Azerbaijan 0 (7,128)
United Arab Emirates 12,669 7,584
France 115,607 92,668
Germany 0 5,292
United Kingdom 2,547 3,561
Ireland (8,251) 0
Singapore 42,435 13,627
United States 8,460 9,676
173,467 128,364
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PERMASTEELISA S.p.A.
Auditors’ report on the Consolidated
and Statutory Financial
Statements