pininfarina group interim financial report at 31 march 2019 · 8 design segment in addition to the...
TRANSCRIPT
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(Translation from the Italian original which remains the definitive version)
PININFARINA GROUP
Interim financial report at 31 March 2019
Pininfarina S.p.A. - Share capital €54,287,128 fully paid-up - Registered office in Turin, Via Bruno Buozzi 6
Tax Code and Turin Company Registration no. 00489110015
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The Board of Directors approved this interim financial report at 31 March 2019 on 13 May 2019.
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Board of Directors
Chairman * Paolo Pininfarina (4)
Chief Executive Officer Silvio Pietro Angori (4)
Directors Manoj Bhat
Romina Guglielmetti (2) (3)
Chander Prakash Gurnani
Jay Itzkowitz (1) (2) (3)
Licia Mattioli (1) (2)
Sara Miglioli (3)
Antony Sheriff (1)
(1) Member of the Nomination and Remuneration Committee
(2) Member of the Control and Risk Committee
(3) Member of the Committee for Transactions with Related Parties
(4) Responsible for the Internal Control and Risk Management System
Board of Statutory Auditors
Chairman Massimo Miani
Standing Statutory Auditors Antonia Di Bella
Alain Devalle
Alternate Statutory Auditors Luciana Dolci
Fausto Piccinini
Secretary to the Board of Directors and Manager in charge of financial reporting Gianfranco Albertini
Independent Auditors KPMG S.p.A.
*Powers Pursuant to article 22 of the bylaws, the Chairman is the parent’s legal representative vis-à-vis third parties and in court proceedings.
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CONTENTS
Directors’ report page 7
Operating and financial performance page 7
Group companies page 9
Reclassified income statement page 10
Reconciliation between the parent’s loss and equity and consolidated profit and equity
page 11
Reclassified statement of financial position page 12
Net financial debt page 12
Net financial debt (Consob) page 13
Pininfarina Group – Condensed interim consolidated financial statements
31 marzo 2017?
page 15
Statement of financial position page 16
Income statement page 18
Statement of comprehensive income page 19
Statement of changes in equity page 20
Statement of cash flows
page 21
Notes to the condensed interim consolidated financial statements page 22
Other information page 47
Pininfarina S.p.A. – Interim separate financial statements page 51
Statement of financial position page 52
Income statement page 54
Statement of comprehensive income page 55
Reclassified income statement page 56
Reclassified statement of financial position page 57
Net financial debt page 57
Statement of changes in equity page 58
Statement of cash flows page 59
Other information page 60
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Pininfarina Group
Directors’ report
Operating and financial performance
The most significant issues that arise from a comparison of the Q1 2019 and Q1 2018 consolidated financial figures are as follows:
- revenue decreased by 11% mainly due to the smaller contribution of the Italian engineering services and royalties on the use of the trademark;
- the gross operating profit and operating profit both deteriorated to 7% and 3% of revenue, respectively (14% and 11% in the corresponding period of 2018, respectively);
- the German group companies improved their profits on Q1 2018, the Chinese and US operations were stable while the contribution of the Italian companies decreased;
- equity at the reporting date increased compared to 31 December 2018, mainly due to the profit for the period. The Group recorded net financial debt at the reporting date compared to a net financial position at the end of 2018, due to the FTA of IFRS 16 (applicable from 1 January 2019), which entailed the recognition of a financial liability equal to the present value of the right-of-use asset. Had the Group not applied the new standard, it would have recorded a net financial position of roughly €0.3 million at 31 March 2019.
Specifically:
- revenue came to €25.2 million for the reporting period compared to €28.4 million for the corresponding period of 2018 (-11%);
- the gross operating profit decreased to €1.8 million from €4.1 million for the first three months of 2018. The operating profit amounted to €0.7 million, compared to €3.1 million in the corresponding period of the previous year;
- net financial expense came to €0.2 million, showing an improvement compared to €0.6 million in the corresponding period of the previous year. The profit for the period is €0.4 million, compared to €2.1 million for the first three months of 2018.
As a result of the FTA of IFRS 16 mentioned above, the group recognised net financial debt of €6.8 million compared to a net financial position of €5.2 million at 31 December 2018.
Equity increased from €61.7 million at 31 December 2018 to €62.5 million.
The headcount increased by 11.9% (+74 units) from 622 at 31 March 2018 to 696 at the reporting date.
Performance by business segment
The Pininfarina Group was involved in a number of corporate transactions during 2018, aimed at
streamlining and rationalising the various services offered and grouping them into dedicated legal
entities. Pininfarina S.p.A. transferred its engineering business unit and 100% investment in
Pininfarina Deutschland Holding GmbH (active in the German engineering market) to Pininfarina
Engineering S.r.l., which was incorporated in May 2018. Moreover, with effect from 1 January 2019,
Pininfarina Extra S.r.l., which engages in non-automotive design and architecture activities, was
merged into Pininfarina S.p.A., which also acquired the 100% investment in Pininfarina of America
Corp, a company active in the architecture and industrial design market. In addition, the Group
progressively reduced its non-core operations, such as the sale of spare parts (for cars
manufactured in the past up to 2010) and other activities. Starting from 2019, the breakdown of the
Group’s operations into business segments has changed as a result of the variations described
above. In line with IFRS 8, the Group has identified two new business segments: Design and
Engineering. The 2018 figures have been reclassified accordingly.
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Design segment
In addition to the revenue on the automotive and non-automotive design activities of all kinds, this segment includes revenue from architecture services, royalties for the use of the Pininfarina trademark, revenue from aerodynamic and aeroacoustic services and the income and costs arising from the parent’s property management. It recognised revenue of €15.1 million, which is substantially in line with the first quarter of 2018.
Its operating profit came to €0.4 million, down by €2.1 million on the Q1 2018 figures, mainly due to the smaller volumes and profits on the manufacturing of prototypes and show cars.
Engineering segment
This segment, comprising the Italian and German engineering businesses, recognised revenue of €10.1 million (€13.2 million in Q1 2018).
Its operating profit decreased to €0.3 million from €1 million in the corresponding period of 2018, due to the reduction in revenue in Italy.
Outlook for 2019
The Group is expected to consolidate the results achieved for 2018, although with reduced revenue
and operating profit. It still plans to reduce its gross financial debt.
13 May 2019
Chief Executive Officer (Silvio Pietro Angori) (signed on the original)
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Group companies Pininfarina S.p.A.
€’million 31.03.2019 31.03.2018 Variation 31.12.2018
Revenue 13.2 19.5 (6.3)
Operating profit 0.1 2.3 (2.2)
Profit (loss) for the period (0.1) 1.7 (1.8)
Net financial position (debt) (1.8) 8.5 (10.3) (0.1)
Equity 70.6 61.8 8.8 66.2
Employees (no.) 247 313 (66) 205
Pininfarina Engineering S.r.l.
€’million 31.03.2019 31.03.2018 Variation 31.12.2018
Revenue 6.1 0.0 6.1
Operating profit 0.4 0.0 0.4
Profit for the period 0.3 0.0 0.3
Net financial position (debt) (0.1) 0.0 (0.1) 1.9
Equity 17.5 0.0 17.5 17.1
Employees (no.) 153 0 153 129
Pininfarina Deutschland Group
€’million 31.03.2019 31.03.2018 Variation 31.12.2018
Revenue 6.3 5.2 1.1
Operating loss (0.1) (0.4) 0.3
Loss for the period (0.2) (0.4) 0.2
Net financial debt (6.2) (0.6) (5.6) (0.2)
Equity 16.8 17.8 (1.0) 17.0
Employees (no.) 239 232 7 234
Pininfarina Shanghai Co Ltd
€’million 31.03.2019 31.03.2018 Variation 31.12.2018
Revenue 2.5 1.5 1.0
Operating profit 0.4 0.4 0.0
Profit for the period 0.4 0.1 0.3
Net financial position 1.1 0.6 0.5 1.3
Equity 2.5 1.1 1.4 2.1
Employees (no.) 42 35 7 40
Pininfarina of America Ltd
€’million 31.03.2019 31.03.2018 Variation 31.12.2018
Revenue 0.5 0.7 (0.2)
Operating profit (loss) (0.1) 0.3 (0.4)
Profit (loss) for the period (0.1) 0.2 (0.3)
Net financial position 0.2 0.4 (0.2) 0.6
Equity 1.6 1.3 0.3 1.7
Employees (no.) 15 12 3 10
10
Reclassified income statement
(€’000)
(*) Materials and services are net of utilisations of the provisions for product warranty and risks (€2.9 thousand and €12.6 thousand for the first quarters of 2018 and 2019, respectively) (**) Labour cost is net of utilisations of the restructuring provision (€42.4 thousand and €7.7 thousand for the first quarters of 2018 and 2019, respectively). As required by Consob resolution no. DEM/6064293 of 28 July 2006, a reconciliation of the data in the condensed interim consolidated financial statements with those in the reclassified schedules is provided below: - Materials and services include raw materials and components, other variable production costs, external variable
engineering services, exchange rate gains and losses and other expenses. - Amortisation and depreciation comprise amortisation of intangible assets and depreciation of property, plant and
equipment and investment property. - (Additions to)/utilisation of provisions and impairment losses include additions to/utilisation of provisions, impairment
losses and inventory write-downs. - Net financial expense comprises net financial expense and dividends.
Q1 2019 % Q1 2018 % Variation 2018
Revenue from sales and services 22,317 88.40 26,415 92.93 (4,098) 97,528
Change in finished goods 6 0.02 (9) (0.03) 15 (26)
Other revenue and income 2,924 11.58 2,018 7.10 906 7,825
Revenue 25,247 100.00 28,424 100.00 (3,177) 105,327
Net gains on the sale of non-current assets - - 83 0.29 (83) 184
Materials and services (*) (10,043) (39.78) (12,523) (44.06) 2,480 (42,900)
Change in raw materials 55 0.22 18 0.06 37 41
Value added 15,259 60.44 16,002 56.31 (743) 62,652
Labour cost (**) (13,410) (53.12) (11,923) (41.95) (1,487) (50,038)
Gross operating profit 1,849 7.32 4,079 14.36 (2,230) 12,614
Amortisation and depreciation (1,156) (4.58) (940) (3.31) (216) (3,433)
(Additions to)/utilisation of provisions and impairment losses 20 0.08 (9) (0.03) 29 (5,386)
Operating profit 713 2.82 3,130 11.01 (2,417) 3,795
Net financial expense (162) (0.64) (555) (1.95) 393 (2,397)
Share of profit (loss) of equity-accounted investees (33) (0.13) 3 0.01 (36) (21)
Profit before taxes 518 2.05 2,578 9.07 (2,060) 1,377
Income taxes (104) (0.41) (481) (1.69) 377 796
Profit for the period/year 414 1.64 2,097 7.38 (1,683) 2,173- - - - -
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Reconciliation between the parent’s loss and equity and consolidated profit and equity
The parent’s loss and equity as at and for the period ended 31 March 2019 are reconciled with the Group’s relevant figures below.
Q1 2019 Q1 2018 31.03.2019 31.03.2018
Pininfarina S.p.A.'s interim separate financial statements (60,534) 1,739,966 70,591,258 61,775,179
- Subsidiaries' contribution 474,182 354,060 (2,354,517) 5,058,459
- Goodwill of Pininfarina Extra S.r.l. - - 1,043,497 1,043,497
- Elimination of trademark licence in Germany - - (6,749,053) (6,749,053)
- Share of profit of equity-accounted investees - 2,796 - 2,796
Condensed interim consolidated financial statements 413,648 2,096,822 62,531,185 61,130,878
Profit (loss) for the period Equity
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Reclassified statement of financial position
(€’000)
(*) Other liabilities include the following items: deferred tax liabilities, other financial liabilities, current tax liabilities and other liabilities.
Net financial debt
(€’000)
31.03.2019 31.12.2018 Variation 31.03.2018
Net non-current assets (A)
Net intangible assets 7,743 7,326 417 7,366
Net property, plant and equipment and investment property 49,663 49,979 (316) 49,398
Right-of-use assets 7,189 0 7,189 0
Equity investments 824 857 (33) 882
Total A 65,419 58,162 7,257 57,646
Working capital (B)
Inventories 469 408 61 401
Contract assets 4,188 3,131 1,057 2,677
Net trade receivables and other assets 41,223 34,647 6,576 27,882
Assets held for sale - - - 135
Deferred tax assets 3,008 3,019 (11) 874
Trade payables (17,015) (16,595) (420) (20,284)
Contract liabilities (14,570) (13,566) (1,004) (9,661)
Provisions for risks and charges (562) (620) 58 (596)
Other liabilities (*) (7,715) (7,268) (447) (6,410)
Total B 9,026 3,156 5,870 (4,982)
Net invested capital (C=A+B) 74,445 61,318 13,127 52,664
Post-employment benefits (D) 5,065 4,778 287 4,653
Net capital requirements (E=C-D) 69,380 56,540 12,840 48,011
Equity (F) 62,531 61,749 782 61,131
Net financial (position) debt (G)
Non-current loans and borrowings 27,867 21,891 5,976 24,122
Net current financial position (21,018) (27,100) 6,082 (37,242)
Total G 6,849 (5,209) 12,058 (13,120)
Total as in E (H=F+G) 69,380 56,540 12,840 48,011
31.03.2019 31.12.2018 Variation 31.03.2018
Cash and cash equivalents 13,402 18,357 (4,955) 31,729
Current assets held for trading 13,691 13,106 585 9,067
Current bank overdrafts (936) (725) (211) -
Lease liabilities (1,501) - (1,501) -
Loans and borrowings - related parties and joint ventures - - - -
Current portion of bank loans and borrowings (3,638) (3,638) - (3,554)
Net current financial position 21,018 27,100 (6,082) 37,242
Non-current loans and receivables - third parties - - - -
Non-current loans and receivables - related parties 550 550 - 651
Non-current held-to-maturity investments - - - -
Non-current lease liabilities (5,603) - (5,603) -
Non-current bank loans and borrowings (22,814) (22,441) (373) (24,773)
Non-current loans and borrowings (27,867) (21,891) (5,976) (24,122)
NET FINANCIAL POSITION (DEBT) (6,849) 5,209 (12,058) 13,120
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Net financial debt (Consob)
(CESR recommendations no. 05-04b – EU Regulation no. 809/2004)
(€’000)
The “Net financial debt” set out above is presented in accordance with the format recommended by Consob in Communication DEM no. 6064293 of 28 July 2006, implementing CESR (now ESMA) recommendation no. 05-04b. Because the purpose of this table is to show “Net financial debt”, assets are shown with a minus sign and liabilities with a plus sign. On the contrary, in the “Net financial debt” table provided on the previous page, assets are shown with a plus sign and liabilities with a minus sign. The reason for the difference between the amount of the “Net financial debt” on the previous page and on this page is that the latter does not include non-current loan assets. The total amount of these differences at the relevant reporting dates is shown below:
- At 31 March 2019: €550 thousand - At 31 December 2018: €551 thousand - At 31 March 2018: €651 thousand
31.03.2019 31.12.2018 Variation 31.03.2018
A. Cash (13,402) (18,357) 4,955 (31,729)
B. Other cash equivalents - - - -
C. Securities held for trading (13,691) (13,106) (585) (9,067)
D. Total cash and cash equivalents (A.)+(B.)+(C.) (27,093) (31,463) 4,370 (40,796)
E. Current loan assets - - - -
F. Current bank loans and borrowings 936 725 211 -
Current portion of secured bank loans 60 60 - 60
Current portion of unsecured bank loans 3,578 3,578 - 3,494
G. Current portion of non-current debt 3,638 3,638 0 3,554
H. Other current loans and borrowings 1,501 - 1,501 -
I. Current financial debt (F.)+(G.)+(H.) 6,075 4,363 1,712 3,554
J. Net current financial position (21,018) (27,099) 6,081 (37,242)
Non-current portion of secured bank loans 75 90 (15) 135
Non-current portion of unsecured bank loans 22,739 22,351 388 24,638
K. Non-current bank loans and borrowings 22,814 22,441 373 24,773
L. Bonds issued - - - -
M. Other non-current loans and borrowings 5,603 - 5,603 -
N. Net non-current financial debt (K.)+(L.)+(M.) 28,417 22,441 5,976 24,773
O. Net financial (position) debt (J+N) 7,399 (4,658) 12,057 (12,469)
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Pininfarina Group
Condensed interim consolidated financial statements
as at and for the three months ended 31 March 2019
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Statement of financial position
Note 31.03.2019 31.12.2018
Land and buildings 1 33,787,236 33,825,524
Land 7,655,314 7,655,314
Buildings 26,131,922 26,170,210
Leased property - -
Plant and machinery 1 5,377,758 5,442,977
Machinery 1,600,875 1,648,444
Plant 3,776,883 3,794,533
Leased machinery and equipment - -
Furniture, fixtures and other assets 1 3,171,040 3,305,878
Furniture and fixtures 1,039,755 1,077,762
Hardware and software 1,328,956 1,401,352
Other assets, including vehicles 802,329 826,764
Assets under construction 25,014 11,736
Property, plant and equipment 42,361,048 42,586,115
Investment property 2 7,301,464 7,392,752
Goodwill 3 1,043,495 1,043,495
Licences and trademarks 3 1,172,101 750,162
Other 3 5,527,135 5,532,738
Intangible assets 7,742,731 7,326,395
Right-of-use assets 4 7,189,483
Subsidiaries - -
Associates 5 571,757 604,571
Joint ventures - -
Other companies 6 252,017 252,017
Equity investments 823,774 856,588
Deferred tax assets 18 3,008,017 3,019,085
Held-to-maturity investments - -
Loans and receivables 7 550,000 550,000
Third parties - -
Related parties 550,000 550,000
Available-for-sale financial assets - -
Non-current financial assets 550,000 550,000
TOTAL NON-CURRENT ASSETS 68,976,517 61,730,935
Raw materials 296,984 242,042
Work in progress - -
Finished goods 172,375 166,246
Inventories 8 469,359 408,288
Contract assets 9 4,188,491 3,130,909
Assets held for trading 10 13,690,843 13,105,943
Loans and receivables - -
Third parties - -
Related parties - -
Available-for-sale financial assets - -
Current financial assets 13,690,843 13,105,943
Derivatives - -
Trade receivables 11 29,624,884 24,173,832
Third parties 22,717,277 21,344,384
Related parties 6,907,607 2,829,448
Other assets 12 11,597,756 10,473,358
Trade receivables and other assets 41,222,640 34,647,190
Cash in hand and cash equivalents 11,859 17,227
Short-term bank deposits 13,390,194 18,339,366
Cash and cash equivalents 13 13,402,053 18,356,593
TOTAL CURRENT ASSETS 72,973,386 69,648,923
TOTAL ASSETS 141,949,903 131,379,858
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Statement of financial position
Pursuant to Consob resolution no. 15519 of 27 July 2006, an ad hoc statement of financial position showing related party transactions has not been prepared as these are already shown in the condensed interim consolidated financial statements schedules. As for transactions with other related parties, such as directors and statutory auditors, “Trade payables - third parties” include accrued fees for the period/year of €47,408, mainly relating to Pininfarina S.p.A..
Note 31.03.2019 31.12.2018
Share capital 14 54,271,170 54,271,170
Share premium reserve 14 2,053,660 2,053,660
Reserve for treasury shares 14 175,697 175,697
Legal reserve 14 6,063,759 6,063,759
Stock option reserve 14 2,093,306 1,911,103
Translation reserve 14 118,107 (8,639)
Other reserves 14 6,879,728 2,646,208
Losses carried forward 14 (9,537,890) (7,537,263)
Profit for the period/year 14 413,648 2,173,181
EQUITY ATTRIBUTABLE TO THE OWNERS OF THE PARENT 62,531,185 61,748,876
Equity attributable to non-controlling interests - -
EQUITY 62,531,185 61,748,876
Finance lease liabilities - -
Lease liabilities 5,602,818 -
Other loans and borrowings 22,813,560 22,441,025
Third parties 22,813,560 22,441,025
Related parties - -
Non-current loans and borrowings 15 28,416,378 22,441,025
Deferred tax liabilities 18 (18,744) -
Italian post-employment benefits 16 5,065,012 4,778,297
Other - -
Post-employment benefits 5,065,012 4,778,297
TOTAL NON-CURRENT LIABILITIES 33,462,646 27,219,322
Bank overdrafts 936,051 725,304
Finance lease liabilities - -
Lease liabilities 1,501,168 -
Other loans and borrowings 3,638,089 3,638,089
Third parties 3,638,089 3,638,089
Related parties - -
Current loans and borrowings 15 6,075,308 4,363,393
Wages and salaries payable 3,953,904 3,172,734
Social security charges payable 805,678 1,358,763
Other 1,281,420 1,379,007
Other financial liabilities 16 6,041,002 5,910,504
Third parties 16,918,267 16,102,312
Related parties 96,811 493,063
Contract liabilities 14,569,800 13,565,536
Trade payables 16 31,584,878 30,160,911
Direct tax liabilities 479,639 224,671
Other tax liabilities 891,184 756,012
Current tax liabilities 18 1,370,823 980,683
Derivatives - -
Provision for product warranty 53,236 53,236
Restructuring provision 176,768 184,454
Other provisions 331,575 382,742
Provisions for risks and charges 17 561,579 620,432
Third parties 322,482 375,737
Related parties - -
Other liabilities 16 322,482 375,737
TOTAL CURRENT LIABILITIES 45,956,072 42,411,660
TOTAL LIABILITIES 79,418,718 69,630,982
TOTAL LIABILITIES AND EQUITY 141,949,903 131,379,858
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Income statement
Note Q1 2019
of which:
related
parties Q1 2018
of which:
related
parties
Revenue from sales and services 19 22,316,605 7,731,150 26,415,349 1,306,784
Internal work capitalised - -
Change in finished goods 6,129 (9,766)
Other revenue and income 2,924,269 412,500 2,017,593 1,205,333 - - - -
Revenue 25,247,003 8,143,650 28,423,176 2,512,117 - -
Gains on sale of non-current assets and equity investments 50 - 82,845 - - -
Gain on sale of equity investments - -
Raw materials and components 20 (2,153,295) (2,590,027)
Change in raw materials 54,942 18,015
Inventory write-downs - - - - - -
Raw materials and consumables (2,098,353) - (2,572,012) - - - - -
Consumables (297,764) (423,156)
External maintenance (326,755) (311,760) - - - -
Other variable production costs (624,519) - (734,916) -
External variable engineering services 21 (3,583,827) (205,076) (6,260,249) (548,172)
Blue collars, white collars and managers (13,026,965) (11,614,419)
Independent contractors and temporary workers - -
Social security contributions and other post-employment benefits (383,247) (307,328) - - - -
Wages, salaries and employee benefits 22 (13,410,212) - (11,921,747) - - - - -
Depreciation of property, plant and equipment and investment property (746,513) (676,046)
Amortisation of intangible assets (91,237) (264,315)
Depreciation of right-of-use assets (317,834) -
Losses on sale of non-current assets and equity investments - -
(Additions to)/utilisation of provisions and impairment losses 23 19,663 (8,685) - - - -
Amortisation, depreciation and impairment losses (1,135,921) - (949,046) - - -
Net exchange losses (692) (22,341)
Other expenses 24 (3,680,848) - (2,915,364) - - -
Operating profit 712,681 7,938,574 3,130,346 1,963,945
Net financial expense 25 (162,156) - (554,953) 550- -
Dividends - -
Share of profit (loss) of equity-accounted investees (32,814) 2,796
Profit before taxes 517,711 7,938,574 2,578,189 1,964,495
Income taxes 18 (104,063) (481,367) - -
Profit for the period 413,648 7,938,574 2,096,822 1,964,495
Of which:
- Profit for the year attributable to the owners of the parent 413,648 2,096,822 -
- Profit for the period attributable to non-controlling interests - -
Basic/diluted earnings per share:
- Profit for the year attributable to the owners of the parent 413,648 2,096,822
- Number of ordinary shares, net 54,271,170 54,271,170
- Basic/diluted earnings per share 0.01 0.04
19
Statement of comprehensive income
Pursuant to Consob resolution no. 15519 of 27 July 2006, the effects of related party transactions on the income statement of the Pininfarina Group are shown in the table provided above and in the “Other information” section of the notes.
Q1 2019 Q1 2018
Profit for the period 413,648 2,096,822
Other comprehensive income:
Items that will not be reclassified to profit or loss:
- Actuarial gains (losses) on defined benefit plans - IAS 19 (37,499) 75,444
- Income taxes - (4,288)
- Other 97,211 -
Total items of other comprehensive expense that will not be 59,712 71,156 reclassified to profit or loss, net of tax effect:
Items that will or may be subsequently reclassified
to profit or loss:
- Gains (losses) from translation of financial statements of foreign operations - IAS 21 126,746 (21,845)
- Other - -
Total items of other comprehensive expense that will be subsequently 126,746 (21,845)
reclassified to profit or loss, net of tax effect:
Total other comprehensive income, net of tax effect 186,458 49,311
Comprehensive income 600,106 2,146,133
Of which:
- Comprehensive income attributable to the owners of the parent 600,106 2,146,133
- Comprehensive income attributable to non-controlling interests - -
Of which:
- Comprehensive income from continuing operations 600,106 2,146,133
- Comprehensive income from discontinued operations - -
20
Statement of changes in equity
31.12.2017
Comprehensive
income
Stock option
reserve
Allocation of
prior year
profit 31.03.2018
Share capital 54,271,170 - - - - 54,271,170
Share premium reserve 2,053,660 - - - - 2,053,660
Reserve for treasury shares 175,697 - - - - 175,697
Legal reserve 6,033,331 - - - - 6,033,331
Stock option reserve 1,172,170 - 182,203 - - 1,354,373
Translation reserve (50,950) (21,845) - - - (72,795)
Other reserves 2,646,208 - - - - 2,646,208
Losses carried forward (8,810,453) 71,156 - 1,311,709 - (7,427,588)
Profit for the period/year 1,311,709 2,096,822 - (1,311,709) - 2,096,822
58,802,542 2,146,133 182,203 - - 61,130,878
Equity attributable to non-controlling interests - - - - - -
EQUITY 58,802,542 2,146,133 182,203 - - 61,130,878
31.12.2018
Comprehensive
income
Stock option
reserve
Allocation of
prior year
profit
Merger of
Pininfarina
Extra S.r.l. 31.03.2019
Share capital 54,271,170 - - - - 54,271,170
Share premium reserve 2,053,660 - - - - 2,053,660
Reserve for treasury shares 175,697 - - - - 175,697
Legal reserve 6,063,759 - - - - 6,063,759
Stock option reserve 1,911,103 - 182,203 - - 2,093,306
Translation reserve (8,639) 126,746 - - - 118,107
Other reserves 2,646,208 - - - 4,233,520 6,879,728
Losses carried forward (7,537,263) 59,712 - 2,173,181 (4,233,520) (9,537,890)
Profit for the period/year 2,173,181 413,648 - (2,173,181) - 413,648
61,748,876 600,106 182,203 - - 62,531,185
Equity attributable to non-controlling interests - - - - - -
EQUITY 61,748,876 600,106 182,203 - - 62,531,185
EQUITY ATTRIBUTABLE TO THE OWNERS
OF THE PARENT
EQUITY ATTRIBUTABLE TO THE OWNERS
OF THE PARENT
21
Statement of cash flows
Pursuant to Consob resolution no. 15519 of 27 July 2006, the impact of transactions with related parties, which are those with the ultimate parent, PF Holding B.V., the Mahindra group companies and the associates Goodmind S.r.l. and Signature S.r.l., are disclosed in notes 5, 7, 11 and 16 to the condensed interim consolidated financial statements.
Q1 2019 Q1 2018
Profit for the period 413,648 2,096,822
Adjustments:
- Income taxes 104,064 481,367
- Depreciation of property, plant and equipment and investment property 746,513 676,046
- Amortisation of intangible assets 91,237 264,315
- Depreciation of right-of-use assets 317,834 -
- Impairment losses, provisions and change in accounting estimates (45,687) (83,521)
- Gains on the sale of non-current assets (50) (82,845)
- Financial expense 513,632 555,729
- Financial income (351,476) (776)
- Dividends - -
- Share of (profit) loss of equity-accounted investees 32,814 (2,796)
- Other adjustments 720,137 139,491
Total adjustments 2,129,018 1,947,010
Change in working capital:
- Increase in inventories (61,071) (8,249)
- Increase in contract work in progress (1,057,582) (1,193,485)
- Increase in trade receivables and other assets (2,571,412) (1,295,246)
- Increase in trade receivables from related parties and joint ventures (4,078,159) (1,798,972)
- Increase in trade payables, other financial liabilities and other liabilities 486,068 4,094,281
- Increase in trade payables to related parties and joint ventures (396,252) 459,619
- Increase/(decrease) in advances for contract work in progress and deferred income1,604,264 (1,516,363)
- Other changes (317,874) (91,187)
Total changes in working capital (6,392,018) (1,349,602)
Gross cash flows from (used in) operating activities (3,849,352) 2,694,230
- Interest expense (51,698) (50,129)
- Income taxes - -
NET CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES (3,901,050) 2,644,101
- Purchases of non-current assets and equity investments (966,098) (1,204,739)
- Proceeds from the sale of non-current assets and equity investments - 200,500
- Proceeds from the sale of discontinued operations, net of cash sold - -
- Increase in loans and receivables - third parties - -
- Increase in loans and receivables - related parties and joint ventures - (550,000)
- Repayment of loans and receivables - third parties - -
- Repayment of loans and receivables - related parties and joint ventures - -
- Proceeds from the sale of assets held for trading (584,900) (9,066,948)
- Financial income - 226
- Dividends collected - -
- Other changes 91,014 (63,973)
CASH FLOWS USED IN INVESTING ACTIVITIES (1,459,984) (10,684,934)
- Proceeds from the issue of shares - -
- Increase in finance lease liabilities and other loans and borrowings - third parties 210,747 -
- Increase in other loans and borrowings - related parties and joint ventures - -
- Repayment of finance lease liabilities and other loans and borrowings - third parties (15,000) (15,000)
- Repayment of other loans and borrowings - related parties and joint ventures - -
- Dividends paid - -
- Other changes/Other non-cash items - -
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES 195,747 (15,000)
TOTAL CASH FLOWS (5,165,287) (8,055,833)
Opening net cash and cash equivalents 17,631,289 39,784,614
Closing net cash and cash equivalents 12,466,002 31,728,781
Of which:
- Cash and cash equivalents 13,402,053 31,728,781
- Bank overdrafts (936,051) -
22
Notes to the condensed interim consolidated financial statements GENERAL INFORMATION Foreword The core business of the Pininfarina Group (the “Group”) is based on the establishment of comprehensive partnerships with carmakers. Operating as a global partner enables it to work with customers through the entire process of developing new products, including design, planning, development, industrialisation and manufacturing, or to provide support separately during any one of these phases with the utmost flexibility. Pininfarina S.p.A., the Group’s parent, is listed on the Italian Stock Exchange. Its registered office is in Via Bruno Buozzi 6, Turin. Market investors own 23.82% of its share capital, with the remaining 76.18% held by the following shareholders:
PF Holdings BV 76.15%;
treasury shares held by Pininfarina S.p.A. 0.03%.
At the reporting date, PF Holdings is controlled by Tech Mahindra, which holds 60% of its share capital. Mahindra & Mahindra holds the residual 40%. Tech Mahindra, an Indian company listed on the National Stock Exchange of Mumbai (India), is a public company, specialised in IT services and solutions. It is not controlled by any major shareholder. Mahindra & Mahindra holds an investment of 26.15% therein at the reporting date. Mahindra & Mahindra is a company incorporated under Indian law, with registered office in India, whose shares are listed on the Indian National Stock Exchange. It is specialised in the production of cars, commercial vehicles, buses and tractors. Despite being directly controlled by PF Holdings, which is part of the Mahindra Group, Pininfarina S.p.A. is neither managed nor coordinated by PF Holdings pursuant to article 2497 and following articles of the Italian Civil Code. PF Holdings is simply a vehicle incorporated under Dutch law without an operating structure. There is no authorisation or reporting procedure in place that Pininfarina S.p.A. should follow in the relationships with its parent and, therefore, it has full autonomy to define its strategic and operating objectives, since it has (i) a structured organisation able to perform all business and corporate activities; (ii) its own distinct strategic, and financial planning process and (iii) the ability to make proposals about how to conduct and develop its business.
A list of the group companies, with their complete name and address, is provided later on. The condensed interim consolidated financial statements are presented in Euros, the functional and presentation currency of the parent, where most of the activities and consolidated revenue are concentrated, and its main subsidiaries. All amounts are presented in Euros, unless stated otherwise. The Board of Directors approved these condensed interim consolidated financial statements on 13 May 2019. They were authorised for publication within the legal terms.
23
Basis of presentation In accordance with IAS 1 - Presentation of Financial Statements, the condensed interim consolidated financial statements are the same as those of the parent. They include the following schedules:
statement of financial position, in which current and non-current assets and liabilities are classified separately;
income statement and statement of comprehensive income, shown as two separate schedules in which costs are classified by nature;
statement of cash flows, presented in accordance with the indirect method, as allowed by IAS 7 - Statement of cash flows;
statement of changes in equity. These schedules present the corresponding prior year annual or interim figures for comparative purposes. In accordance with IAS 34 - Interim financial reporting, the notes to the condensed interim consolidated financial statements are presented in a condensed format and do not include all the disclosure required for annual financial statements, since they cover only those items that, because of their amount, composition or change, are deemed essential to understand the Group’s financial performance, financial position and cash flows. Consequently, these condensed interim consolidated financial statements should be read in conjunction with the 2018 annual consolidated financial statements. Moreover, as required by Consob resolution no. 15519 of 28 July 2006, the Group presents the following information in separate schedules:
net financial debt, with a breakdown of the main components and balances with related parties (page 12 of the directors’ report);
the effects of non-recurring events or transactions, i.e., those transactions or events that are not repeated frequently in the normal course of business (pages 48 and 49).
Related party transactions are not presented in separate schedules because they are listed as separate items in the statement of financial position (pages 16 and 17). Basis of preparation These condensed interim consolidated financial statements are prepared on a going concern basis, which the directors deemed appropriate. They comply with the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”) and endorsed by the European Union. They are also consistent with the regulations enacted to implement article 9 of Legislative decree no. 38/2005. The term IFRS includes the International Financial Reporting Standards, the International Accounting Standards (“IAS”) and all interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”), previously called the Standing Interpretations Committee (“SIC”), endorsed by the European Commission as of the date of the Board of Directors’ meeting convened to approve the condensed interim consolidated financial statements and listed in the applicable regulations published by the European Union as of the above-mentioned date. These condensed interim consolidated financial statements are prepared in accordance with the general principle of historical cost, except for those items that, pursuant to the IFRS, are measured at fair value, as explained in the “Accounting policies” section. The accounting policies adopted to prepare these condensed interim consolidated financial statements at 31 March 2019 are the same as those used in 2018, except as noted in the following section.
24
Standards, amendments and interpretations applicable from 1 January 2019 IFRS 16 - Leases
IFRS 16 introduces a single model for recognising leases in lessees’ financial statements, whereby
lessees shall recognise an asset representing their right of use to the leased asset and a liability for
their obligation to make lease payments. Exemptions are provided for short-term and low value
leases. The recognition model for lessors is substantially unchanged from that currently applied, i.e.,
they continue to classify leases as operating or finance.
IFRS 16 supersedes the current requirements for leases, including IAS 17 - Leases, IFRIC 4 -
Determining whether an arrangement contains a lease, SIC-15 - Operating leases - Incentives and
SIC-27 - Evaluating the substance of transactions involving the legal form of a lease.
The Group adopted IFRS 16 on 1 January 2019, using the modified retrospective approach.
Therefore, the cumulative effect of adopting IFRS 16 has been recognised as an adjustment to the
opening balance of losses carried forward at 1 January 2019, with no restatement of comparative
information.
The following table summarises the IFRS 16 FTA impact on the individual affected captions of the
statement of financial position as at 31 March 2019 and the Q1 2019 income statement.
31.03.2019 as
reported Adjustments
Balances without
adoption of IFRS 16
Property, plant and equipment 42,361,048 42,361,048
Investment property 7,301,464 7,301,464
Intangible assets 7,742,731 7,742,731
Right-of-use assets 7,189,483 7,189,483 -
Equity investments 823,774 823,774
Deferred tax assets 3,008,017 3,008,017
Non-current financial assets 550,000 550,000
TOTAL NON-CURRENT ASSETS 68,976,517 7,189,483 61,787,034
Inventories 469,359 469,359
Contract assets 4,188,491 4,188,491
Current financial assets 13,690,843 13,690,843
Trade receivables and other assets 41,222,640 41,222,640
Cash and cash equivalents 13,402,053 13,402,053
TOTAL CURRENT ASSETS 72,973,386 72,973,386
TOTAL ASSETS 141,949,903 7,189,483 134,760,420
25
31.03.2019 as
reported Adjustments
Balances without
adoption of IFRS 16
EQUITY 62,531,185 (85,497) 62,445,688
Non-current loans and borrowings 28,416,378 (5,602,818) 22,813,560
Deferred tax liabilities (18,744) (18,744)
Post-employment benefits 5,065,012 5,065,012
TOTAL NON-CURRENT LIABILITIES 33,462,646 (5,602,818) 27,859,828 Verso parti correlate - -
Current loans and borrowings 6,075,308 (1,501,168) 4,574,140
Other financial liabilities 6,041,002 6,041,002
Trade payables 31,584,878 31,584,878
Current tax liabilities 1,370,823 1,370,823
Provisions for risks and charges 561,579 561,579
Other liabilities 322,482 322,482
TOTAL CURRENT LIABILITIES 45,956,072 (1,501,168) 44,454,904
TOTAL LIABILITIES 79,418,718 (7,103,986) 72,314,732
TOTAL LIABILITIES AND EQUITY 141,949,903 (7,189,483) 134,760,420
Q1 2019 as
reported Adjustments
Balances without
adoption of IFRS 16
Revenue 25,247,003 25,247,003
Gains on sale of non-current assets and equity investments 50 50
Raw materials and consumables (2,098,353) (2,098,353)
Other variable production costs (624,519) (624,519)
External variable engineering services (3,583,827) (3,583,827)
Wages, salaries and employee benefits (13,410,212) (13,410,212)
Depreciation of property, plant and equipment and investment property (2,743,459) (2,743,459)
Amortisation of intangible assets (689,928) (689,928)
Depreciation of right-of-use assets (317,834) 317,834 -
Losses on sale of non-current assets and equity investments - -
(Additions to)/utilisation of provisions and impairment losses (5,386,036) (5,386,036)
Amortisation, depreciation and impairment losses (1,135,921) 317,834 (818,087)
Net exchange losses (692) (692)
Other expenses (3,680,848) (380,519) (4,061,367)
Operating profit 712,681 (62,685) 649,996
Net financial expense (162,156) 74,399 (87,757)
Dividends - -
Share of loss of equity-accounted investees (32,814) (32,814)
Profit (loss) before taxes 517,711 11,714 529,425
Income taxes (104,063) (104,063)
Profit for the period 413,648 11,714 425,362
26
Other standards
The following amended standards and interpretations are not expected to have a significant impact
on the Group’s consolidated financial statements:
– IFRIC 23 - Uncertainty over tax treatments;
– Prepayment features with negative compensation (Amendments to IFRS 9);
– Long-term interests in associates and joint ventures (Amendments to IAS 28);
– Plan amendment, curtailment or settlement (Amendments to IAS 19). ACCOUNTING POLICIES Condensed interim consolidated financial statements The condensed interim consolidated financial statements include the interim financial statements of all subsidiaries from the date the Group acquires control until such control ceases to exist. Joint ventures (if any) and associates are measured using the equity method. Intragroup expenses, revenue, receivables, payables, gains and losses are eliminated in the consolidation process. When necessary, the accounting policies of subsidiaries, associates and joint ventures are amended to make them consistent with those of the parent. (a) Subsidiaries and business combinations A list of the companies consolidated line by line is provided below:
The reporting date of the subsidiaries is the same as that of the parent, Pininfarina S.p.A..
(b) Acquisition/sale of equity investments subsequent to the acquisition of control
Acquisitions and sales of equity investments subsequent to the acquisition of control that do not result in a loss of control are accounted for as owner transactions.
In the case of acquisitions, the difference between the consideration paid and the pro rata interest in the carrying amount of the net assets acquired is recognised in equity. In the case of sales, the resulting gain or loss is also recognised directly in equity.
If the Group loses control or significant influence, the remaining non-controlling interest is remeasured at fair value and any positive or negative difference between its carrying amount and fair value is recognised in profit or loss.
Name Registered office Investment % Held by
Currency
Share/quota
capital
Pininfarina of America Corp. 501 Brickell Key Drive,
Suite 200, Miami FL 33131 USA
100% Pininfarina S.p.A. USD 10,000
Pininfarina Engineering S.r.l. Via Nizza 262/25, Turin,
Italy
100% Pininfarina S.p.A. € 100,000
Pininfarina Deutschland Holding GmbH Riedwiesenstr. 1, Leonberg,
Germany
100% Pininfarina Engineering S.r.l. € 3,100,000
Pininfarina Deutschland GmbH Frankfurter Ring 81, Munich,
Germany
100% Pininfarina Deutschland Holding GmbH € 25,000
Pininfarina Shanghai Co. Ltd Unit 1, Building 3, Lane 56, Antuo
Road, Anting, 201805, Jiading
district, Shanghai, China
100% Pininfarina S.p.A. CNY 3,702,824
27
(c) Associates
Associates are listed below:
(d) Other companies
Investments in other companies that are available-for-sale financial assets are measured at fair value, if feasible, and any resulting gains or losses are recognised in equity until the investments are sold. At that point, fair value gains or losses accumulated in equity are reclassified to the income statement for the period.
If the equity investments are not listed on a regulated market and their fair value cannot be reliably determined, they are measured at cost, adjusted for any impairment losses, which cannot be reversed.
Translation of foreign currency captions
(a) Presentation currency and translation of financial statements denominated in currencies other than the Euro
The Group’s presentation currency is the Euro.
The table below lists the exchange rates used to translate financial statements denominated in functional currencies different from the presentation currency:
(b) Foreign currency assets, liabilities and transactions
Transactions carried out in currencies other than the Euro are initially translated at the exchange rate in force on the date of the transaction.
At the reporting date, monetary assets and liabilities denominated in foreign currencies are retranslated into Euros at the closing rate. All resulting exchange rate gains and losses are recognised in profit or loss, except for those stemming from foreign currency loans that hedge investments in foreign operations. Any such gains or losses, net of the related tax effects, are recognised directly in equity. When the equity investment is sold, the accumulated translation differences are reclassified to profit or loss.
Non-monetary items that are carried at historical cost are translated into Euros at the exchange rate in force when the underlying transaction was initially recognised. Non-monetary items that are carried at fair value are translated into Euros at the exchange rate in force on the measurement date.
None of the group companies operate in a hyperinflationary economy.
Name Registered office Investment % Held by Currency
Quota
capital
Goodmind S.r.l. Via Nazionale 30,
Cambiano, Italy 20% Pininfarina S.p.A. € 20,000
Signature S.r.l. Via Paolo Frisi 6, Ravenna,
Italy 24% Pininfarina S.p.A. € 10,000
Euro vs currency 31.03.2019 Q1 2019 31.03.2018 Q1 2018
US dollar - USD 1.12 1.14 1.23 1.23
Chinese renminbi (yuan) - CNY 7.54 7.66 7.75 7.82
28
TYPES OF FINANCIAL INSTRUMENTS AND FAIR VALUE HIERARCHY The financial instruments held by the Group include:
cash and cash equivalents;
financial assets held for trading;
non-current loan liabilities;
trade receivables and payables and loans and receivables - related parties. As required by IFRS 7, the table below lists the types of financial instruments included in the condensed interim consolidated financial statements and shows the measurement criteria adopted:
In addition, net cash and cash equivalents are measured at fair value which usually equals their nominal amount.
Pursuant to IFRS 7 – Financial Instruments: Disclosures, the classification of financial instruments at fair value is based on the quality of the inputs used for measurement purposes. The IFRS 7 classification is based on the following fair value hierarchy:
Level 1: fair value is determined based on prices quoted on an active market for identical assets or liabilities.
Level 2: fair value is determined based on inputs that, while different from the quoted prices used in Level 1, can be observed either directly or indirectly. These condensed interim consolidated financial statements do not present any financial instruments of this type.
Level 3: fair value is determined based on valuation models, the inputs of which are not based on observable market data. These condensed interim consolidated financial statements do not present any financial instruments of this type.
Fair
value
hierarchy
Financial
instruments
at amortised
cost
Equity
investments
at cost
Carrying
amount at
31.03.2019
Carrying
amount at
31.12.2018
profit or
loss
equity
Assets:
Equity investments in other companies - - - 252,017 252,017 252,017
Loans and receivables - - 550,000 - 550,000 550,000
Assets held for trading 13,690,843 - Level 1 - - 13,690,843 13,105,943
Trade receivables and other assets - - 41,222,640 - 41,222,640 34,647,190
Liabilities:
Finance lease liabilities - - - - - -
Other loans and borrowings - - 34,491,686 - 34,491,686 26,804,418
Trade payables and other liabilities - - 32,866,298 - 32,866,298 31,539,919
Financial instruments
at fair value through:
29
FINANCIAL RISK MANAGEMENT Financial risk factors, as identified in IFRS 7 – Financial Instruments: Disclosures, are described below:
Market risk: the risk that the fair value or the future cash flows of a financial instrument could fluctuate as a result of changes in market prices. Market risk includes the following other types of risk: currency risk, interest rate risk and price risk.
Currency risk: the risk that the fair value or the future cash flows of a financial instrument could fluctuate as a result of changes in exchange rates.
Interest rate risk: the risk that the fair value or the future cash flows of a financial instrument could fluctuate as a result of changes in interest rates.
Price risk: the risk that the fair value or the future cash flows of a financial instrument could fluctuate as a result of changes in market prices (other than changes covered by the interest rate and currency risks), irrespective as to whether such fluctuations are determined by factors specific to the financial instrument or its issuer or by factors that affect all similar market-traded financial instruments.
Credit risk: the risk that one of the parties causes the other party to incur a financial loss by failing to fulfil an obligation.
Liquidity risk: the risk that an entity may be unable to fulfil obligations associated with financial liabilities.
(a) Currency risk The Group entered into most of its financial instruments in Euros, which is its functional and presentation currency. Although it operates in an international environment, its exposure to fluctuations in exchange rates is limited to the following currencies against the Euro: US dollar (USD), and Chinese Yuan (CNY). (b) Interest rate risk The Restructuring Agreement signed by Pininfarina S.p.A. with the lending institutions, effective from 30 May 2016 to 31 December 2025, defined a fixed contractual interest rate of 0.25% per annum, based on a year of 360 days. If the six-month Euribor exceeds 4% during an interest accruing period, the contractual interest rate will be increased by the difference between the actual six-month Euribor and 4%. The Group is exposed to interest rate risk solely in connection with the loan provided by Volksbank Region Leonberg to Pininfarina Deutschland GmbH, which accrues interest at the three-month Euribor plus a spread of 0.55%. Interest on the short-term operating lines is computed at a fixed rate ranging between 4.74% and 6.40%, with regular accrual and payment in arrears at the end of each utilisation period. A breakdown of the Group’s financial debt by fixed and variable interest rates is as follows:
Due to the new structure of the interest rates on the medium to long-term financing that, at variable rates, accounts for 3.9% of total indebtedness with third parties, the Group has not performed a sensitivity analysis. (c) Price risk Because the Group primarily operates within the Eurozone, its exposure to the risk of fluctuations in commodity prices is currently immaterial.
31.03.2019 % 31.12.2018 %
- Fixed rate 26,316,649 96.1% 25,929,114 96.7%
- Variable rate 1,071,051 3.9% 875,304 3.3%
Gross financial debt with third parties 27,387,700 100.0% 26,804,418 100.0%
30
(d) Credit risk The Group is exposed to credit risk, defined as the probability of an impairment loss on exposures with a commercial or financial counterparty. With reference to commercial transactions, the Group’s most significant projects have a limited number of counterparties, most of which may be qualified as of a primary credit standing. At group level, credit risk is especially concentrated in Asia (Iran, India and China). Counterparty risk in the case of countries in which the Group does not usually undertake commercial transactions is analysed and assessed at the offering phase in order to identify and mitigate any solvency risk. The Group operates in markets that are or have been recently affected by geopolitical or financial tensions. Specifically, the following exposures are considered to bear solvency risk:
Lastly, as disclosed in the specific section, the receivables related to certain contracts may remain unpaid, be renegotiated or cancelled. Specifically, during the year, the Group recognised impairment losses on the receivables relating to a project for a Chinese customer (carrying amount of €5,181 thousand). (e) Liquidity risk In brief, the Rescheduling Agreement effective as of 30 May 2016 entailed: - settlement and extinguishment of 56.74% of the nominal amount of the parent’s debt with the
lending institutions that accepted this option, in addition to the interest accrued up to the effective date;
- the rescheduling of the nominal amount of the debt with the lending institutions that accepted this option, totalling €41.5 million, from 2016 to 2025;
- the application of a fixed interest rate of 0.25% per annum, based on a year of 360 days, increased by the difference between this rate and the six-month Euribor, should the latter exceed 4%.
The cash flows of the above-mentioned agreement have been determined on the basis of the 2016-2025 business and financial plan that ensures the parent’s and the Group’s financial stability. Consequently, over the medium to long term, the liquidity risk is directly correlated to the achievement of the business plan targets. A breakdown of the contractual amount of the Group’s financial debt is set out below.
The Group holds net cash and cash equivalents and assets held for trading in its portfolio totalling €27.1 million. Consequently, it is not exposed to liquidity risk in the foreseeable future.
Iran
(€'000)
Assets 3,040
Contract liabilities 1,468
Net exposure 1,572
Carrying
amount
31.03.2019
Contractual
cash flows
Of which:
due within one
year
Of which:
due from one to
five years
Of which:
due after five
years
Term financing 27,387,700 35,386,325 4,574,140 17,973,023 12,839,162
31
(f) Risk of default and debt covenants This risk relates to the possibility that the new Rescheduling Agreement between Pininfarina S.p.A. and the lending institutions that came into force on 30 May 2016 may include acceleration clauses that would give rise to liquidity risk.
The Rescheduling Agreement requires that, as of the verification date of 31 March of each year, the financial covenant shall be at least equal to the minimum consolidated equity, i.e., €30 million. The covenant will be checked until the expiry of the loan in 2025.
The Mahindra Group granted a first demand surety to the lending institutions that is enforceable if Pininfarina S.p.A. fails to meet its obligations.
SEGMENT REPORTING
Operating segments are identified in accordance with paragraphs 5 to 10 of IFRS 8 – Operating
segments.
Financial income and expense and income taxes are not allocated to the reporting segments
because management makes the relevant decisions on an aggregate segment basis. Intra-segment
transactions are carried out at market conditions. In accordance with IFRS 8.4, the Group presents
segment reporting in its consolidated financial statements only.
The Group’s business segments are not affected by seasonal factors.
Segment reporting as at and for the three months ended 31 March 2019 and 2018 is set out below.
Amounts are in thousands of Euros.
Reference should be made to the directors’ report for an analysis of the operating segments.
Design Engineering Total Design Engineering Total
A B A + B A B A + B
Revenue 16,132 12,402 28,534 15,427 13,184 28,611
(Intra-segment revenue) (997) (2,290) (3,287) (187) - (187)
Revenue - third parties 15,135 10,112 25,247 15,240 13,184 28,424
Operating profit 395 318 713 2,146 984 3,130
Net financial expense (162) (555)
Dividends - -
Share of profit (loss) of equity-accounted investees (33) - (33) - 3 3
Profit before taxes - - 518 - - 2,578
Income taxes - - (104) - - (481)
Profit from continuing operations - - 414 - - 2,097
Other information required by IFRS 8:
- Amortisation and depreciation (720) (436) (1,156) (407) (533) (940)
- Impairment losses (8) (11) (19) - (3) (3)
- Provisions/change in accounting estimates - 39 39 - (6) (6)
- Net gains on the sale of non-current assets - - - - 83 83
Q1 2019 Q1 2018
32
Sales are broken down by geographical segment below:
NOTES TO THE CAPTIONS 1. Property, plant and equipment The carrying amount of property, plant and equipment at 31 March 2019 decreased slightly to €49.7 million from €50 million at 31 December 2018. Changes in property, plant and equipment and an analysis of the items making up the captions are set out below.
Land and buildings include the carrying amounts of real estate complexes, comprising the production facilities located in Via Castellamonte 6, Bairo Canavese (TO) and Strada provinciale per Caluso, San Giorgio Canavese (TO), the styling and engineering sites in Via Nazionale 30, Cambiano (TO) and a property in Beinasco (TO). All land and buildings located in Italy are owned by Pininfarina S.p.A..
Q1 2019 Q1 2018
Italy 716 5,256
EU 12,174 5,060
Non-EU countries 8,388 14,903
Revenue from sales and services 21,278 25,219
Land Buildings Total
Historical cost 12,291,743 64,295,066 76,586,809
Accumulated depreciation and impairment losses (4,636,429) (38,124,856) (42,761,285)
Carrying amount at 31 December 2018 7,655,314 26,170,210 33,825,524
Reclassification: Historical cost - - -
Reclassification: Acc. depreciation and imp. losses - - -
Additions - 244,177 244,177
Historical cost - Merger - - -
Acc. depreciation - Merger - - -
Disposals: Historical cost - - -
Disposals: Acc. depreciation and imp. losses - - -
Depreciation - (282,470) (282,470)
Impairment losses - - -
Reclassifications - 938 938
Other changes - (933) (933)
Carrying amount at 31 March 2019 7,655,314 26,131,922 33,787,236
Of which:
Historical cost 12,291,743 64,539,243 76,830,986
Accumulated depreciation and impairment losses (4,636,429) (38,407,321) (43,043,750)
33
Plant and machinery at 31 March 2019 include generic production plant and machinery, mainly based at the Bairo and Cambiano facilities. Additions of the period are mainly due to machinery and plant installed at the Cambiano facility.
Additions to hardware and software for the reporting period relate to the purchase of IT equipment for technological upgrading, mainly attributable to the parent.
Machinery Plant Total
Historical cost 6,860,513 84,927,841 91,788,354
Accumulated depreciation and impairment losses (5,212,069) (81,133,308) (86,345,377)
Carrying amount at 31 December 2018 1,648,444 3,794,533 5,442,977
Reclassification: Historical cost - 11 11
Reclassification: Acc. depreciation and imp. losses (1) 786 785
Additions - 132,713 132,713
Historical cost - Merger - - -
Acc. depreciation - Merger - - -
Disposals: Historical cost - - -
Disposals: Acc. depreciation and imp. losses - - -
Depreciation (47,568) (151,160) (198,728)
Impairment losses - - -
Reclassifications - - -
Other changes - - -
Carrying amount at 31 March 2019 1,600,875 3,776,883 5,377,758
Of which:
Historical cost 6,860,513 85,060,565 91,921,078
Accumulated depreciation and impairment losses (5,259,638) (81,283,682) (86,543,320)
Furniture and
fixtures
Hardware
and software Other assets Total
Historical cost 3,970,171 6,571,677 1,220,077 11,761,925
Accumulated depreciation and impairment losses (2,892,409) (5,170,325) (393,313) (8,456,047)
Carrying amount at 31 December 2018 1,077,762 1,401,352 826,764 3,305,878
Reclassification: Historical cost - - - -
Reclassification: Acc. depreciation and imp. losses - - - -
Additions 4,110 77,526 - 81,636
Historical cost - Merger - - - -
Acc. depreciation - Merger - - - -
Disposals: Historical cost - - - -
Disposals: Acc. depreciation and imp. losses - - - -
Depreciation (43,019) (101,444) (29,564) (174,027)
Impairment losses - - -
Reclassifications 2,291 (39,688) 8,397 (29,000)
Other changes (1,389) (8,790) (3,268) (13,447)
Carrying amount at 31 March 2019 1,039,755 1,328,956 802,329 3,171,040
Of which:
Historical cost 3,976,572 6,609,515 1,228,474 11,814,561
Accumulated depreciation and impairment losses (2,936,817) (5,280,559) (426,145) (8,643,521)
34
2. Investment property The Group’s investment property consists of buildings owned by Pininfarina Deutschland Holding GmbH in Renningen, near Stuttgart, Germany, which are leased to third parties. They are mortgaged to secure a loan received by the German subsidiary (€135,000). The market value of property, calculated in the appraisal available to the parent, exceeds its carrying amount.
3. Intangible assets The carrying amount of intangible assets at 31 March 2019 increased to €7.7 million from €7.3 million at 31 December 2018.
Land Buildings Total
Historical cost 5,807,378 12,232,539 18,039,917
Accumulated depreciation and impairment losses - (10,647,165) (10,647,165)
Carrying amount at 31 December 2018 5,807,378 1,585,374 7,392,752
Reclassification: Historical cost - - -
Reclassification: Acc. depreciation and imp. losses - - -
Additions - - -
Disposals: Historical cost - - -
Disposals: Acc. depreciation and imp. losses - - -
Depreciation - (91,288) (91,288)
Impairment losses - - -
Reclassifications - - -
Other changes - - -
Carrying amount at 31 March 2019 5,807,378 1,494,086 7,301,464
Of which:
Historical cost 5,807,378 12,232,539 18,039,917
Accumulated depreciation and impairment losses - (10,738,453) (10,738,453)
Goodwill Licences Other Total
Historical cost 1,043,495 6,605,891 8,023,104 15,672,490
Accumulated amortisation and impairment losses - (5,855,729) (2,490,366) (8,346,095)
Carrying amount at 31 December 2018 1,043,495 750,162 5,532,738 7,326,395
Reclassification: Historical cost - - 1 1
Reclassification: Acc. amortisation and imp. losses - - - -
Additions - 507,572 - 507,572
Historical cost - Merger - - - -
Acc. depreciation - Merger - - - -
Disposals: Historical cost - - - -
Disposals: Acc. depreciation and imp. losses - - - -
Amortisation - (85,633) (5,604) (91,237)
Impairment losses - - - -
Reclassifications - - - -
Other changes - - - -
Carrying amount at 31 March 2019 1,043,495 1,172,101 5,527,135 7,742,731
Of which:
Historical cost 1,043,495 7,113,463 8,023,105 16,180,063
Accumulated amortisation and impairment losses - (5,941,362) (2,495,970) (8,437,332)
35
The Group’s only intangible asset with an indefinite useful life is goodwill (€1,043,495). 4. Right-of-use assets
This caption is required by IFRS 16 and shows the right to use the leased assets covered by the
leases signed by the group companies, mainly buildings housing their offices. 5. Investments in associates They include:
The decrease is due to the group’s share of their profit (loss) for the period. 6. Equity investments in other companies Equity investments in other companies did not change from the previous year end and are as follows:
7. Loans and receivables This caption relates to the non-interest bearing loan disbursed by the parent to the associate Signature S.r.l. to support its start-up phase. 8. Inventories
Raw materials mainly consist of various materials used for the production of cars and prototypes at
the Cambiano facility. Finished goods comprise car spare parts manufactured by the Group, which
are sold to carmakers, and Pininfarina-branded products.
31.03.2019 31.12.2018
Goodmind S.r.l. 108,348 107,839
Signature S.r.l. 463,409 496,732 300
Investments in associates 571,757 604,571
31.03.2019
Midi Plc 251,072
Idroenergia Soc. Cons. a.r.l. 516
Volksbank Region Leonberg 300
Unionfidi S.c.r.l.p.A. Turin 129
Equity investments in other companies 252,017
36
The table below shows a breakdown of inventories and the allowance for inventory write-down:
The allowance for raw material write-down is unchanged from the previous year end and reflects the
risk of obsolete and slow-moving items. 9. Contract assets Contract assets shows the balance of gross contract work in progress less progress payments and advances. The change for the period is due to the progress of certain styling and engineering contracts from customers inside and outside the European Union. 10. Assets held for trading Assets held for trading, which totalled €13.7 million at 31 March 2019, are measured at fair value. As they mainly consist of government bonds (investment grade) and are traded in regulated markets and have low risk profiles, the price risk presented by these assets is deemed to be limited. A breakdown of these assets by nature is provided below:
The fair value gain for the period has been recognised in profit or loss as financial income (see note 25).
31.03.2019 31.12.2018
Raw materials 635,352 580,410
Allowance for inventory write-down (338,368) (338,368)
Finished goods 172,375 166,246
Allowance for inventory write-down - -
Inventories 469,359 408,288
31.03.2019 % 31.12.2018 %
Italian government or government-guaranteed bonds 599,529 4.38 994,930 7.59
Bank and insurance bonds 8,074,192 58.97 7,329,007 55.92
Other bonds 5,017,122 36.65 4,782,006 36.49
Assets held for trading 13,690,843 100.00 13,105,943 100.00
37
11. Trade receivables - third and related parties The following table shows trade receivables at 31 March 2019 and 31 December 2018:
The Group’s main counterparties are top carmakers with a high credit rating. Since there are no
insurance contracts on receivables, the Group’s maximum exposure to credit risk is equal to the
carrying amount of the receivables less the loss allowance. The Group did not factor any
receivables. Trade receivables are mostly denominated in Euros.
The increase in trade receivables from third parties is in line with the increase in revenue compared
to the corresponding period of the previous year, while the rise in trade receivables from related
parties is substantially related to the receivables from Automobili Pininfarina GmbH, a subsidiary of
the Mahindra & Mahindra Group.
Changes in the loss allowance are set out below:
As mentioned in the “Financial risk management” section, in the previous year, the Group
recognised impairment losses on certain net contract assets (see the following table) of specific
contracts that have been suspended, pending developments in the related customers’ industrial and
commercial strategies, in order to cover the risk of non-payment, renegotiation or cancellation.
31.03.2019 31.12.2018
Italy 1,347,175 2,286,911
EU 6,820,316 4,749,650
Non-EU countries 20,220,008 19,965,378
(Loss allowance) (5,670,223) (5,657,555)
Third parties 22,717,277 21,344,385
Signature S.r.l. 40,144 42,312
Mahindra&Mahindra Group 1,084,048 2,404,982
Tech Mahindra Group 17,849 46,309
Automobili Pininfarina GmbH 5,765,566 335,845
Related parties 6,907,607 2,829,448
Trade receivables 29,624,884 24,173,832
Q1 2019 Q1 2018
Opening balance 5,657,555 456,809
Additions 12,668 5,286,661
Utilisations - (85,915)
Other changes - -
Closing balance 5,670,223 5,657,555
(€'000)
Trade receivables 11,617
Contract liabilities 6,436
Net exposure 5,181
38
12. Other assets The following table shows other assets at 31 March 2019 and 31 December 2018:
The VAT asset is mainly attributable to the parent. 13. Cash and cash equivalents The table below shows a breakdown of this caption and a comparison with the previous year-end corresponding figures:
The decrease is mainly due to working capital trends. The bank overdrafts relate to the credit facilities drawn down by Pininfarina Deutschland GmbH.
Reference should be made to the statement of cash flows for details of the cash flows for the period. 14. Equity (a) Share capital
The parent’s share capital is comprised of 54,287,128 ordinary shares, with a unit nominal amount of €1. There are no other classes of shares.
31.03.2019 31.12.2018
VAT 6,127,717 5,237,456
Withholding taxes 4,509,578 4,011,704
Prepayments and accrued income 392,883 775,686
Advances to suppliers 195,427 83,977
Amounts due from INAIL (the Italian Workers' Compensation Authority)
and INPS (the Italian social security institution) 59,335 53,564
Amounts due from employees 99 3,500
Other 312,717 307,471
Other assets 11,597,756 10,473,358
31.03.2019 31.12.2018
Cash in hand and cash equivalents 11,859 17,227
Short-term bank deposits 13,390,194 18,339,366
Cash and cash equivalents 13,402,053 18,356,593
(Bank overdrafts) (936,051) (725,304)
Net cash and cash equivalents 12,466,002 17,631,289
Nominal
amount No.
Nominal
amount No.
Ordinary shares 54,287,128 54,287,128 54,287,128 54,287,128
(Treasury shares) (15,958) (15,958) (15,958) (15,958)
Share capital 54,271,170 54,271,170 54,271,170 54,271,170
31.03.2019 31.12.2018
39
Treasury shares are held in accordance with the limits imposed by article 2357 of the Italian Civil Code. Detailed information about the parent’s shareholders is provided in the “General information” section of these notes. (b) Share premium reserve This reserve is unchanged from the previous year end. (c) Reserve for treasury shares This reserve of €175,697, unchanged from the previous year end, is recognised in accordance with the provisions of article 2357 of the Italian Civil Code. (d) Legal reserve The legal reserve of €6,063,759 is unchanged from the previous year end. Pursuant to the provisions of article 2430 of the Italian Civil Code, it is available to cover any losses. (e) Stock option reserve Pursuant to article 114-bis of the Consolidated Finance Act, on 21 November 2016, the shareholders approved a stock option plan that provides for the free assignment of options for the subscription of ordinary shares to the parent’s employees. The ratio is one share for each option. The plan aims at incentivising attainment of the parent’s objectives and retaining employees. The plan provides that the maximum number of shares to be assigned to the beneficiaries is 2,225,925 and that the option’s exercise price is €1.10 for each share. The plan term is seven years (2016-2023). The reserve increased by the plan cost pertaining to the period. The options are measured using the Black-Scholes valuation approach, whose assumptions are as follows:
1. Volatility: 80% (three year average)
2. Risk-free rate: -0.41% (the average of the three instalments considered)
3. Dividends: no dividends are expected during the plan term
4. Average share price: €1.10
5. Vesting conditions: permanence of the employment agreement
6. Settlement method: equity instruments
7. Cost for the period: €182,203
8. Carrying amount at the reporting date: €2,093,306
(f) Translation reserve The translation reserve reflects the cumulative differences from the translation of financial statements of companies with functional currencies other than the Euro, which is the Group’s presentation currency. These companies are Pininfarina Shanghai Co Ltd. and Pininfarina of America Corp.. (g) Other reserves Other reserves of €6,879,728 rose by €4,233,520 due to the merger of Pininfarina Extra S.r.l. into Pininfarina S.p.A..
40
(h) Losses carried forward Losses carried forward totalled €9,537,890 at the reporting date, down by €2,000,627 from the 31 December 2018 figure. The decrease is due to:
- the allocation of the profit for 2018 of €2,173,181; - the reclassification of €4,233,520 to other reserves, following the merger of Pininfarina
Extra into Pininfarina S.p.A.; - the negative effect for the year of the adoption of IAS 19 (revised), quantified at €37,499; - the effect of the FTA of IFRS 16 quantified at €97,211.
The table reconciling the parent’s profit and equity as at and for the period ended 31 March 2019 with the Group’s relevant figures is provided in the directors’ report, to which reference is made. 15. Loans and borrowings
(a) Rescheduling Agreement
The new Rescheduling Agreement (the “Agreement”) between Pininfarina S.p.A. and its lending
institutions became effective on 30 May 2016. Its effects are summarised below:
- settlement and extinguishment of 56.74% of the nominal amount of the parent’s debt with the
lending institutions that accepted this option, in addition to the interest accrued up to the effective date;
- the rescheduling of the nominal amount of the debt with the lending institutions that accepted
this option, totalling €41.5 million, to 2025;
- the application of a fixed interest rate of 0.25% per annum, based on a year of 360 days, increased by the difference between this rate and the six-month Euribor, should the latter exceed 4%.
(b) Fair value of restructured debt
The fair value of the restructured debt was determined by discounting the cash flows as per the
Rescheduling Agreement to their present value using a 6.5% rate, determined with the assistance of
a third-party financial advisor, as the sum of 1) the return on risk-free investments and 2) a credit
spread attributed to Pininfarina S.p.A.. The table below summarises the changes in loans and borrowings:
The increase in bank overdrafts is due to the credit facilities drawn down by Pininfarina Deutschland GmbH.
31.12.2018
Change in
bank
overdrafts
Unrealised
interest Repayment
Current/
non-current
reclassification 31.03.2019
Finance lease liabilities - - - - -
Other loans and borrowings 22,441,025 387,535 - (15,000) 22,813,560
Non-current portion 22,441,025 387,535 - (15,000) 22,813,560
Bank overdrafts 725,304 210,747 - - - 936,051
Finance lease liabilities - - - - -
Other loans and borrowings 3,638,089 - (15,000) 15,000 3,638,089
Current portion 4,363,393 210,747 - (15,000) 15,000 4,574,140
Current and non-current portions 26,804,418 210,747 387,535 (15,000) - 27,387,700
41
Other loans and borrowings include the amounts due to the parent’s lending institutions, parties to the Agreement, pursuant to the relevant loan and financing agreements.
A breakdown of the contractual cash flows by maturity is provided in paragraph (e) of the “Financial
risk management” section.
A breakdown of changes by lender is set out below:
(c) Lease liabilities
This caption is required by IFRS 16 and shows the Group’s obligation to make lease payments,
mainly relating to leases of buildings housing offices.
Other information
Pininfarina Deutschland Holding GmbH has a €135,000 loan with Volksbank Region Leonberg (GER). It is the only subsidiary with non-current debt.
Consequently, the Group’s loans and borrowings are not subject to currency risk.
16. Trade payables, other financial liabilities and other liabilities (a) Trade payables
Trade payables to third parties include roughly €5.8 million arising from an advisory services agreement that the parent signed in connection with a long-term contract.
The amount due under the agreement is recognised at the discounted value of the payment plan in place with the service provider.
The reporting-date balance comprises amounts that will be paid within twelve months of the reporting date, except for the trade payable described above, which will be settled over the term of the contract to which it relates.
31.12.2018
Unrealised
interest Repayment 31.03.2019
Intesa Sanpaolo S.p.A. 16,784,939 250,866 - 17,035,805
Banca Nazionale del Lavoro S.p.A. 988,016 14,767 - 1,002,783
Ubi Banca S.p.A. (formerly Banca Regionale Europea S.p.A.) 3,945,462 58,969 - 4,004,431
Selmabipiemme Leasing S.p.A. 4,210,697 62,933 - 4,273,630
Volksbank Region Leonberg (GER) 150,000 - (15,000) 135,000
Other loans and borrowings 26,079,114 387,535 (15,000) 26,451,649
31.03.2019 31.12.2018
Third parties 16,918,267 16,102,312
Related parties 96,811 493,063
Contract liabilities 14,569,800 13,565,536
Trade payables and contract liabilities 31,584,878 30,160,911
42
(b) Other financial liabilities
17. Provisions for risks and charges, contingent liabilities and litigation (a) Provisions for risks and charges Changes in provisions for risks and charges are set out below, with a comment on the main changes:
The restructuring provision reflects the best estimate of the liability for restructuring at the reporting
date.
Other provisions reflect the estimated liabilities that may arise from losses to complete styling and
engineering contracts, potential disputes with former employees and environmental risks. The
column titled “Additions” shows the effects of unrealised losses to complete long-term contracts,
which are also shown in “Utilisations”. (b) Contingent liabilities and litigation
There are no contingent liabilities or litigation to report at the reporting date.
18. Current and deferred taxes (a) Deferred taxes The table below provides a breakdown of deferred tax assets and liabilities:
The net deferred tax assets shown in the condensed interim consolidated financial statements mainly refer to the parent, Pininfarina Engineering S.r.l. and the German companies.
31.03.2019 31.12.2018
Wages and salaries payable 3,953,904 3,172,734
Social security charges payable 805,678 1,358,763
Other 1,281,420 1,379,007
Other financial liabilities 6,041,002 5,910,504
31.12.2018 Additions Utilisations Other changes 31.03.2019
Provision for product warranty 53,236 - - - 53,236
Restructuring provision 184,454 - (7,686) - 176,768
Other provisions 382,742 - (51,167) - 331,575
Provisions for risks and charges 620,432 - (58,853) - 561,579
31.03.2019 31.12.2018
Deferred tax assets 3,026,761 3,019,085
(Deferred tax liabilities) - -
Net deferred tax assets 3,026,761 3,019,085
43
(b) Current taxes Income taxes recognised in profit or loss are detailed below:
19. Revenue from sales and services
Reference should be made to the relevant table for information on the impact of initially applying
IFRS 15 to the Group’s revenue from contracts with customers.
a) Revenue streams
The Group’s revenue mainly relates to the provision of design and engineering services and sales of
spare parts and prototypes.
Q1 2019 Q1 2018
Income taxes (35,225) (336,029)
IRAP (Regional tax on production activities) (76,310) (146,083)
Current taxes (111,535) (482,112)
Change in deferred tax assets 7,471 745
Change in deferred tax liabilities - -
Net deferred taxes 7,471 745
Income taxes (104,063) (481,367)
Q1 2019 Q1 2018
Sales - Italy 177,218 74,632
Sales - EU 192,284 226,192
Sales - Non-EU countries 457,617 986,187
Services - Italy 539,271 5,181,400
Services - EU 11,981,827 4,833,623
Services - Non-EU countries 7,930,276 13,916,938
Change in inventories and contract work in progress 1,038,112 1,196,377
Revenue from sales and services 22,316,605 26,415,349
44
Other sources of revenue include the following:
“Sundry” relates to Pininfarina Engineering S.r.l.’s acquisition of a business unit.
Royalties mainly refer to fees for the brand licence agreement signed with Mahindra & Mahindra Ltd. and the licence to use the Pininfarina trademark granted to the Bolloré S.A. Group in connection with the electric cars manufactured at the Bairo Canavese facility. Lease income mainly refers to the business lease signed by Pininfarina S.p.A. and a third party and leases for the two buildings located in Renningen, near Stuttgart, in Germany, owned by the subsidiary Pininfarina Deutschland Holding GmbH. Prior period income refers to prior period income and estimation differences, other than errors, resulting from the normal updating of estimates made in previous years. 20. Raw materials and components Raw materials and components mainly include purchases of equipment and materials used for the styling and engineering contracts and spare parts resold by the parent. 21. External variable engineering services External variable engineering services mainly refer to design and technical services. 22. Wages, salaries and employee benefits
Post-employment benefits – defined contribution plan reflect the costs related to post-employment
benefits both for defined benefit and defined contribution plans.
Q1 2019 Q1 2018
Lease income 495,536 443,888
Royalties 917,214 1,434,000
Grants for research and training 34,932 -
Prior period income 89,985 42,080
Insurance compensation 10,000 43,501
Rebilling 30,725 27,765
Sundry 1,345,877 26,359
Other revenue and income 2,924,269 2,017,593
Q1 2019 Q1 2018
Wages and salaries (10,480,198) (9,334,543)
Social security contributions (2,554,453) (2,282,201)
Utilisation of restructuring provision 7,686 2,325
Blue collars, white collars and managers (13,026,965) (11,614,419)
Post-employment benefits - defined contribution plan (383,247) (307,328)
Wages, salaries and employee benefits (13,410,212) (11,921,747)
45
A breakdown of the actual number of employees at 31 March 2019 and the average number for the reporting period is set out below, as per article 2427 of the Italian Civil Code, calculated by adding the number of employees at the beginning and end of the reporting period and dividing the result by two:
The business lease currently in force involved the transfer of 46 employment contracts.
23. Additions to/utilisation of provisions and impairment losses
Reference should be made to note 10 for details of impairment losses.
Utilisation and revised estimates of provisions for risks and charges include the utilisation and
revised estimates of the provision for losses to complete contracts.
Reference should be made to note 17 for details of additions to the provisions for risks and charges. 24. Other expenses
reporting date average reporting date average
Managers 27 27 26 25
White collars 644 636 567 567
Blue collars 25 24 29 28
Total 696 687 622 620
Q1 2019 Q1 2018
Q1 2019 Q1 2018
Net impairment losses on loans and receivables (18,946) (3,323)
Additions to provisions for risks and charges - (16,182)
Utilisation and revised estimates of provisions for risks and charges 38,609 10,820
Additions to/utilisation of provisions and impairment losses 19,663 (8,685)
Q1 2019 Q1 2018
Travel expenses (480,229) (348,265)
Leases (338,796) (545,367)
Directors' and statutory auditors' fees (162,855) (184,988)
Consulting and other services (1,136,354) (748,416)
Other personnel costs (371,645) (263,027)
Postal expenses (96,522) (83,374)
Cleaning and waste disposal services (78,842) (74,873)
Advertising (486,204) (232,984)
Indirect taxes (160,984) (183,945)
Insurance (131,177) (121,433)
Membership fees (26,283) (29,919)
Prior period expense (2,680) (15,629)
General services and other expenses (208,277) (83,144)
Other expenses (3,680,848) (2,915,364)
46
Consulting and other services mainly include IT, administrative and commercial consultancy fees.
General services and other expenses include costs for general services, guarantees and
settlements in court.
Leases mainly refer to IT equipment. 25. Net financial expense
Interest and commission expense refers to interest paid on credit facilities and bank fees.
Lease interest expense relates to the amortised-cost measurement of lease liabilities under IFRS
16.
Interest expense on non-current loans and financing of €409,433 comprises the effect of amortised-
cost accounting (€387,535) and interest accrued under the existing Agreement (€21,447). The
remainder relates to foreign companies.
Bank interest income accrued on the current account credit balances.
Q1 2019 Q1 2018
Interest and commission expense on credit facilities (30,618) (25,986)
Lease interest expense (74,399) -
Interest expense on loans and financing (409,344) (437,720)
Expense on assets held for trading - (5,306)
Interest expense on trade payables - (86,717)
Financial expense (514,361) (555,729)
Bank interest income 694 226
Interest income on loans and receivables - third parties 35 -
Interest income on loans and receivables - related parties - 550
Gains on assets held for trading 351,476 - - -
Financial income 352,205 776
Net financial expense (162,156) (554,953)
47
OTHER INFORMATION
Events after the reporting period
There are no significant events that occurred after the reporting date.
Related party transactions
The table below, which is presented pursuant to Consob communication no. DEM/6064293 of 28 July 2006, summarises related party transactions, including intragroup transactions. These transactions were carried out at market conditions, consistent with the nature of the goods exchanged or services provided. They were neither atypical nor unusual for the purposes of the above-mentioned communication.
Intragroup transactions include:
- Signature S.r.l.: loan agreement, purchases and sales of goods with Pininfarina S.p.A.;
- Tech Mahindra Ltd: services agreements with Pininfarina Deutschland GmbH and Pininfarina Engineering S.r.l.;
- Tech Mahindra GmbH: lease agreement for equipped office premises with Pininfarina Deutschland GmbH;
- Mahindra & Mahindra Ltd: brand licence agreement and engineering services agreements with Pininfarina S.p.A. and Pininfarina Engineering S.r.l.;
- Ssangyong Motor Company: design services agreement with Pininfarina S.p.A.;
- Automobili Pininfarina GmbH: design and engineering agreement with Pininfarina S.p.A..
In addition to the above figures, Studio Starclex - Studio Legale Associato Guglielmetti, related to Romina Guglielmetti (director of Pininfarina S.p.A.), provided legal assistance to the company for €9,000. Directors’ and statutory auditors’ fees
Assets Liabilities Assets Liabilities Revenue Expense Income Expense
Signature S.r.l. 40,143 - 550,000 - 30,000 - - -
Tech Mahindra Ltd 15,455 96,811 - - 14,400 61,491 - -
Tech Mahindra GmbH 2,394 - - - 60,212 - - -
Mahindra&Mahindra Ltd 1,084,049 - - - 2,531,867 - - -
Mahindra Graphic Research Design S.r.l. - - - - - 143,585 - -
Ssangyong Motor Company - - - - 238,300 - -
Automobili Pininfarina GmbH 5,765,566 - - - 5,268,871 - - -
Total 6,907,607 96,811 550,000 - 8,143,650 205,076 - -
Commercial Financial Operating Financial
(€'000) Q1 2019 Q1 2018
Directors 137 152
Statutory auditors 25 27
Total 162 179
48
Significant non-recurring transactions As required by Consob communication no. DEM/6064293 of 28 July 2006, the effects of non-recurring events or transactions, i.e., those events or transactions that do not occur frequently during the normal course of business, are shown in the tables below:
31.03.2019
31.03.2019,
net of
significant
non-recurring
transactions
Property, plant and equipment 42,361,048 42,360,041
Investment property 7,301,464 7,301,464
Intangible assets 7,742,731 7,742,731
Right-of-use assets 7,189,483 7,189,483
Equity investments 823,774 823,774
Deferred tax assets 3,008,017 3,008,017
Non-current financial assets 550,000 550,000
NON-CURRENT ASSETS 68,976,516 68,975,508
Inventories 469,359 469,359
Contract assets 4,188,491 4,188,491
Current financial assets 13,690,843 13,690,843
Trade receivables and other assets 41,222,640 41,222,640
Cash and cash equivalents 13,402,053 11,804,314
CURRENT ASSETS 72,973,387 71,375,648
TOTAL ASSETS 141,949,903 140,351,157
Share capital and reserves 62,117,537 62,117,537
Loss from continuing operations 413,648 (887,359)
EQUITY 62,531,185 61,230,178
Non-current loans and borrowings 28,416,378 28,416,378
Deferred tax liabilities (18,744) (18,744)
Post-employment benefits and other provisions 5,065,012 4,829,163
NON-CURRENT LIABILITIES 33,462,646 33,226,797
Current loans and borrowings 6,075,308 6,075,308
Other financial liabilities 6,041,002 5,979,112
Trade payables 31,584,878 31,584,878
Current tax liabilities 1,370,823 1,370,823
Provisions for risks and charges 561,579 561,579
Other liabilities 322,482 322,482
CURRENT LIABILITIES 45,956,072 45,894,182 00
TOTAL LIABILITIES 79,418,718 79,120,979
TOTAL LIABILITIES AND EQUITY 141,949,903 140,351,157
49
The significant non-recurring transaction is as follows: - Pininfarina Engineering S.r.l.’s acquisition of a business unit from Mahindra Graphic Research Design S.r.l. (which is a related party as it is owned by Mahindra & Mahindra Ltd). The impact of this transaction on the net financial debt and cash flows amounts to €1,597,738. Atypical and unusual transactions As required by Consob communication no. DEM/6064293 of 28 July 2006, the Pininfarina Group specifies that it did not carry out atypical or unusual transactions during the year, as defined in the above-mentioned Communication, according to which atypical and/or unusual transactions are transactions that, because of their significance/material amount, nature of the counterparty, subject, method used to determine the transfer price and timing of the event, could create doubts as to: the accuracy/completeness of the disclosure provided in the financial statements, the existence of a conflict of interest, the safeguarding of corporate assets and the protection of non-controlling investors.
Q1 2019
Q1 2019, net of
significant non-
recurring
transactions
Revenue from sales and services 22,316,605 22,316,605
Change in finished goods and contract work in progress 6,129 6,129
Other revenue and income 2,924,269 1,623,262
REVENUE 25,247,003 23,945,996
Net gains on sale of non-current assets and equity investments 50 50
Raw materials and consumables (2,098,353) (2,098,353)
Other variable production costs (624,519) (624,519)
External variable engineering services (3,583,827) (3,583,827)
Wages, salaries and employee benefits (13,410,212) (13,410,212)
Amortisation and depreciation, impairment losses and provisions (1,135,921) (1,135,921)
Net exchange losses (692) (692)
Other expenses (3,680,848) (3,680,848)
OPERATING PROFIT (LOSS) 712,681 (588,326)
Net financial expense (162,156) (162,156)
Dividends - -
Share of loss of equity-accounted investees (32,814) (32,814)
PROFIT (LOSS) BEFORE TAXES 517,711 (783,296)
Income taxes (104,063) (104,063)
PROFIT (LOSS) FOR THE PERIOD 413,648 (887,359)
50
51
Pininfarina S.p.A.
Interim separate financial statements
as at and for the three months ended 31 March 2019
52
Statement of financial position
31.03.2019 31.12.2018
Land and buildings 33,787,146 33,825,172
Land 7,655,314 7,655,314
Buildings 26,131,832 26,169,858
Leased property - -
Plant and machinery 5,097,345 5,099,715
Machinery 1,600,875 1,648,444
Plant 3,496,470 3,451,271
Leased machinery and equipment - -
Furniture, fixtures and other assets 1,487,188 1,305,721
Furniture and fixtures 243,595 200,621
Hardware and software 814,086 662,401
Other assets, including vehicles 429,507 442,699
Assets under construction - -
Property, plant and equipment 40,371,679 40,230,608
Investment property
Goodwill - -
Licences and trademarks 658,278 513,084
Other 5,474,196 5,449,674
Intangible assets 6,132,474 5,962,758
Right-of-use assets 256,005 -
Subsidiaries 21,377,212 23,546,353
Associates 571,757 496,732
Joint ventures - -
Other companies 251,717 645
Equity investments 22,200,686 24,043,730
Deferred tax assets 1,280,117 1,255,256
Held-to-maturity investments - -
Loans and receivables 2,226,577 2,325,967
Third parties - -
Related parties 2,226,577 2,325,967
Available-for-sale financial assets - -
Non-current financial assets 2,226,577 2,325,967
TOTAL NON-CURRENT ASSETS 72,467,538 73,818,319
Raw materials 296,984 242,042
Work in progress - -
Finished goods 172,375 23,482
Inventories 469,359 265,524
Contract assets 506,777 838,677
Assets held for trading 13,690,843 13,105,943
Loans and receivables - -
Third parties - -
Related parties - -
Available-for-sale financial assets - -
Current financial assets 13,690,843 13,105,943
Derivatives - -
Trade receivables 23,076,274 13,661,592
Third parties 10,977,350 8,882,383
Related parties 12,098,924 4,779,209
Other assets 9,652,586 8,726,000
Trade receivables and other assets 32,728,860 22,387,592
Cash in hand and cash equivalents 8,694 7,981
Short-term bank deposits 9,232,265 11,174,834
Cash and cash equivalents 9,240,959 11,182,815
TOTAL CURRENT ASSETS 56,636,798 47,780,551
TOTAL ASSETS 129,104,336 121,598,870
53
Statement of financial position
Pursuant to Consob resolution no. 15519 of 27 July 2006, an ad hoc statement of financial position showing related party transactions has not been prepared as these are already shown in the interim separate financial statements schedules. As for transactions with other related parties, such as directors and statutory auditors, “Trade payables - third parties” include accrued fees for the year of €46,583.
31.03.2019 31.12.2018
Share capital 54,271,170 54,271,170
Share premium reserve 2,053,660 2,053,660
Reserve for treasury shares 175,697 175,697
Legal reserve 6,063,759 6,063,759
Stock option reserve 2,093,306 1,911,103
Other reserves 6,879,728 2,646,208
Losses carried forward (885,528) (6,612,936)
Profit (loss) for the period/year (60,534) 5,730,195
EQUITY 70,591,258 66,238,856
Finance lease liabilities - -
Lease liabilities 151,452
Other loans and borrowings 22,738,560 22,351,025
Third parties 22,738,560 22,351,025
Related parties - -
Non-current loans and borrowings 22,890,012 22,351,025
Deferred tax liabilities - -
Italian post-employment benefits 3,459,576 2,716,632
Other - -
Post-employment benefits 3,459,576 2,716,632
TOTAL NON-CURRENT LIABILITIES 26,349,588 25,067,657
Bank overdrafts - -
Finance lease liabilities - -
Lease liabilities 104,871
Other loans and borrowings 3,917,972 4,315,665
Third parties 3,578,089 3,578,089
Related parties 339,883 737,576
Current loans and borrowings 4,022,843 4,315,665
Wages and salaries payable 2,079,799 1,585,849
Social security charges payable 417,171 678,906
Other 465,825 708,674
Other financial liabilities 2,962,795 2,973,429
Third parties 12,263,227 11,352,177
Related parties 4,393,080 3,214,179
Contract liabilities 7,566,460 7,541,381
Trade payables 24,222,767 22,107,737
Direct tax liabilities 284,732 224,671
Other tax liabilities 162,828 143,086
Current tax liabilities 447,560 367,757
Derivatives - -
Provision for product warranty 53,236 53,236
Restructuring provision 176,768 184,454
Other provisions 277,521 290,079
Provisions for risks and charges 507,525 527,769
Third parties - -
Related parties - -
Other liabilities - -
TOTAL CURRENT LIABILITIES 32,163,490 30,292,357
TOTAL LIABILITIES 58,513,078 55,360,014
TOTAL LIABILITIES AND EQUITY 129,104,336 121,598,870
54
Income statement
Q1 2019
Of which:
related
parties Q1 2018
Of which:
related
parties
Revenue from sales and services 11,855,891 6,547,670 17,730,310 1,197,891
Internal work capitalised - -
Change in finished goods 6,129 (3,288) - -
Change in contract work in progress
Change in finished goods - - -
Other revenue and income 1,345,633 442,500 1,784,843 1,205,333
Revenue 13,207,653 6,990,170 19,511,865 2,403,224
Gains on sale of non-current assets and equity investments 50 - 82,855 -
Gain on sale of equity investments - -
Raw materials and components (1,630,630) (2,501,494)
Change in raw materials 54,942 18,015
Inventory write-downs - -
Raw materials and consumables (1,575,688) - (2,483,479) -
Consumables (273,497) (359,984)
External maintenance (249,486) (212,371)
Other variable production costs (522,983) - (572,355) -
External variable engineering services (3,219,021) (2,290,425) (5,468,793) (631,996)
Blue collars, white collars and managers (4,666,555) (5,895,985)
Independent contractors and temporary workers - -
Social security contributions and other post-employment benefits (245,957) (273,737)
Wages, salaries and employee benefits (4,912,512) - (6,169,722) -
Depreciation of property, plant and equipment and investment property (561,009) (500,518)
Amortisation of intangible assets (53,764) (244,449)
Depreciation of right-of-use assets (26,796) -
Losses on sale of non-current assets and equity investments - -
(Additions to)/utilisation of provisions and impairment (losses) and gains - (5,362)
Amortisation, depreciation and impairment losses (641,569) - (750,329) -
Net exchange losses (2,788) (282)
Other expenses (2,224,960) - (1,817,937) -
Operating profit 108,182 4,699,745 2,331,823 1,771,228
Net financial expense (82,157) 2,505 (533,601) 2,685
Dividends - - - -
Share of loss of equity-accounted investees (32,814) -
Profit (loss) before taxes (6,789) 4,702,250 1,798,222 1,773,913
Income taxes (53,745) (58,256)
Profit (loss) for the period (60,534) 4,702,250 1,739,966 1,773,913
55
Statement of comprehensive income
Pursuant to Consob resolution no. 15519 of 27 July 2006, the effects of related party transactions on the income statement of the Pininfarina Group are shown in the table provided above and in the “Other information” section of the notes.
Q1 2019 Q1 2018
Profit (loss) for the period (60,534) 1,739,966
Other comprehensive income (expense):
Items that will not be reclassified to profit or loss:
- Actuarial gains (losses) on defined benefit plans - IAS 19 (2,787) 57,578
- Income taxes - -
- Other - -
Total items of other comprehensive expense that will not be
reclassified to profit or loss, net of tax effect:
Items that will or may be subsequently reclassified
to profit or loss:
- Gains (losses) from translation of financial statements of foreign operations - IAS 21 - -
- Other - -
Total items of other comprehensive expense that will be subsequently
reclassified to profit or loss, net of tax effect:
Total other comprehensive income (expense), net of tax effect (2,787) 57,578
Comprehensive income (expense) (63,321) 1,797,544
(2,787) 57,578
- -
56
Reclassified income statement
(€’000)
(*) Materials and services are net of utilisations of the provisions for product warranty and risks (€2.9 thousand and €12.6 thousand for the first quarters of 2018 and 2019, respectively). (**) Labour cost is net of utilisations of the restructuring provision (€42.4 thousand and €7.7 thousand for the first quarters of 2018 and 2019, respectively).
As required by Consob resolution no. DEM/6064293 of 28 July 2006, a reconciliation of the data in the interim separate financial statements with those in the reclassified schedules is provided below: - Materials and services include raw materials and components, other variable production costs, external variable
engineering services, exchange rate gains and losses and other expenses. - Amortisation and depreciation comprise amortisation of intangible assets and depreciation of property, plant and
equipment and investment property. - (Additions to)/utilisation of provisions and impairment losses and gains include additions to/utilisation of provisions,
impairment losses and inventory write-downs. - Net financial expense comprises net financial expense and dividends.
Q1 2019 % Q1 2018 % Variation 2018
Revenue from sales and services 11,856 89.76 17,730 90.87 (5,874) 56,554
Change in finished goods 6 0.05 (3) ( 0.02) 9 (15)
Other revenue and income 1,346 10.19 1,785 9.15 (439) 6,684
Revenue 13,208 100.00 19,512 100.00 (6,304) 63,223
Net gains on the sale of non-current assets - - 83 0.43 ( 83) 184
Materials and services (*) (7,600) (57.54) (10,361) (53.10) 2,761 (32,099)
Change in raw materials 55 0.42 18 0.09 37 41
Value added 5,663 42.88 9,252 47.42 (3,589) 31,349
Labour cost (**) (4,913) (37.20) (6,170) (31.62) 1,257 (22,589)
Gross operating profit 750 5.68 3,082 15.80 (2,332) 8,760
Amortisation and depreciation (642) (4.86) (745) (3.82) 103 (2,567)
(Additions to)/utilisation of provisions and impairment (losses) and gains 0 0.00 (5) ( 0.03) 5 264
Operating loss 108 0.82 2,332 11.95 (2,224) 6,457
Net financial expense (82) (0.62) (534) (2.74) 452 (1,580)
Share of loss of equity-accounted investees (33) (0.25) - - (33) (33)
Profit (loss) before taxes (7) (0.05) 1,798 9.21 (1,805) 4,844
Income taxes (54) (0.41) (58) ( 0.29) 4 886
Profit (loss) for the period/year (61) (0.46) 1,740 8.92 (1,801) 5,730
57
Reclassified statement of financial position
(€’000)
Net financial debt
(€’000)
31.03.2019 31.12.2018 Variation 31.03.2018
Net non-current assets (A)
Net intangible assets 6,132 5,963 169 6,127
Net property, plant and equipment and investment property 40,372 40,231 141 40,339
Right-of-use assets 256 0 256 0
Equity investments 22,201 24,044 (1,843) 22,107
Total A 68,961 70,238 (1,277) 68,573
Working capital (B)
Inventories 469 266 203 254
Contract assets 507 839 (332) 1,490
Net trade receivables and other assets 32,729 22,387 10,342 19,195
Assets held for sale 0 0 - 135
Deferred tax assets 1,280 1,255 25 0
Trade payables (16,656) (14,566) (2,090) (18,834)
Contract liabilities (7,566) (7,541) (25) (8,963)
Provisions for risks and charges (508) (528) 20 (589)
Other liabilities (3,411) (3,342) (69) (4,099)
Total B 6,844 (1,230) 8,074 (11,411)
Net invested capital (C=A+B) 75,805 69,008 6,797 57,162
Post-employment benefits (D) 3,460 2,717 743 3,908
Net capital requirements (E=C-D) 72,345 66,291 6,054 53,254
Equity (F) 70,591 66,239 4,352 61,775
Net financial (position) debt (G)
Non-current loans and borrowings 20,663 20,025 638 22,515
Net current financial position (18,909) (19,973) 1,064 (31,036)
Total G 1,754 52 1,702 (8,521)
Total as in E (H=F+G) 72,345 66,291 6,054 53,254
31.03.2019 31.12.2018 Variation 31.03.2018
Cash and cash equivalents 9,241 11,183 (1,942) 25,798
Current assets held for trading 13,691 13,106 585 9,067
Current finance lease liabilities (105) - (105) -
Loans and borrowings - related parties (340) (738) 398 (335)
Current portion of bank loans and borrowings (3,578) (3,578) - (3,494)
Net current financial position 18,909 19,973 (1,064) 31,036
Non-current loans and receivables - related parties 2,227 2,326 (99) 2,123
Non-current finance lease liabilities (151) - (151) -
Non-current bank loans and borrowings (22,739) (22,351) (388) (24,638)
Non-current loans and borrowings (20,663) (20,025) (638) (22,515)
NET FINANCIAL POSITION (DEBT) (1,754) (52) (1,702) 8,521
58
Statement of changes in equity
31.12.2017
Comprehensive
income
Stock
option
reserve
Allocation of
prior year
profit
Proceeds
from the issue
of shares
Capital
increase
transaction
costs 31.03.2018
Share capital 54,271,170 - - - - 54,271,170
Share premium reserve 2,053,660 - - - 2,053,660
Reserve for treasury shares 175,697 - - - - - 175,697
Legal reserve 6,033,331 - - - - - 6,033,331
Stock option reserve 1,172,170 - 182,203 - - - 1,354,373
Other reserves 2,646,208 - - - - - 2,646,208
Losses carried forward (7,165,362) 57,578 - 608,558 - - (6,499,226)
Profit for the period/year 608,558 1,739,966 - (608,558) - - 1,739,966
EQUITY 59,795,432 1,797,544 182,203 - - - 61,775,179
31.12.2018
Comprehensive
expense
Stock
option
reserve
Allocation of
prior year
profit
Merger of
Pininfarina
Extra S.r.l.
Capital
increase
transaction
costs 31.03.2019
Share capital 54,271,170 - - - - - 54,271,170
Share premium reserve 2,053,660 - - - - - 2,053,660
Reserve for treasury shares 175,697 - - - - - 175,697
Legal reserve 6,063,759 - - - - - 6,063,759
Stock option reserve 1,911,103 - 182,203 - - - 2,093,306
Other reserves 2,646,208 - - - 4,233,520 - 6,879,728
Losses carried forward (6,612,936) (2,787) - 5,730,195 - - (885,528)
Profit (loss) for the period/year 5,730,195 (60,534) - (5,730,195) - - (60,534)
EQUITY 66,238,856 (63,321) 182,203 - 4,233,520 - 70,591,258
59
Statement of cash flows
Pursuant to Consob resolution no. 15519 of 27 July 2006, the effects of related party transactions are shown in the “Other information” section of the notes
Q1 2019 Q1 2018
Profit for the year (60,534) 1,739,966
Adjustments:
- Income taxes 53,745 58,256
- Depreciation of property, plant and equipment and investment property 561,009 500,518
- Amortisation of intangible assets 53,764 244,449
- Depreciation of right-of-use assets 26,796 -
- Impairment losses, provisions and change in accounting estimates (10,973) (95,511)
- Gains on the sale of non-current assets (50) (82,855)
- Financial expense 411,959 536,291
- Financial income (329,802) (2,690)
- Dividends - -
- Other adjustments 954,027 90,180
Total adjustments 1,720,475 1,248,638
Change in working capital:
- Increase in inventories (61,071) (14,727)
- (Increase)/decrease in contract work in progress 331,900 (321,615)
- Increase in trade receivables and other assets (90,850) (1,111,709)
- Increase in trade receivables - related parties (6,945,705) (1,683,159)
- Increase in trade payables, other financial liabilities and other liabilities 317,506 3,519,183
- Increase in trade payables - related parties 1,086,804 544,545
- Decrease in advances for contract work in progress and deferred income (36,082) (1,574,528)
- Other changes (9,555) (91,187)
Total changes in working capital (5,407,054) (733,197)
Gross cash flows from (used in) operating activities (3,747,113) 2,255,407
- Financial expense (408,982) (30,691)
- Income taxes - -
NET CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES (4,156,095) 2,224,716
- Purchases of non-current assets and equity investments (496,621) (1,076,799)
- Cash and cash equivalents from merger of Pininfarina Extra 3,338,147
- Proceeds from the sale of non-current assets and equity investments 50 200,500
- Increase in loans and receivables - third parties - -
- Increase in loans and receivables - related parties - (550,000)
- Repayment of loans and receivables - third parties - -
- Repayment of loans and receivables - related parties (18,258) 2,685
- Proceeds from the sale of assets held for trading (584,900) (9,066,948)
- Financial income (24,179) 5
- Dividends collected - -
- Other changes - -
CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES 2,214,239 (10,490,557)
- Proceeds from the issue of shares - -
- Increase in finance lease liabilities and other loans and borrowings - third parties - -
- Increase in other loans and borrowings - related parties - -
- Repayment of finance lease liabilities and other loans and borrowings - third parties - -
- Repayment of other loans and borrowings - related parties - -
- Dividends paid - -
- Other changes - -
CASH FLOWS FROM FINANCING ACTIVITIES - -
TOTAL CASH FLOWS (1,941,856) (8,265,841)
Opening net cash and cash equivalents 11,182,815 34,063,802
Closing net cash and cash equivalents 9,240,959 25,797,961
Of which:
- Cash and cash equivalents 9,240,959 25,797,961
- Bank overdrafts - -
60
OTHER INFORMATION Events after the reporting period
There are no significant events that occurred after the reporting date.
Related party transactions
The table below, which is presented pursuant to Consob communication no. DEM/6064293 of 28 July 2006, summarises related party transactions, including intragroup transactions. These transactions were carried out at market conditions, consistent with the nature of the goods exchanged or services provided. They were neither atypical nor unusual for the purposes of the above-mentioned communication.
Intragroup transactions include:
- Signature S.r.l.: loan agreement and purchases of goods; - Pininfarina Engineering S.r.l.: lease for the equipped premises, secondment agreements,
management fee recharges and services agreements; - Pininfarina Deutschland GmbH: loan agreement; - Pininfarina Shanghai Co Ltd: services agreement, secondment agreement and management fee
recharges; - Pininfarina of America Ltd: secondment agreement and management fee recharges; - Tech Mahindra Ltd: services agreements and recharge of costs incurred by Pininfarina S.p.A. on
the company’s behalf - Mahindra & Mahindra Ltd: brand licence agreement and engineering services agreements; - Automobili Pininfarina GmbH: design and engineering agreement; - Ssangyong Motor Company: design services agreement
In addition to the above figures, Studio Starclex - Studio Legale Associato Guglielmetti, related to Romina Guglielmetti (director of Pininfarina S.p.A.), provided legal assistance to the company for €9,000. Directors’ and statutory auditors’ fees
The total fees to Pininfarina S.p.A.’s key management personnel approximate €0.24 million for the first three months of 2019.
Assets Liabilities Assets Liabilities Revenue Expense Income Expense
Signature S.r.l. 40,143 - 550,000 - 30,000 - - -
Pininfarina Engineering S.r.l. 4,809,745 4,387,280 175,714 339,883 607,069 2,290,425 - -
Pininfarina Deutschland GmbH - - 1,500,863 - - - 2,505 -
Pininfarina Shanghai Co. Ltd 290,349 - - - 258,590 - - -
Pininfarina of America Ltd 227,274 - - - 130,473 - - -
Tech Mahindra Ltd 11,855 5,800 - - - - - -
Mahindra&Mahindra Limited 957,681 - - - 456,867 - - -
Automobili Pininfarina GmbH 5,761,877 - - - 5,268,871 - - -
Ssangyong Motor Company - - - - 238,300 - - -
Total 12,098,924 4,393,080 2,226,577 339,883 6,990,170 2,290,425 2,505 -
Commercial Financial Operating Financial
(€'000) Q1 2019 Q1 2018
Directors 137 87
Statutory auditors 25 25
Total 162 112
61
Significant non-recurring transactions As required by Consob communication no. DEM/6064293 of 28 July 2006, the effects of non-recurring events or transactions, i.e., those events or transactions that do not occur frequently during the normal course of business, are shown in the tables below:
31.03.2019
31.03.2019, net
of significant
non-recurring
transactions
Property, plant and equipment 40,371,679 40,232,895
Intangible assets 6,132,474 5,842,319
Right-of-use assets 256,005 256,005
Equity investments 22,200,686 24,010,916
Deferred tax assets 1,280,117 1,255,256
Non-current financial assets 2,226,577 1,828,770 -
NON-CURRENT ASSETS 72,467,538 73,426,161 -
Inventories 469,359 326,595
Contract work in progress 506,777 506,777
Current financial assets 13,690,843 13,690,843
Trade receivables and other assets 32,728,860 30,084,089
Assets held for sale - -
Cash and cash equivalents 9,240,959 5,886,442 -
CURRENT ASSETS 56,636,798 50,494,746 - -
TOTAL ASSETS 129,104,336 123,920,907 - - -
Share capital and reserves 70,651,792 66,418,272
Loss for the period (60,534) (60,534) - -
EQUITY 70,591,258 66,357,738 - -
-
Non-current loans and borrowings 22,890,012 22,890,012
Deferred tax liabilities - -
Post-employment benefits and other provisions 3,459,576 2,728,689 -
NON-CURRENT LIABILITIES 26,349,588 25,618,701 -
Current loans and borrowings 4,022,843 3,902,576
Other financial liabilities 2,962,795 2,577,436
Trade payables 24,222,767 24,515,529
Current tax liabilities 447,560 441,402
Derivatives - -
Provisions for risks and charges 507,525 507,525
Other liabilities - - -
CURRENT LIABILITIES 32,163,490 31,944,468 - -
TOTAL LIABILITIES 58,513,078 57,563,169 - -
TOTAL LIABILITIES AND EQUITY 129,104,336 123,920,907 -
62
The significant non-recurring transaction is the merger of Pininfarina Extra S.r.l. into Pininfarina S.p.A.. Atypical and unusual transactions As required by Consob communication no. DEM/6064293 of 28 July 2006, the Pininfarina Group specifies that it did not carry out atypical or unusual transactions during the year, as defined in the above-mentioned Communication, according to which atypical and/or unusual transactions are transactions that, because of their significance/material amount, nature of the counterparty, subject, method used to determine the transfer price and timing of the event, could create doubts as to: the accuracy/completeness of the disclosure provided in the financial statements, the existence of a conflict of interest, the safeguarding of corporate assets and the protection of non-controlling investors.
31.03.2019
Q1 2019, net of
significant non-
recurring
transactions
Revenue from sales and services 11,855,891 11,855,891
Internal work capitalised - -
Change in inventories and contract work in progress 6,129 6,129
Other revenue and income 1,345,633 1,345,633 -
Revenue 13,207,653 13,207,653 -
Gains on sale of non-current assets and equity investments 50 50
Raw materials and consumables (1,575,688) (1,575,688)
Other variable production costs (522,983) (522,983)
External variable engineering services (3,219,021) (3,219,021)
Wages, salaries and employee benefits (4,912,512) (4,912,512)
Amortisation, depreciation and impairment losses (641,569) (641,569)
Net exchange losses (2,788) (2,788)
Other expenses (2,224,960) (2,224,960) -
Operating profit 108,182 108,182 -
Net financial expense (82,157) (82,157)
Gain on the extinguishment of financial liabilities - -
Dividends - -
Share of loss of equity-accounted investees (32,814) (32,814) -
Loss before taxes (6,789) (6,789) -
Income taxes (53,745) (53,745) -
Loss for the period (60,534) (60,534) -