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Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
1
CONSOLIDATED FINANCIAL STATEMENTS OF
THE F.I.L.A. GROUP AT DECEMBER 31, 2014
SEPARATE FINANCIAL STATEMENTS OF
F.I.L.A. S.p.A. AT DECEMBER 31, 2014
F.I.L.A. – Fabbrica Italiana Lapis ed Affini S.p.A.
REGISTERED OFFICE – VIA POZZONE 5 – MILAN
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
2
DIRECTORS’ REPORT ON THE CONSOLIDATED FINANCIAL
STATEMENTS OF THE F.I.L.A. GROUP AND THE SEPARATE
FINANCIAL STATEMENTS OF F.I.L.A. S.p.A. AT DECEMBER
31, 2014
I. Preliminary Information
7 Corporate Boards of F.I.L.A. S.p.A.
8 Chairman’s Letter to The Shareholders
10 F.I.L.A. Group Structure
II. Directors’ Report
14 Economic overview
17 Key Operating Results
18 F.I.L.A. Group Key Financial Highlights
18 Operating Results
25 Balance Sheet
30 Financial Position
35 Key Financial Highlights of main Group Companies
36 Investments
37 Management and Control
38 Treasury Shares
38 Commitments and Guarantees
41 Research and Development
43 Transactions with Related Parties
49 Significant Events of the year
50 Subsequent Events
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
3
51 Going Concern
51 Information and Management of Financial Risks
65 Environment and Safety
65 Workforce
68 Board of Directors and Board of Statutory Auditors
CONSOLIDATED FINANCIAL STATEMENTS OF THE F.I.L.A.
GROUP AND THE SEPARATE FINANCIAL STATEMENTS OF
F.I.L.A. S.p.A AT DECEMBER 31, 2014
I. Basis of preparation of the Explanatory Notes to the
Consolidated Financial Statements of the F.I.L.A. Group and the
Separate Financial Statements of F.I.L.A. S.p.A. at December 31, 2014
72 Accounting principles and policies
86 Introduction
87 Consolidation Principles
92 Accounting Policies of the Consolidated and Separate Financial Statements
106 Other Accounting Policies
110 Consolidation Scope
II. Consolidated Financial Statements of the F.I.L.A. Group at
December 31, 2014
115 Consolidated Balance Sheet
116 Consolidated Statement of Comprehensive Income
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
4
117 Consolidated Cash Flow Statement
119 Consolidated Statement of Changes in Shareholders’ Equity
120 Notes to the Main Consolidated Financial Statement Accounts
179 Business Combinations
189 Segment Reporting
201 Transactions relating to atypical or unusual operations
202 Final Considerations
203 Board of Statutory Auditors’ Report on the Consolidated
Financial Statements at December 31, 2014
205 Auditors’ Report as per Article 14 of Legislative Decree No. 39
of January 27, 2010
III. Basis of Preparation of the Explanatory Notes to the Separate
Financial Statements of F.I.L.A. S.p.A. at December 31, 2014
207 Accounting principles and policies
210 Accounting Policies of the Separate Financial Statements
225 Other Accounting Policies
IV. Separate Financial Statements of F.I.L.A. S.p.A. at December
31, 2014
229 Balance Sheet
230 Statement of Comprehensive Income
231 Cash Flow Statement
233 Statement of Changes in Shareholders’ Equity
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
5
234 Notes to the Main Financial Statement Accounts
280 Transactions relating to Atypical and/or Unusual Operations
281 Final Considerations
282 Board of Statutory Auditors’ Report on the Financial
Statements at December 31, 2014 prepared as per Article 2429 of
the Civil Code
291 Auditors’ Report as per Article 14 of Legislative Decree No. 39
of January 27, 2010
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
6
DIRECTORS’ REPORT ON THE CONSOLIDATED FINANCIAL
STATEMENTS OF THE F.I.L.A. GROUP AND THE SEPARATE
FINANCIAL STATEMENTS OF F.I.L.A. S.p.A.
AT DECEMBER 31, 2014
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
7
I. Preliminary Information
Corporate Boards of F.I.L.A. S.p.A.
Board of Directors
Chairman Mr. Alberto Candela
Chief Executive Officer Mr. Massimo Candela
Directors Mr. Alessandro Marena
Mr. Antonio Scarabosio Mr. Giacomo Berti
Mr. Fabio Zucchetti
Mr. Luca Pelosin
Mr. Simone Franco Citterio
Mr. Sergio Ravagli
Board of Statutory Auditors
Standing Auditors Mr. Stefano Amoroso – Chairman
Mr. Giuseppe Persano Adorno
Mr. Nicola Bruni
Alternate Auditors:
Mr. Dario Greco
Mr. Gianmarco Amico di Meane
Independent Audit Firm KPMG S.p.A.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
8
Chairman’s Letter to the Shareholders
Dear Shareholders,
2014 was an excellent year across the board in terms of operating and financial results.
At Group level, together with a lowering of the net debt, revenues improved (+6.7%) -
as did the EBIT (+11%) and the net profit (+24%).
These performances are considered even stronger when taking into account:
• the extensive volatility of a number of the major currencies against the Euro
(US Dollar, Chinese Renmimbi and the Russian Ruble);
• the transfer of the Chinese production base from Beijing to Shanghai, with the
consequent impact on the scheduled production capacity;
• the significant non-recurring charges from corporate acquisitions which, among
other benefits, facilitated the entry into the “fine arts” sector through the
acquisition of Industria Maimeri S.p.A. and the listing proposal (reference
should be made to the “Subsequent Events” paragraph:);
• the opening of the new commercial subsidiaries in Greece and South Africa.
We highlight also the excellent results of the Indian group company Writefine Products
Private Limited (India), currently held 18.5% and therefore not consolidated line-by-
line but at equity, which in 2014 delivered 28% revenue growth and EBIT growth of
46%, together with ongoing product quality improvements and innovation thanks to
synergies with F.I.L.A. S.p.A..
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
9
In 2015, the Fila Group will again focus on leaner production, the consolidation of
market share and will continue to tap into all commercial opportunities in regions
without a direct Group presence, also through the setting up of local companies.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
10
F.I.L.A. Group Structure
The F.I.L.A. Group structure at December 31, 2014 is presented below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
11
The F.I.L.A. S.p.A. subsidiaries at December 31, 2014 are:
� Omyacolor S.A. (France), held 99.99%, of which 5.05% through the German
subsidiary Lyra KG;
� F.I.L.A. Hispania S.L. (Spain), held 96.77%;
� FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey), held 99.99%;
� Licyn Mercantil Industrial Ltda (Brazil), held 99.99%;
� Fila Stationary O.O.O. (Russia), held 90%;
� Fila Hellas SA (Greece), held 50%;
� Industria Maimeri S.p.A. (Italy), held 51%, which in turn wholly-owns Maimeri
U.S.A. Inc. (U.S.A.);
� Fila Cartorama SA PTY LTDA (South Africa), held 51%;
� Fila Australia PTY LTD (Australia), held 50%;
� Dixon Ticonderoga Company (U.S.A.), wholly-owned which, in turn holds direct
investments in:
� FIRALYRA GB Ltd (United Kingdom), wholly-owned;
� Beijing F.I.L.A.-Dixon Stationery Company Ltd (China), wholly-owned,
which in turn wholly-owns Xinjiang F.I.L.A.-Dixon Plantation Co. Ltd
(China) and wholly-owns Fila Dixon Stationary (Kunshan) Co., Ltd.
(China).
� Dixon Ticonderoga Inc. (Canada), wholly-owned, which in turn holds
51.66% of Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico);
� 48.34% of Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico);
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
12
� 99.21% of F.I.L.A. Chile Ltda (Chile), which in turn holds 95% of FILA
Argentina S.A. (Argentina);
� 5% of FILA Argentina S.A. (Argentina).
The Mexican company Grupo F.I.L.A.-Dixon, S.A. de C.V. holds in turn
99.998% of Servidix S.A. de C.V., 99.99% of Dixon Comercializadora S.A. de
C.V., 99.998% of Dixon Ticonderoga de Mexico S.A. de C.V. and 99.99% of
Dixon Mexico, SA. De CV. Servidix S.A. de C.V. holds in turn 0.002% of
Dixon Mexico, SA. De CV.
� Lyra KG “Johann Froescheis Lyra-Bleitstitift-Fabrik GmbH&Co-KG” (Germany),
wholly-owned, which in turn holds direct investments in:
� Lyra-Bleitstitift-Fabrik Verwaltungs GmbH (Germany), wholly-owned;
� Lyra Scandinavia AB (Sweden), held 80%;
� PT. Lyra Akrelux (Indonesia), held 52%;
� Lyra Asia PTE Ltd (Singapore), held 70%;
The associated company of F.I.L.A. S.p.A. at December 31, 2014 is:
� Writefine Products Private Limited (India), held 18.5%;
Other investments at December 31, 2014 include:
� Maimeri S.p.A. (Italy), held 1%.
Note:
- Maimeri U.S.A. Inc. (U.S.A.) and Lyra ASIA PTE LTD (Singapore), both in liquidation, and
FILA Australia PTY LTD (Australia), incorporated on September 1, 2014, were not operative at
December 31, 2014.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
13
Reference should be made to the “Directors’ Report – Significant Events” for complete
disclosure concerning the above stated events.
For further details on the Group companies, reference should be made to the subsequent
section “Key Financial Highlights of the F.I.L.A. Group”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
14
II. Directors’ Report
ECONOMIC OVERVIEW
2014 saw the global economy expand, although with continued weakness apparent in
the Eurozone, principally due to restricted private spending, public spending cuts,
continued high youth unemployment rates and tax increases.
The F.I.L.A. Group markets report improved consumer numbers in the Eurozone and in
the US, with significant expansion in India. The South American market however was
stable, which again in 2014 was impacted by delays for Brazilian import permits.
The inflation and GDP figures for the main countries in which the F.I.L.A. Group
companies operate are reported below.
COUNTRY INFLATION GDP INFLATION GDP
Eurozone Italy 0.10% (0.20%) 1.20% (1.90%)
Spain (0.10%) 1.30% 1.80% (1.30%)
Greece (0.80%) 0.60% (0.80%) (3.60%)
France 0.70% 0.40% 1.00% 0.10%
Turkey 9.00% 3.00% 7.60% 3.50%
Germany 0.90% 1.40% 1.50% 0.50%
Sweden 0.10% 2.10% 0.40% 0.80%
North America USA 2.00% 2.20% 1.50% 1.70%
Canada 1.90% 2.30% 1.00% 1.70%
Latin America Mexico 3.90% 2.40% 3.70% 1.20%
Chile 4.40% 2.00% 1.80% 4.50%
Argentina n.a. (1.70%) 20.50% 5.10%
BRICs China 2.30% 7.40% 2.70% 7.70%
India 7.80% 5.60% 9.80% 4.90%
Brazil 6.30% 0.30% 6.20% 2.50%
Russia 7.50% 0.20% 6.40% 1.50%
Source: International Monetary Fund, Decembre 2014 /Economist Intelligence Unit 2013
2014 2013
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
15
2015 Group Outlook
The group for 2015 will continue to focus on acquiring market share through ongoing
product innovation and the maintenance of high quality levels, the strengthening of
brand image and the opening of commercial subsidiaries on new markets to ensure a
more direct connection with the end consumer.
The commercial and strategic focus was confirmed for the “colour” segment, with a
view to widening the customer age bracket, also thanks to the recent acquisition of
company Industria Maimeri in the “fine arts” segment.
Further growth is again forecast for the Indian market, thanks to continued product
quality improvements ahead of the local competition, investment in the Doms brand
and the expanded wood production capacity.
The strategy driving the forecast growth in the other regions will however be based on:
- for North America, the consolidation of Ticonderoga brand market share for
office products, the focus on the Prang brand on the educational channel,
following the marketing investments and brand promotion - in addition to the
growth of the Dixon brand industrial products;
- for Central-South America, demographic expansion and greater numbers in the
school system, the focus on the “fine arts” segment, improved market
positioning following product quality improvements and cost streamlining as a
result of Mexican production investment;
- for Europe, the consolidation of market share, also due to the benefit for the
Giotto, Lyra and Das brand products from the acquisition of “fine arts” business
through Industria Maimeri.
The Chinese subsidiary, which in 2014 completed the major transfer of production from
Beijing to Shanghai, will become fully operational again and continue to focus on – in
addition to production for the core Group companies – further domestic market
development.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
16
The planned investments for 2015 are concentrated in the F.I.L.A. Group production
companies and principally concern production and industrial capital expenditure,
following the group decision to focus on its “core businesses”, with continued
innovation and a further strengthening of the “leadership” position achieved. Particular
focus has been placed on Industria Maimeri capex to raise its production efficiency to
Fila Group level.
On the basis of that outlined above, it may be reasonably expected that results will
again improve on 2014, with a continued steadfast focus on improving the net debt
through ongoing working capital optimisation.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
17
Key Operating Results
The key F.I.L.A. Group results for 2014 are reported below.
Euro thousands 2014% on
revenue2013
% on
revenue
Total revenue 237,402 100% 222,155 100% 15,247 7% 9,731 100%
EBITDA 35,019 15% 33,186 15% 1,833 6% 318 3%
Normalised EBITDA 40,221 17% 36,958 17% 3,263 9% 621 6%
EBIT 28,977 12% 26,114 12% 2,863 11% 188 2%
Net Profit - Continuing operations 16,681 7% 13,550 6% 3,131 23% 1 0%
Net Profit/(Loss) - Discontinued operations (76) (192) 116 -60% (150)
F.I.L.A. Group Net Profit 16,575 7% 13,371 6% 3,204 24% 157 2%
Earnings per share (€ cents)
basic 9.77 7.88
diluted 9.77 7.88
Euro thousands
Cash Flow from operating activities
Net investments
% on revenue
Euro thousands
Net capital employed
Net financial position
Equity (111,968) (92,348) (19,620) (1,596)
3,288 (4,014)
Consolidation Scope
Change at December
31, 2014
170,403 154,070 16,333 5,610
(58,435) (61,723)
December 31, 2014 December 31, 20132014 - 2013
Change
2.8% 1.7% 19.1% 1.5%
19,265 22,467 (3,202) N/A
6,601 3,687 2,914 149
2014 - 2013
Change
Consolidation Scope
Change at December
31, 2014
December 31, 2014 December 31, 20132014 - 2013
Change
Consolidation Scope
Change at December
31, 2014
Note:
- 2014 EBITDA includes non-recurring operating costs of approx. Euro 5.2 million, of which Euro 4.6 million
concerning various extraordinary operations, for approx. Euro 0.3 million principally concerning the transfer of the
Chinese production site and for Euro 0.2 million the “lay-off” of personnel.
- 2013 EBITDA included non-recurring operating costs of approx. Euro 3.8 million, principally concerning the
acquisition and transfer of the Chinese production site.
- Normalised EBITDA: excludes non-recurring items and those not referring to the F.I.L.A Group “core business”.
- The “Consolidation Scope Change at December 31, 2014” concerns the companies Industria Maimeri S.p.A., FILA
Hellas SA and FILA Cartorama SA PTY LTD, not present in the comparable period.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
18
F.I.L.A. Group Key Financial Highlights
The key F.I.L.A. Group results for 2014 are reported below.
Operating Results
The F.I.L.A. Group 2014 results saw reductions on 2013 for the “EBITDA” of approx.
8.7% and for the “EBIT” of approx. 10.1%.
INCOME STATEMENT 2014 Percentage 2013 Percentage
Operating Revenue 233,585 218,864 14,721 6.7% 9,692 5,029 2.3%
Other revenue and income 3,817 3,291 526 16.0% 39 487 14.8%
TOTAL REVENUE 237,402 100% 222,155 100% 15,247 6.9% 9,731 100% 5,516
TOTAL OPERATING COSTS (202,383) -85.2% (188,969) -85.1% (13,414) 7.1% (9,413) -96.7% (4,001) 2.1%
EBITDA 35,019 14.8% 33,186 14.9% 1,833 5.5% 318 3.3% 1,515 4.6%
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (6,041) -2.5% (7,072) -3.2% 1,031 -14.6% (130) -1.3% 1,161 -16.4%
EBIT 28,977 12.2% 26,114 11.8% 2,863 11.0% 188 1.9% 2,675 10.2%
NET FINANCIAL CHARGES (4,052) -1.7% (5,131) -2.3% 1,079 -21.0% (85) -0.9% 1,164 -22.7%
PRR-TAX PROFIT 24,925 10.5% 20,983 9.4% 3,940 18.8% 102 1.0% 3,839 18.3%
TOTAL INCOME TAXES (8,244) -3.5% (7,432) -3.3% (812) 10.9% (101) -1.0% (711) 9.6%
NET PROFIT - CONTINUING OPERATIONS 16,681 7.0% 13,550 6.1% 3,131 23.1% 1 0.0% 3,130 23.1%
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS (76) (192) 116 (150) 266 -138.8%
NET PROFIT FOR THE YEAR 16,606 7.0% 13,358 6.0% 3,247 24.3% 151 1.6% 3,096 23.2%
Minority interest profit/loss 30 (13) 43 (6) -0.1% 49 -389.7%
F.I.L.A. GROUP NET PROFIT 16,575 7.0% 13,371 6.0% 3,204 24.0% 157 1.6% 3,047 22.8%
2014 - 2013 Change
Consolidation Scope
Change at December
31, 2014
2014 - 2013 Change like-
for-like Consolidation
Scope
Note:
- The “Consolidation Scope Change at December 31, 2014” concerns the companies Industria Maimeri S.p.A., FILA Hellas SA and
FILA Cartorama SA PTY LTD, not present in the comparable period;
- for the breakdown of the income statement items reported in the following tables, reference should be made to the section
“F.I.L.A. Group Financial Statements at December 31, 2014”;
- The “EBITDA” is calculated as “Total Revenues” less “Total Operating Costs”;
- The “EBIT” is calculated as “EBITDA” less Amortisation, Depreciation and Write-downs of assets, receivables and liquidity.
For improved understanding of the performance, a comparison by region is provided for
2013 and 2014.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
19
The “Business Segment Reporting” of the F.I.L.A. Group aggregates companies by
region on the basis of the “operating location” as, in accordance with IFRS 8, reporting
to the Group’s top management is based on the geographic extent of business.
The association between the regions, reported in the “Business Segment Reporting” and
the F.I.L.A. Group companies was as follows:
Europe
F.I.L.A. S.p.A. (Italy)
Omyacolor S.A. (France)
F.I.L.A. Hispania S.L. (Spain)
FILALYRA GB Ltd. (United Kingdom)
Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG (Germany)
Lyra Bleistift-Fabrik Verwaltungs GmbH (Germany)
Lyra Scandinavia AB (Sweden)
FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey)
Fila Stationary O.O.O. (Russia)
Industria Maimeri S.p.A. (Italy)
Fila Hellas SA (Greece)
North America
Dixon Ticonderoga Company (U.S.A.)
Dixon Ticonderoga Inc. (Canada)
Maimeri U.S.A. Inc. (U.S.A.)
Central and South America
Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico)
F.I.L.A. Chile Ltda (Chile)
FILA Argentina S.A. (Argentina)
Licyn Mercantil Industrial Ltda (Brazil)
Rest of the World
Beijing F.I.L.A.-Dixon Stationery Company Ltd. (China)
Xinjiang F.I.L.A.-Dixon Plantation Company Ltd. (China)
PT. Lyra Akrelux (Indonesia)
Lyra Asia PTE Ltd. (Singapore)
FILA Dixon Stationery (Kunshan) Co., Ltd. (China)
FILA Australia PTY LTD (Australia)
FILA Cartorama SA PTY LTD (South Africa)
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
20
Euro thousands EuropeNorth
America
Central & S.
America
Rest of the
WorldConsolidation
F.I.L.A.
Group
FY 2014
INCOME STATEMENT
Operating Revenue 140,203 63,463 68,842 31,250 (70,174) 233,585
Other revenue and income 3,879 2,262 1,678 355 (4,356) 3,817
TOTAL REVENUE 144,082 65,726 70,520 31,605 (74,530) 237,402
of which Intercompany (24,266) (2,733) (18,398) (29,133)
Raw Materials, Ancillary, Consumables and Goods (68,872) (41,210) (40,873) (21,072) 70,311 (101,716)
Services and Rent, Leases and Similar Costs (34,261) (12,530) (11,900) (3,743) 4,779 (57,655)
Other Operating Costs (1,034) (948) (1,549) (736) (680) (4,947)
Change in Inventory 3,199 4,106 1,934 1,240 285 10,764
Labour Costs (26,343) (4,754) (10,615) (7,118) (48,829)
TOTAL OPERATING COSTS (127,310) (55,335) (63,004) (31,429) 74,695 (202,383)
of which Intercompany 31,647 26,340 8,768 7,939
EBITDA 16,772 10,390 7,516 176 165 35,019
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (3,401) (270) (1,603) (768) (6,041)
EBIT 13,371 10,120 5,913 (592) 165 28,977
NET FINANCIAL CHARGES 857 1,071 (1,929) (250) (3,802) (4,052)
of which Intercompany (2,246) (1,565) 5 4
PRR-TAX PROFIT 14,228 11,191 3,985 (842) (3,637) 24,925
TOTAL INCOME TAXES (4,114) (3,185) (908) (9) (27) (8,244)
of which Intercompany 161 (188)
NET PROFIT - CONTINUING OPERATIONS 10,114 8,006 3,077 (851) (3,663) 16,681
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS (150) (91) 165 (76)
NET PROFIT FOR THE YEAR 10,114 7,856 3,077 (943) (3,498) 16,606
Minority interest profit/loss 159 (74) (55) 30
F.I.L.A. GROUP NET PROFIT 9,955 7,930 3,077 (888) (3,498) 16,575
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Regional Reporting - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
21
Euro thousands EuropeNorth
America
Central & S.
America
Rest of the
WorldConsolidation
F.I.L.A.
Group
FY 2013
INCOME STATEMENT
Operating Revenue 126,182 62,885 63,564 27,299 (61,066) 218,864
Other revenue and income 3,635 2,374 1,141 471 (4,329) 3,291
TOTAL REVENUE 129,817 65,258 64,704 27,771 (65,395) 222,155
of which Intercompany (20,680) (2,493) (16,822) (25,400)
Raw Materials, Ancillary, Consumables and Goods (57,209) (37,348) (36,452) (16,409) 61,510 (85,908)
Services and Rent, Leases and Similar Costs (27,782) (12,506) (11,141) (3,452) 4,031 (50,850)
Other Operating Costs (1,132) (879) (1,184) (2,296) (150) (5,641)
Change in Inventory (6,660) (326) 1,443 1,036 143 (4,365)
Labour Costs (21,427) (4,715) (10,134) (5,929) (42,205)
TOTAL OPERATING COSTS (114,210) (55,773) (57,469) (27,050) 65,534 (188,969)
of which Intercompany (27,953) (25,501) (11,520) (560)
EBITDA 15,606 9,485 7,235 721 139 33,186
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (3,987) (526) (1,906) (652) (1) (7,072)
of which Intercompany 1
EBIT 11,619 8,958 5,329 67 138 26,114
NET FINANCIAL CHARGES 1,304 903 (2,193) (205) (4,941) (5,131)
of which Intercompany 3,373 1,571 (3)
PRR-TAX PROFIT 12,924 9,861 3,137 (137) (4,803) 20,983
TOTAL INCOME TAXES (3,648) (2,668) (212) (907) 2 (7,432)
of which Intercompany 90 (92)
NET PROFIT - CONTINUING OPERATIONS 9,276 7,194 2,925 (1,044) (4,800) 13,550
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS 196 (4) 192
of which Intercompany 4
NET PROFIT FOR THE YEAR 9,276 7,194 2,925 (1,240) (4,796) 13,358
Minority interest profit/loss 18 (31) (13)
F.I.L.A. GROUP NET PROFIT 9,258 7,194 2,925 (1,209) (4,796) 13,371
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Regional Reporting - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
22
For a better understanding of the changes between the comparative periods, the F.I.L.A.
Group Business Segments at like-for-like consolidation scope with 2013 are reported
below.
Euro thousands EuropeNorth
America
Central & S.
America
Rest of the
WorldConsolidation
F.I.L.A.
Group
FY 2014 - like-for-like consolidation scope at December 31, 2014
INCOME STATEMENT
Operating Revenue 130.695 63.463 68.842 31.066 (70.174) 223.892
Other revenue and income 3.848 2.262 1.678 347 (4.356) 3.779
TOTAL REVENUE 134.543 65.726 70.520 31.413 (74.530) 227.671
of which Intercompany (24.266) (2.733) (18.398) (29.133)
Raw Materials, Ancillary, Consumables and Goods (64.676) (41.210) (40.873) (20.296) 70.311 (96.744)
Services and Rent, Leases and Similar Costs (32.019) (12.530) (11.900) (3.575) 4.779 (55.246)
Other Operating Costs (1.015) (948) (1.549) (736) (680) (4.928)
Change in Inventory 2.997 4.106 1.934 590 285 9.912
Labour Costs (23.551) (4.754) (10.615) (7.045) (45.965)
TOTAL OPERATING COSTS (118.264) (55.335) (63.004) (31.063) 74.695 (192.970)
of which Intercompany 31.647 26.340 8.768 7.939
EBITDA 16.279 10.390 7.516 350 165 34.701
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (3.279) (270) (1.603) (760) (5.912)
EBIT 13.000 10.120 5.913 (410) 165 28.789
NET FINANCIAL CHARGES 932 1.071 (1.929) (239) (3.802) (3.967)
of which Intercompany (2.246) (1.565) 5 4
PRR-TAX PROFIT 13.932 11.191 3.985 (649) (3.637) 24.822
TOTAL INCOME TAXES (4.013) (3.185) (908) (9) (27) (8.142)
of which Intercompany 161 (188)
NET PROFIT - CONTINUING OPERATIONS 9.919 8.006 3.077 (658) (3.663) 16.680
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS (91) 165 74
NET PROFIT FOR THE YEAR 9.919 8.006 3.077 (749) (3.498) 16.755
Minority interest profit/loss (174) 74 136 36
F.I.L.A. GROUP NET PROFIT 10.093 7.932 3.077 (885) (3.498) 16.719
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Regional Reporting - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
23
The principal changes on 2013, net of the effects from the changes to the consolidation
scope, are reported below.
“Operating Revenue” of Euro 223,892 increased on 2013 by Euro 5,028 thousand
(+2.3%), principally relating to “Europe” and “Central-South America”.
The following performances are reported compared to 2013 and excluding inter-
company transactions:
� “Europe” reported growth of Euro 4,513 thousand, principally generated by F.I.L.A.
S.p.A. following increased pencil, felt-tip pen and erasable pen sales by Omyacolor
S.A. (France), due to greater sales of chalk and pencils and improved sales by
F.I.L.A. Hispania S.L. in Portugal;
� “Central-South America” reported an increase of Euro 5,278 thousand, almost
exclusively concerning the subsidiary Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico), following the consolidation of sales on the Mexican market;
� The “Rest of the World” saw revenues improve Euro 3,767 thousand, principally
following the increased revenues of the Chinese subsidiary FILA Dixon Stationery
(Kunshan) Co., Ltd. (China), with the increase also related to the need to supply
group companies following the transfer of production from Beijing to Kunshan.
Inter-company eliminations, as reported above, concerning “Operating Revenues”
increased on the previous year approx. Euro 9,108 thousand, principally due to
improved sales in 2014 by the Chinese subsidiary, whose production is almost entirely
sold onto other group companies and, to a lesser extent the Mexican Group company
for production sold to the US group company.
“Other Revenue and Income” report an increase of Euro 488 thousand (+14.8%) on the
previous year, due principally to higher exchange gains on commercial operations
carried out by Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) in US Dollars.
“Operating Costs” in 2014 of Euro 192,970 thousand increased Euro 4,001 thousand on
2013, principally due to greater business volumes, the costs incurred by Beijing
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
24
F.I.L.A.-Dixon Stationery Company Ltd. (China) for the transfer of production from
Beijing to Shanghai and charges incurred by F.I.L.A. S.p.A for the merger with Space
S.p.A., in addition to new acquisitions.
“EBIT” of Euro 28,789 thousand increased Euro 2,675 thousand: the relative
improvement compared to the “EBITDA” is due to the reduced doubtful debts reported
by F.I.L.A. S.p.A. and Dixon Ticonderoga Co. (U.S.A.) on the basis of an improved
general market.
“Net Financial Charges” in 2014 totalled Euro 3,967 thousand, net of the distribution of
dividends between Group companies, improving on 2013 due to a lower group debt,
against substantially unchanged rates - which in some cases slightly decreased
compared to the previous year.
Consequently, group “Income taxes” (Euro 8,142 thousand) increased Euro 709
thousand on 2014. The increased taxes principally concern F.I.L.A. S.p.A. (Italy –
Euro 261 thousand) and Dixon Ticonderoga Company (U.S.A. – Euro 398 thousand).
The discontinued operations result concerns Lyra Asia PTE Ltd. (Singapore) and
Maimeri U.S.A. (U.S.A.).
Consequently, the “Net Profit” in 2014 totalled Euro 16,755 thousand, up Euro 3,397
thousand on 2013.
Excluding the minority result, at like-for-like consolidation scope the F.I.L.A. Group
net profit in 2014 was Euro 16,719 thousand, compared to Euro 13,371 thousand in the
previous year.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
25
Balance Sheet
The balance sheet of the F.I.L.A. Group is illustrated below:
BALANCE SHEET December 2014 % December 2013 %2014 - 2013
Change
Consolidation Scope
Change at December
31, 2014
2014 - 2013 Change like-
for-like Consolidation
Scope
Non-Current Assets 64,731 24% 57,647 24% 7,085 2,754 4,331
Intangible Assets 21,264 19,778 1,486 1,792 (306)
Property, Plant and Equipment 25,552 22,539 3,013 579 2,434
Non-Current Financial Assets 707 347 360 111 249
Investments measured at Equity 6,746 6,130 616 616
Investments measured at Cost 31 2 28 112 (84)
Deferred Tax Assets 10,429 8,849 1,580 160 1,420
Other Receivables 2 2
Current Assets 201,755 76% 178,415 75% 23,340 8,792 14,548
Current Financial Assets 257 118 138 138
Current tax receivables 923 770 153 153
Inventories 92,035 74,210 17,825 4,573 13,252
Trade and Other Receivables 76,067 67,520 8,547 3,910 4,637
Cash and Cash Equivalents 32,473 35,797 (3,323) 309 (3,632)
Non-Current and Current Assets Held-for-Sale 16 0% 661 0% (645) (645)
TOTAL ASSETS 266,502 100% 236,723 100% 29,778 11,546 18,232
Equity 111,968 42% 92,348 39% 19,620 1,596 18,024
Non-Current liabilities 31,615 12% 38,713 16% (7,099) 2,347 (9,446)
Non-Current Financial Liabilities 20,134 28,297 (8,163) 1,417 (9,580)
Employee benefits 4,925 3,847 1,078 712 366
Provisions for Risks and Charges 731 565 166 121 45
Deferred Tax Liabilities 5,825 6,004 (179) 97 (276)
Current Liabilities 122,919 46% 105,662 45% 17,257 7,603 9,654
Current Financial Liabilities 71,037 69,343 1,694 2,905 (1,211)
Provisions for Risks and Sharges 262 2,382 (2,120) 16 (2,136)
Current Tax Payables 2,536 1,362 1,174 192 982
Trade and Other Payables 49,084 32,575 16,509 4,490 12,019
Liabilities related to Non-Current and Current Assets Held-for-Sale 0 0% 0 0% 0 - 0
TOTAL LIABILITIES 266,502 100% 236,723 100% 29,778 11,546 18,232
Note:
- The figures relating to the “Consolidation Scope Change at December 31, 2014” refer to the companies Industria Maimeri S.p.A.,
FILA Hellas SA and FILA Cartorama SA PTY LTD, not in the consolidation scope of the previous year;
- for the breakdown of the assets accounts illustrated in the above table, reference should be made to the “F.I.L.A. Group
Consolidated Financial Statements at December 31, 2014”.
The principal changes compared to the previous year excluding the changes in the
consolidation scope are illustrated below:
F.I.L.A. Group “Assets” at December 31, 2014 amount to Euro 266,502 thousand,
divided between “Non-Current” totalling Euro 64,731 thousand (increase on December
31, 2013 of Euro 4,331 thousand), “Current” totalling Euro 201,755 thousand (increase
on December 31, 2013 of Euro 14,548 thousand) and “Non-Current and Current Assets
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
26
Held-for-Sale” totalling Euro 16 thousand (decrease on December 31, 2013 of Euro 645
thousand).
The main changes relating to “Non-Current Assets” (Euro 4,331 thousand) were:
� decrease in “Intangible Assets” of Euro 306 thousand mainly attributable to
amortisation in the year totalling Euro 1,559 thousand, partially offset by
investments in the year totalling Euro 244 thousand, of which Euro 173 thousand
incurred by F.I.L.A. S.p.A.;
� increase in “Property, Plant and Equipment” of Euro 2,434 thousand, mainly
generated from net investments totalling Euro 6,358 thousand made by F.I.L.A.
S.p.A (Italy – Euro 2,040 thousand) and Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico – Euro 1,358 thousand), Omyacolor S.A. (France – Euro 865 thousand)
and FILA Dixon Stationery (Kunshan) Co., Ltd. (China – Euro 849 thousand),
offset by depreciation in the year totalling Euro 4,319 thousand. Capital
expenditures in the year concerned upgrading and modernisation of industrial
production plant and, for FILA Dixon Stationery (Kunshan) Co., Ltd. (China) the
construction of the new Chinese plant;
� increase in “Non-Current Financial Assets” of Euro 249 thousand, principally
attributable to Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) for the guarantee
deposit relating to the renegotiation of the rental contract of the Mexican site.
� increase of “Deferred Tax Assets” of Euro 1,420 thousand, principally relating to
Dixon Ticonderoga Company (U.S.A.) and Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico).
The main changes relating to the “Current Assets” (Euro 14,548 thousand) were as
follows:
� increase in “Inventories” of Euro 13,252 thousand principally by F.I.L.A. S.p.A,
Dixon Ticonderoga Company (U.S.A.), Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico) and FILA Dixon Stationery (Kunshan) Co., Ltd. (China) against higher
orders to be shipped.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
27
� decrease in “Cash and Cash Equivalents” of Euro 3,632 thousand, principally
attributable to F.I.L.A. S.p.A.. Reference should be made to the “Consolidated
Cash Flow Statement” for further information.
� increase in “Trade and Other Receivables” of Euro 4,637 thousand, related to the
general increase in turnover by the F.I.L.A Group in the year;
� increase in “Current Income Tax Receivables” of Euro 153 thousand principally by
F.I.L.A. S.p.A..
The main changes relating to “Non-Current and Current Assets Held-for-Sale” relate to
Lyra Asia PTE Ltd. (Singapore) and Maimeri U.S.A. (U.S.A.) following the relative
liquidation processes.
The “Equity” of the F.I.L.A. Group amounting to Euro 111,968 thousand at December
31, 2014 increased by Euro 19,620 thousand on the previous year. The increase is
mainly due to the 2014 comprehensive net profit of the companies of the Group,
amounting to Euro 16,575 thousand (of which “minorities” share of Euro 30 thousand),
increase in the “Translation Reserve” of Euro 3,940 thousand mainly due to the
appreciation of the Mexican Peso and US Dollar compared to the consolidation
currency, the distribution of dividends recognised in the year of Euro 1,526 thousand
and the decrease in the “IAS 19 Reserve” of Euro 284 thousand. The minorities
“Equity” increase of Euro 915 thousand is mainly attributable for Euro 607 thousand to
minorities “Share Capital” paid in to Industria Maimeri S.p.A. (Italy – Euro 595
thousand) and FILA Hellas SA (Greece – Euro 12 thousand).
The “Liabilities” of the F.I.L.A. Group at December 31, 2014 amount to Euro 154,534
thousand, divided between “Non-Current” totalling Euro 31,615 thousand (decrease on
December 31, 2013 of Euro 9,446 thousand) and “Current” totalling Euro 122,919
thousand (increase on December 31, 2013 of Euro 9,654 thousand).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
28
The main changes in the “Non-Current Liabilities” (Euro 9,446 thousand) relate to:
� decrease in “Non-Current Financial Liabilities” of Euro 9,580 thousand, mainly due
to reclassification to short-term of part of the loan granted by Intesa Sanpaolo and
Banca Nazionale del Lavoro to F.I.L.A. S.p.A., amounting to Euro 7,750 thousand
and Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) totalling Euro 560 thousand;
� increase in the “Provision for Risks and Charges” of Euro 366 thousand, mainly
relating to the provision by Dixon Ticonderoga Co. (U.S.A.) for the environmental
reclamation in course of land currently not utilised;
� decrease in “Deferred Tax Liabilities” of Euro 2,119 thousand, mainly relating to
F.I.L.A. S.p.A. (Italy) and Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico).
The main changes relating to “Current Liabilities” (Euro 9,654 thousand) were as
follows:
� decrease in “Current Financial Liabilities” of Euro 1,211 thousand, mainly due to
the repayment of the short-term tranche of loans provided by Banca Nazionale del
Lavoro to F.I.L.A. S.p.A., equal to Euro 10,300 thousand, and HVB to Lyra GmbH
& Co. KG (Germany) amounting to Euro 1,009 thousand, offset by the
reclassification to short-term of “Financial Liabilities” amounting to Euro 8,116
thousand and greater usage of the credit lines granted to FILA Dixon Stationery
(Kunshan) Co., Ltd. (China – Euro 1,089 thousand);
� decrease in the “Provision for Risks and Charges” of Euro 2,096 thousand mainly
relating to the utilisation of the provisions for the relocation of the Chinese factory;
� increase in the “Current Income Taxes” of Euro 982 thousand, following higher tax
payables mainly in Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico), F.I.L.A. S.p.A.
(Italy) and Omyacolor S.A. (France);
� increase in “Trade and Other Payables” of Euro 12,019 thousand mainly for higher
purchases in the year and extraordinary consultancy charges, as well as better
payment scheduling at Group level and in particular F.I.L.A. S.p.A..
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
29
For further comments on the F.I.L.A. Group balance sheet reference should be made to
the regional segment reporting (“Directors’ Report – Segment Reporting”).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
30
Financial Position
The overview of the 2014 Group operating and financial performance is completed by
the Cash Flow Statement and Group Net Financial Position reported below.
Euro thousands December 2014 December 2013
EBIT 28,977 26,114
adjustments for non-cash items: 6,830 10,044
Amortisation & Depreciation 5,698 6,033
Write-down and Recovery in Value48 8
Doubtful Debt Provision 297 1,032
Provisions for Risks and Charges 0 1,956
Exch. effect on Assets and Liabilities in Foreign Curr. of Commercial Transactions 830 1,038
Gain/Loss on Fixed Asset Disposals (42) (22)
integrations for: (9,661) (8,493)
Income Taxes Paid (8,692) (6,832)
Unrealised Exchange Differences on Assets and Liabilities in Foreign Currencies (617) (1,081)
Realised Exchange Differences on Assets and Liabilities in Foreign Currencies (352) (580)
CASH FLOW FROM OPERATING ACTIVITIES BEFORE CHANGES IN
NET WORKING CAPITAL26,146 27,664
Changes in Net Working Capital: (6,880) (5,197)
Change in Inventories (11,159) 4,923
Change in Trade and Other Receivables (4,546) (11,115)
Change in Trade and Other Payables 11,255 775
Change in Other Assets/Liabilities (2,582) (88)
Change in Post-Employment and Employee Benefits 153 307
NET CASH FLOW FROM OPERATING ACTIVITIES 19,265 22,467
Investments in Intangible Assets (244) (120)
Total Investment/Divestment in Intangible Assets (244) (120)
Investments in Property, Plant and Equipment (8,068) (3,717)
Divestments in Property, Plant and Equipment 1,711 151
Total Investment/Divestment in Property, Plant and Equipment (6,358) (3,567)
Acquisition of Investee Companies (28) 0
Total Investment/Divestment of Investments measured at Cost (28) 0
Cash Flow from Non-Current Assets & Liabilities Held-for-Sale645 0
Total Investemnt/Divestment in Other Financial Assets 306 784
Interest Received 49 57
CASH FLOW FROM INVESTING ACTIVITY (6,274) (2,846)
Contribution/Reimbursement of Share Capital 6,063
Dividends Distributed (1,544) (1,638)
Other Changes in Equity 607 0
Total Change in Equity (937) 4,425
Interest Paid (3,774) (4,407)
Total Change Loans and Other Financial Liabilities (13,994) (8,955)
CASH FLOW FROM FINANCING ACTIVITY (18,705) (8,938)
Translation difference 4,112 (3,947)
Other Non-Cash Items (2,353) 3,599
NET CASH FLOW IN THE YEAR (3,955) 10,336
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the year35,685 25,349
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the year (change in
consolidation scope) (1,067) 0
CASH AND CASH EQUIVALENTS NET OF BANK OVERDRAFTS AT END
OF THE YEAR30,663 35,685
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
31
1. Cash and cash equivalents in 2014 totalled Euro 32,473 thousand; current account overdrafts amounted to
Euro 1,810 thousand net of relative interest.
2. Cash and cash equivalents in 2013 totalled Euro 35,797 thousand; current account overdrafts amounted to
Euro 112 thousand net of relative interest.
3. The cash flows are presented using the indirect method. In order to provide a more complete and accurate
presentation of the individual cash flows, the effects from non-cash operations were eliminated (including
the conversion of balance sheet items in currencies other than the Euro), where significant. These effects
were aggregated and included in the account “Other non-cash changes”.
Euro thousands 2014 2013
OPENING CASH AND CASH EQUIVALENTS 35,685 25,349
Cash and cash equivalents 35,797 26,052
Bank overdrafts (112) (703)
CLOSING CASH AND CASH EQUIVALENTS 30,663 35,685
Cash and cash equivalents 32,473 35,797
Bank overdrafts (1,810) (112)
Cash flow generated from “Operating Activities” in 2014 totalled Euro 19,265 thousand
(Euro 22,467 thousand in 2013), on the basis of the following:
� for Euro 26,146 thousand (Euro 27,664 thousand in 2013) from “cash flow”
generated from “Operating Activities”, based on the difference of the “Value” and
the “Costs of Cash Generation” and the remaining ordinary income components,
excluding financial management;
� for a negative Euro 6,880 thousand (Euro 5,197 thousand in 2013), “Working
Capital Management” movements, principally due to the increase of “Trade and
Other Receivables” mainly relating to Grupo F.I.L.A. – Dixon, S.A. de C.V.
(Mexico), Omyacolor (France) and F.I.L.A. Chile Ltda (Chile) generated by the
increase in revenues, in part in the latter months in the year.
Simultaneously “Inventories” increased, principally concerning F.I.L.A. S.p.A,
Dixon Ticonderoga Company (U.S.A.), Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico) and FILA Dixon Stationery (Kunshan) Co., Ltd. (China), on the basis of
sales orders. The increase in “Inventories” was entirely offset by higher “Trade and
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
32
Other Payables”, mainly attributable to F.I.L.A. S.p.A. (Italy) and Grupo F.I.L.A. –
Dixon, S.A. de C.V. (Mexico), following increased procurement in the year and
extraordinary consultancy charges, exacerbated by the lengthened credit terms
granted by some suppliers.
“Investing Activities” absorbed net liquidity of Euro 6,274 thousand (Euro 2,846
thousand in 2013), of which:
� Euro 244 thousand (Euro 135 thousand in 2013) almost exclusively concerning the
renewal of concessions and trademarks by F.I.L.A. S.p.A;
� Euro 6,358 thousand (Euro 3,567 thousand in 2013) for net investment in the new
plant and machinery by the main Group production companies such as F.I.L.A.
S.p.A (Italy – Euro 2,040 thousand), Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico –
Euro 1,358 thousand), Omyacolor S.A. (France – Euro 865 thousand) and FILA
Dixon Stationery (Kunshan) Co., Ltd. (China – Euro 849 thousand). Investments in
the year focused on the upgrading and modernisation of the industrial production
facilities and for FILA Dixon Stationery (Kunshan) Co., Ltd. (China) the
development of the new Chinese production base.
“Financing Activities” absorbed net cash of Euro 18,705 thousand (absorption of Euro
8,938 thousand in 2013), principally concerning:
� the absorption of Euro 1,544 thousand, principally for dividends distributed by
F.I.L.A. S.p.A. to shareholders;
� the absorption of Euro 3,774 thousand (Euro 4,407 thousand in 2013) from interest
charges paid on loans granted to Group companies (principally F.I.L.A. S.p.A.
(Italy), Dixon Ticonderoga Company (U.S.A.), Grupo F.I.L.A. –Dixon, S.A. de
C.V. (Mexico) and Lyra KG (Germany);
� a net absorption of Euro 13,994 thousand, principally due to the repayment of
medium/long-term loans by F.I.L.A. S.p.A. and Lyra KG and due to the lower
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
33
recourse to short-term lines by Grupo F.I.L.A. –Dixon, S.A. de C.V. (Mexico) and
Dixon Ticonderoga Company (U.S.A.).
Considering the increase in “Equity” of approx. Euro 4,112 thousand, following the
conversion of the Group company financial statements from the local currency to the
consolidation currency (the Euro) and other non-cash decreases for Euro 2,353
thousand, principally due to - in addition to exchange rate movements on the previous
year concerning the larger balance sheet items - the absorption of net cash was therefore
Euro 3,955 thousand (compared to cash generation of Euro 10,336 thousand in 2013).
Consequently, considering the “Net Cash Available” at the beginning of the year of
Euro 35,685 thousand and the “Net Initial Cash Available from the change in the
consolidation scope in the year”, for a negative Euro 1,067 thousand, the “Net Cash
Available” at year-end was Euro 30,663 thousand.
The Net Financial Position at December 31, 2014 reports a debt of Euro 58,435
thousand.
Euro thousands December 2014 December 2013
Cash and Cash Equivalents 32.473 35.797
Financial Liabilities - Bank Overdrafts (1.810) (112)
Financial Assets - Loans & Current & Non-Current Receivables 263 120
Financial Liabilities - Bank Current (69.227) (69.231)
Financial Liabilities - Bank Non-Current (20.134) (28.297)
Total Net Financial Position (58.435) (61.723)
Compared to December 31, 2013 (debt of Euro 61,723 thousand), the position
improved Euro 3,288 thousand. Excluding the changes to the consolidation scope (on
the basis of the financial positions of the companies Industria Maimeri S.p.A., FILA
Hellas SA and FILA Cartorama SA PTY LTD and totalling Euro 4,014 thousand), this
differential would be Euro 7,302 thousand. The improvement essentially stems from
the strong operating performance, generating Euro 19,265 thousand, net of income
taxes and net working capital movements. The cash generated was principally utilised
as follows:
� intangible asset investments for Euro 244 thousand, principally in concessions
and trademarks by F.I.L.A. S.p.A.;
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
34
� net investment in plant and machinery for Euro 6,358 thousand, principally by
Fila Dixon Stationery (Kunshan) Co., Ltd. (China) for the start-up of the new
production facilities, F.I.L.A. S.p.A. (Italy) and the main Group production
companies such as Grupo F.I.L.A. – Dixon, S.A. de C.V. (Mexico);
� the distribution of dividends to Gruppo F.I.LA. shareholders of Euro 1,544
thousand, of which Euro 1,526 thousand by the Parent Company to its
shareholders;
� the absorption of cash of Euro 3,774 thousand for interest charges on loans
granted to Group companies, principally F.I.L.A. S.p.A. (Italy), Dixon
Ticonderoga Company (U.S.A.), Grupo F.I.L.A. –Dixon, S.A. de C.V. (Mexico)
and Lyra KG (Germany).
The F.I.L.A. Group net debt is expected also to improve in 2015, thanks to the strong
operating performances forecast for the main F.I.L.A. Group companies.
For further details on the changes to the balance sheet accounts, reference should be
made to “Note 12 – Share Capital and Equity” and “Note 13 – Financial Liabilities” of
the Notes.
In relation to “Financial Assets” and “Financial Liabilities”, reference should be made
to “Directors’ Report - Information and Management of Financial Risks”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
35
Key Financial Highlights of the Main Group Companies
The following table outlines the key financial highlights of the main F.I.L.A. Group
companies:
FY 2014
INCOME STATEMENT (Euro thousands )
TOTAL REVENUE 78,977 100% 22,516 100% 7,259 100% 7,393 100% 58,266 100% 29,942 100% 7,459 100% 59,313 100% 17,204 100%
EBITDA 8,904 11% 3,276 15% 1,621 22% 109 0% 9,777 17% 117 0% 614 8% 6,942 12% 2,081 12%
NORMALISED EBITDA 12,970 16% 3,323 15% 1,621 22% 412 1% 10,043 17% 458 2% 614 8% 6,970 12% 2,112 12%
EBIT 6,827 9% 2,833 13% 1,603 22% 3 0% 9,510 16% (580) -2% 611 8% 5,493 9% 1,384 8%
NET FINANCIAL INCOME/(CHARGES) 1,455 2% (4) 0% 5 0% (73) 0% 649 1% (221) -1% 421 6% (1,530) -3% (158) -1%
TOTAL INCOME TAXES (2,264) -3% (948) -4% (492) -7% (6) 0% (3,024) -5% 31 0% (162) -2% (688) -1% (227) -1%
NET PROFIT/(LOSS) 6,019 8% 1,881 8% 1,116 15% (76) 0% 7,135 12% (770) -3% 870 12% 3,275 6% 998 6%
FY 2013
INCOME STATEMENT (Euro thousands )
TOTAL REVENUE 73,157 100% 21,354 100% 6,626 100% - 0% 57,699 100% 26,459 100% 7,559 100% 52,737 100% 19,378 100%
EBITDA 8,867 12% 2,777 13% 1,260 19% - 0% 9,119 16% (533) -2% 365 5% 6,286 12% 1,879 10%
NORMALISED EBITDA 9,860 12% 2,808 12% 1,260 17% - 0% 8,986 15% 2,087 7% 546 7% 6,514 11% 2,011 12%
EBIT 6,139 8% 2,304 11% 1,236 19% - 0% 8,607 15% (57) 0% 351 5% 4,543 9% 1,155 6%
NET FINANCIAL INCOME/(CHARGES) 1,699 2% (10) 0% 10 0% - 0% 503 1% 504 2% 400 5% (1,927) -4% 249 1%
TOTAL INCOME TAXES (148) 0% (768) -4% (375) -6% - 0% (2,625) -5% (825) -3% (42) -1% (45) 0% (150) -1%
NET PROFIT/(LOSS) 7,690 11% 1,525 7% 871 13% - 0% 6,485 11% (1,070) -4% 709 9% 2,570 5% 1,254 6%
FY 2014
BALANCE SHEET (in Euro thousands)
Non-Current Assets 70,512 58% 6,704 35% 5 0% 2,662 4% 25,262 41% 7,338 21% 105 2% 8,629 15% 9,351 46%
Current Assets 50,608 42% 12,285 65% 3,737 100% 6,920 11% 36,918 59% 26,800 79% 4,716 97% 50,484 85% 10,881 54%
TOTAL ASSETS 121,119 100% 18,989 100% 3,742 100% 9,581 100% 62,180 100% 34,138 100% 4,822 100% 59,113 100% 20,232 100%
Equity 63,821 53% 14,407 76% 2,780 74% 1,490 2% 36,912 59% 12,593 37% 3,505 73% 27,806 47% 8,359 41%
Non-Current Liabilities 23,027 19% 689 4% 0 0% 2,312 4% 2,676 4% 0 0% 7 0% 729 1% 1,770 9%
Current Liabilities 34,270 28% 3,893 20% 962 26% 5,780 9% 22,592 36% 21,545 63% 1,310 27% 30,578 52% 10,103 50%
TOTAL EQUITY AND LIABILITIES 121,119 100% 18,989 100% 3,742 100% 9,581 100% 62,180 100% 34,138 100% 4,822 100% 59,113 100% 20,232 100%
FY 2013
BALANCE SHEET (in Euro thousands)
Non-Current Assets 67,095 57% 6,460 38% 7 0% - 0% 22,224 45% 5,659 24% 115 3% 6,931 13% 10,256 49%
Current Assets 51,632 43% 10,750 62% 3,390 100% - 0% 26,794 55% 17,840 76% 3,857 97% 47,620 87% 10,477 51%
TOTAL ASSETS 118,726 100% 17,210 100% 3,397 100% - 0% 49,019 100% 23,499 100% 3,972 100% 54,551 100% 20,733 100%
- 0%
Equity 61,363 52% 13,548 79% 2,214 65% - 0% 26,767 55% 12,121 52% 3,239 82% 25,064 46% 7,360 36%
Non-Current Liabilities 30,705 26% 561 3% 0 0% - 0% 2,425 5% 0 0% 7 0% 978 2% 2,268 11%
Current Liabilities 26,659 22% 3,101 18% 1,183 35% - 0% 19,828 40% 13,878 59% 726 18% 28,509 52% 11,105 54%
TOTAL EQUITY AND LIABILITIES 118,726 100% 17,210 100% 3,397 100% - 0% 49,019 100% 23,499 100% 3,972 100% 54,551 100% 20,733 100%
Key Profitability Indicators
ROI -2014
ROI -2013
ROE - 2014
ROE - 2013
Key Financial Indicators (Euro/000)
Net Capital Employed - 2014
Net Capital Employed - 2013
NET FINANCIAL POSITION - 2014
NET FINANCIAL POSITION - 2013
DSO (days) - 2014
DSO (days) - 2013
DPO (days) - 2014
DPO (days) - 2013
Inventory Rotation - 2014
Inventory Rotation - 2013 3.6 2.4 1.92.6 3.8 6.5 - 2.3 2.2
2.4 4.0 8.5 1.3 1.9 3.5 2.4 2.6 1.5
103 43 45 - 19 57 31 34 41
130 54 38 218 23 40 32 47 41
82 61 80 - 58 13 68 204 38
78 69 67 150 49 20 69 193 42
(23,961) 3,497 1,399 - (14,784) 1,405 1,289 (18,293) (8,941)
(15,914) 4,288 1,953 (3,775) (12,408) (3,304) 1,420 (18,694) (8,033)
83,469 10,051 815 - 41,550 10,717 1,842 43,357 16,302
79,736 10,118 827 5,265 49,320 15,897 2,085 46,500 16,391
F.I.L.A. S.p.A.OMYACOLOR
S.A.
F.I.L.A. HISPANIA
S.L.
Industria
MaimeriDixon USA
Dixon China +
Dixon KunshanDixon Canada Dixon Mexico Lyra KG
13% 11% 39% - 24% -9% 22% 10% 17%
9% 13% 40% -5% 19% -6% 25% 12% 12%
7% 23% 152% - 20% 3% 17% 10% 7%
9% 28% 194% 0% 19% -4% 29% 12% 8%
F.I.L.A. S.p.A.OMYACOLOR
S.A.
F.I.L.A. HISPANIA
S.L.
Industria
MaimeriDixon USA
Dixon China +
Dixon KunshanDixon Canada Dixon Mexico Lyra KG
F.I.L.A. S.p.A.OMYACOLOR
S.A.
F.I.L.A. HISPANIA
S.L.
Industria
MaimeriDixon USA
Dixon China +
Dixon KunshanDixon Canada Dixon Mexico Lyra KG
F.I.L.A. S.p.A.OMYACOLOR
S.A.
F.I.L.A. HISPANIA
S.L.
Industria
MaimeriDixon USA
Dixon China +
Dixon KunshanDixon Canada Dixon Mexico Lyra KG
F.I.L.A. S.p.A.OMYACOLOR
S.A.
F.I.L.A. HISPANIA
S.L.
Industria
MaimeriDixon USA
Dixon China +
Dixon KunshanDixon Canada Dixon Mexico Lyra KG
F.I.L.A. S.p.A.OMYACOLOR
S.A.
F.I.L.A. HISPANIA
S.L.
Industria
MaimeriDixon USA
Dixon China +
Dixon KunshanDixon Canada Dixon Mexico Lyra KG
Note:
ROI: profitability from operating activities in comparison to capital employed; the ratio
between operating income and total assets.
ROE: profitability on net invested equity; ratio between the net result and net equity.
Net Capital Employed: sum of net fixed assets, net working capital, the risks and charges provisions and
employee benefit provisions and other non-current assets and liabilities.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
36
Inventory Rotation Index: the number of times inventory is replaced in the year and the relative level of
management efficiency; the ratio between purchases and the change in inventories and
the average between initial and final inventories.
D.S.O.
(“Days Sales Outstanding”): average duration of trade receivables; the number of client payment days.
D.P.O.
(“Days Purchases Outstanding”): average duration of supplier payables; the number of supplier payment days
Industria Maimeri S.p.A.: values concerning the April 1 - December 31, 2014 period.
Investments
Group investments for the year totalled Euro 8,312 thousand, broken down between
“Intangible Assets” for Euro 244 thousand and “Property, Plant and Equipment” for
Euro 8,068 thousand, undertaken both to achieve leaner production and to support sales
volume growth.
The following table reports investments made in 2014 and 2013, broken down by fixed
asset category.
INTANGIBLE ASSETS
Euro thousands 2014 2013
Industrial Patents and Intellectual Property Rights 17 22
Concessions, Licenses, Trademarks & Similar Rights 158 69
Other Intangible Assets 69 29
Total investments 244 120
“Other Intangible Asset” investment principally concerned the purchase of IT software
by Omyacolor S.A. (France) and F.I.LA S.p.A (Italy).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
37
PROPERTY, PLANT AND EQUIPMENT
Euro thousands 2014 2013
Buildings 327 235
Plant and Machinery 4,194 1,074
Industrial and Commercial Equipment 893 581
Other Assets 353 192
Assets in Progress 2,302 1,636
Total investments 8,068 3,717
“Plant and Machinery” expenditure represented, as in 2013, the main investments for
the F.I.L.A. Group, principally at the production plant of Rufina Scopeti (Florence –
Italy) of F.I.L.A. S.p.A. (Euro 843 thousand), of the Chinese subsidiary Fila Dixon
Stationery (Kunshan) Co., Ltd. (China - Euro 2,845 thousand) and of the Mexican
subsidiary Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico - Euro 714 thousand).
Investments in “Industrial and Commercial Equipment” in 2014 amounted to Euro 893
thousand, of which Euro 723 thousand by the Parent Company F.I.L.A. S.p.A. at the
production facilities of Rufina Scopeti (Florence– Italy).
“Assets in Progress” at December 31, 2014 amounted to Euro 2,302 thousand. The
investments principally concerned Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico – Euro
652 thousand) and Omyacolor S.A. (France – Euro 589 thousand), in addition to
F.I.L.A. S.p.A. (Italy – Euro 520 thousand) and FILA Dixon Stationery (Kunshan) Co.,
Ltd. (China – Euro 499 thousand).
Management and control
The Company is not considered under the management and control of the parent
company Pencil S.p.A. in accordance with Article 2497-bis of the Civil Code.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
38
Treasury shares
The treasury shares of the Parent Company F.I.L.A. S.p.A. both at December 31, 2014
and December 31, 2013 totalled Euro 180,075, comprising 9.60% of total shares.
Commitments and guarantees
Commitments
In 2014, commercial supplier commitments maturing in 2015 totalled Euro 453
thousand and concern F.I.L.A. Hispania S.L. (Spain).
In 2014, operating lease and hire commitments maturing in 2015 totalled Euro 354
thousand, while commitments maturing between 1 and 5 years totalled Euro 500
thousand.
Guarantees
Guarantees granted by F.I.L.A. S.p.A. were as follows:
� bank sureties granted to Unicredito Italiano S.p.A. on credit lines in favour of
Lyra KG (Germany – Euro 10.5 million) and in favour of Industria Maimeri
S.p.A. (Italy – 1 million) and to Banca Nazionale del Lavoro in favour of
Industria Maimeri S.p.A. (Italy – Euro 1 million);
� bank sureties granted in favour of third parties, to credit institutions for
guarantees on competitions for Euro 216 thousand; these include in addition
Euro 67 thousand paid as a guarantee on the Pero offices lease contract;
� of stand-by’s on credit lines in favour of Banca Nazionale del Lavoro, granted in
favour of FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey –
Euro 2 million), in favour of Licyn Mercantil Industrial Ltda (Brazil – Euro 1.6
million) and in favour of PT. Lyra Akrelux (Indonesia) for Euro 250 thousand.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
39
In order to guarantee the prompt and correct fulfilment of the obligations of Fila from
the undertaking of the loan with Intesa Sanpaolo S.p.A. and Banca Nazionale del
Lavoro S.p.A. on July 28, 2011, F.I.L.A. granted in favour of the banks the following
secured guarantees: (i) a first level mortgage on the building owned by Fila in Rufina
(FI), Via Mecci No. 2; and (ii) a restriction on the insurance policies concerning the
buildings subject to mortgage; (iii) the ceding of receivables concerning the indemnities
due to F.I.L.A. in accordance with the acquisition contract of Writefine and RR
Industries (Jammu).
We report 3 credit mandates granted to Unicredito Italiano S.p.A. in favour of Dixon
Ticonderoga Co. (U.S.A.) of USD 17 million, in favour of Beijing F.I.L.A.-Dixon
Stationery Company Ltd (China) of Euro 1.8 million and in favour of Industria Maimeri
S.p.A. (Italy) of Euro 600 thousand.
We report 5 credit mandates granted by Banca Intesa Sanpaolo in favour of Dixon
Ticonderoga Co. (U.S.A.) of USD 10 million, in favour of Fila Dixon Stationery
(Kunshan) Co. Ltd. (China) of Renminbi 32 million and USD 500 thousand, in favour
of Industria Maimeri S.p.A. (Italy) of Euro 1 million and in favour of Fila Stationary
O.O.O. (Russia) of Euro 250 thousand.
We report guarantees requested by Dresdner Bank of Euro 6,678 thousand to Lyra KG
“Johann Froescheis Lyra-Bleitstitift-Fabrik GmbH&Co-KG” (Germany) on inventories
in guarantee of the bank debt undertaken.
Mortgages were granted by the banks Dresdner Bank, Hypo Real Estate and Eurohypo
AG on the property of Lyra KG “Johann Froescheis Lyra-Bleitstitift-Fabrik
GmbH&Co-KG” (Germany) for Euro 5,465 thousand.
Lyra KG “Johann Froescheis Lyra- Bleitstitift-Fabrik GmbH&Co-KG” (Germany)
provided a guarantee in favour of PT. Perma Plasindo (a local Fila Group partner)
which, in turn, pledged tangible fixed assets in guarantee (land and buildings) of the
obligations devolving to PT. Lyra Akrelux under the loan contract with PT. Bank
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
40
Central Asia of February 11, 2010 for a total IDR 2,500,000,000 (approx. Euro
160,000).
In conclusion, in 2014 Credito Emiliano issued a patronage letter in favour of Industria
Maimeri S.p.A (Italy) for Euro 1 million.
Covenants
The F.I.L.A. Group, against the debt undertaken with leading credit institutions (Intesa
Sanpaolo and Banca Nazionale del Lavoro), is subject to commitments and
“covenants”.
Under the new loan contract signed with Banca Nazionale del Lavoro and Intesa
Sanpaolo on July 28, 2011, the two “covenants” illustrated below were revised.
Compliance with the “covenants” is based on the Net Financial Debt (N.F.D.),
E.B.I.T.D.A. (“Earnings Before Interest, Tax, Depreciation and Amortisation”) and Net
Financial Charges (N.F.C.) reported in the F.I.L.A. Group consolidated financial
statements drawn up in accordance with international accounting standards.
The criteria for the establishment of the N.F.D., the E.B.I.T.D.A. and the N.F.C. are
based on the loan contract.
The “covenants” and the relative parameters to be complied with concerning the
F.I.L.A. Group consolidated financial statements from December 31, 2011, also
following the merger with Space S.p.A., are reported below.
NFD / EBITDA
� December 31, 2011: ≤ 3.25x
� December 31, 2012: ≤ 3.00x
� December 31, 2014: ≤ 2.75x
� from December 31, 2014 until the Maturity Date: < 2.5x
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
41
EBITDA / NFC
� December 31, 2011: ≥ 4.00x
� December 31, 2012: > 4.30x
� from December 31, 2014 until the Maturity Date: > 5x
The loan undertaken with Banca Nazionale del Lavoro and Intesa Sanpaolo matures on
March 31, 2018.
At December 31, 2014, the covenants had been complied with.
In relation to the loan contract signed with Banca Nazionale del Lavoro and Intesa
Sanpaolo on July 28, 2011 and with Intesa Sanpaolo on December 21, 2009, F.I.L.A.
S.p.A. requested and obtained both the waiver and the non-novation amendment of the
loan contract, with the banks specifically permitting: 1) to not allocate to advance
obligatory repayment the 25% of any income from corporate finance operations
following the merger and consequent listing, 2) the completion of the merger and
related corporate operations, 3) the elimination of the limit for the payment or dividend
distribution, in any form, of reserves and/or dividends to shareholders.
Research and Development
The Research and Development Department carries out Group activity in this regard
and comprises a team of 14 dedicated employees operating within the production
facilities.
The Research and Development Department avails of, where necessary, the support of
technicians and production staff for the execution and verification of specific projects.
Specifically, research and development is carried out principally in Europe and in
Central America.
These operations are performed by expert technicians, who receive ongoing upskilling
through targeted training.
Research and development focuses essentially on the following:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
42
• research and design of new materials and new technical solutions for product
and packaging innovations;
• product quality testing;
• comparative analyses with competitor products in order to improve product
efficiency;
• research and design for production process innovation in order to improve
efficiency.
Over recent years, the projects created by the dedicated research and development team
have led to the creation of innovative products, such as new formulas for modelling
clay, new plastic materials and the “Giotto be-bé” felt-tip pen.
The team, in order to guarantee compliance with physical and chemical specification
rules, constantly monitors the development of product regulations (such as, for example
purposes, those concerning the use of preservatives), amending the formulas or
developing new formulas for altered products.
Research costs in 2014 incurred by the F.I.L.A. Group totalled Euro 607 thousand
(Euro 510 thousand in 2013), of which Euro 317 thousand concerning Grupo F.I.L.A.-
Dixon, S.A. de C.V. (Mexico) and Euro 290 thousand concerning the parent company
F.I.L.A. S.p.A. and were entirely charged to the income statement.
In 2014, research and development costs were not capitalised as the requirements of
IAS 38 had not been satisfied.
Euro thousands 2014 2013 2014 - 2013 Change
Development Costs Capitalised in Balance Sheet 0 0 0
Research Costs expensed to Income Statement (607) (510) (97)
RESEARCH AND DEVELOPMENT
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
43
Transactions with Related Parties
“Related parties” concern, in accordance with Consob Regulation No. 11971 of May
14, 1999, as subsequently amended, those parties defined by IAS 24:
a) parties which control, are controlled by, or are subject to common control of the
F.I.L.A. Group;
b) the parties subscribing, including indirectly, to shareholder agreements concerning
voting rights, where such agreements cover a majority holding;
c) the parties related to the issuer and who exercise a significant influence on the
F.I.L.A. Group;
d) parties that are attributed powers and responsibilities in order to exercise
administration, management and control of the issuer;
e) close family members of the physical persons covered in letters a), b), c), and d);
f) the parties controlled by physical persons covered in letters b), c), d) and e) or on
which the physical persons covered in letters a), b), c), d) and e) exercise a significant
influence;
g) the parties that have a majority of Directors in common with the F.I.L.A. Group.
“Transactions” concern all transfers of resources, services or obligations between
related parties, independently of whether for consideration, with the exception of
typical or normal operations and those at market conditions. Typical or normal
transactions are those which, by their object or nature, are not outside the normal course
of business of the F.I.L.A. Group and those which do not involve particular critical
factors due to their characteristics or to the risks related to the nature of the counterparty
or the time at which they are concluded; normal market conditions relate to transactions
undertaken at standard Group conditions in similar situations.
In the case of transactions with related parties, the Board of Directors must be
appropriately informed on the nature of the connection, the means for execution, the
conditions (also financial), the assessment process carried out, the interests and
underlying motives and any risk for the Group.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
44
F.I.L.A. Group transactions with related parties refer to normal transactions and are
regulated at market conditions, i.e. the conditions that would be applied between two
independent parties, and are undertaken in the interests of the Group.
In particular, we highlight the relations with the following parties:
Studio Legale Salonia e Associati
Studio Legale Salonia e Associati, a partner of which is related to the majority
shareholder of the company, principally provides legal consultancy.
The transactions with this related party are outlined below.
Nuova Alpa Collanti S.r.l.
Nuova Alpa Collanti S.r.l., owned by a Board member of F.I.L.A. S.p.A., supplies glue.
The transactions with this related party are outlined below.
Studio Zucchetti
Studio Zucchetti, a related party as managed by a Board Member of F.I.L.A. S.p.A.,
principally provides tax and administrative consultancy.
The transactions with this related party are outlined below.
Studio Legale Pedersoli e Associati
Studio Legale Pedersoli e Associati, owned by a member of the Board of Directors of
F.I.L.A. S.p.A. principally provides legal consultancy.
The transactions with this related party are outlined below.
Intesa Sanpaolo
Intesa Sanpaolo, with an 11.877% stake in F.I.L.A. S.p.A., has in place lending and
banking operations.
The transactions with this related party are outlined below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
45
In accordance with Consob Communication No. 6064293 of July 28, 2006, the
following table outlines the commercial and financial transactions with related parties:
Euro thousands
COSTS
Nuova Alpa Collanti S.r.l. Trade Supplier 0 0 0 0 0 447 0 0 0 0 1,265 0 0
Studio Legale Salonia e Associati Legal Consultancy 0 0 0 0 0 18 0 0 0 0 0 261 0
Studio Zucchetti Tax & Administration Consultancy 0 0 0 0 0 115 0 0 0 0 0 211 0
Pedersoli & Associati Studio Legale Legal Consultancy 0 0 0 0 0 104 0 0 0 0 0 210 0
Intesa Sanpaolo Finance 0 0 4,968 25,456 0 0 0 0 0 2 0 32 522
Total 0 0 4,968 25,456 0 684 0 0 0 2 1,265 714 522
Operating
Costs
(Products)
Operating
Costs
(Services)
Financial
Charges
Financial
Payables
(Other)
Trade Payables Revenue from
sales
Other
Revenue
(Services)
Other
Revenue
Financial
IncomeCompany Nature
Trade
Receivables
Financial
Assets
Cash and Cash
Equivalents
Financial
Payables
(Banks)
2014 - 2013 F.I.L.A. GROUP RELATED PARTIES
FY 2014 FY 2014
Balance Sheet Income Statement
ASSETS LIABILITIES REVENUE
Euro thousands
COSTS
Nuova Alpa Collanti S.r.l. Trade Supplier 0 0 0 0 0 1 0 0 0 0 1,081 0 0
Immobiliaria Futurear Property Rental 0 0 0 0 0 0 0 0 0 0 0 1,415 0
Studio Legale Salonia e Associati Legal Consultancy 0 0 0 0 0 15 0 0 0 0 0 148 0
Studio Zucchetti Tax & Administration Consultancy 0 0 0 0 0 112 0 0 0 0 0 219 0
Pedersoli & Associati Studio Legale Legal Consultancy 0 0 0 0 0 0 0 0 0 0 0 33 0
Intesa Sanpaolo Finance 0 0 6,444 32,365 0 0 0 0 0 2 0 39 637
Total 0 0 6,444 32,365 0 127 0 0 0 2 1,081 1,854 637
Operating
Costs
(Products)
Operating
Costs
(Services)
Financial
Charges
Financial
Payables
(Other)
Trade Payables Revenue from
sales
Other
Revenue
(Services)
Other
Revenue
Financial
IncomeCompany Nature
Trade
Receivables
Financial
Assets
Cash and Cash
Equivalents
Financial
Payables
(Banks)
FY 2013 FY 2013
Balance Sheet Income Statement
ASSETS LIABILITIES REVENUE
Intercompany transactions concerning F.I.L.A. S.p.A. relate solely to operations to
develop synergies between Group companies, integrating production and commercial
operations.
On this basis, the exchange of goods, services and financial transactions between the
various group companies were undertaken at competitive market conditions.
The nature and the balances of transactions of the Parent Company F.I.L.A. S.p.A. with
the companies of the F.I.L.A. Group at December 31, 2014 and December 31, 2013 are
detailed below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
46
Euro thousands
Omyacolor S.A. (France) 422 307 0 547 0 3,068 214 878 0 1,784 29 0
F.I.L.A. Hispania S.L. (Spain) 0 233 0 0 0 2,600 55 532 0 0 0 0
Licyn Mercantil Industrial Ltda
(Brazil)0 118 433 0 0 38 37 0 5 0 0 0
Dixon Ticonderoga Company
(U.S.A.)14 332 0 5 0 1,055 156 1,173 0 59 2 0
Dixon Ticonderoga Inc. (Canada) 0 9 0 0 0 0 11 0 0 0 0 0
FILALYRA GB Ltd (United Kingdom) 0 64 300 0 0 724 33 0 14 13 3 0
Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico)321 327 0 230 0 1,006 184 0 0 580 6 0
Beijing F.I.L.A.-Dixon Stationery
Company Limited (China)471 152 0 140 0 233 170 0 0 3,834 4 0
FILA Dixon Stationery (Kunshan)
Co., Ltd. (China)2,293 19 0 796 0 19 0 0 0 3,980 7 0
F.I.L.A. Chile Ltda (Chile) 0 506 0 0 0 783 33 0 0 0 0 0
FILA Argentina S.A. (Argentina) 0 979 0 0 0 384 0 0 0 0 0 0
Johann Froescheis Lyra-Bleitstitift-
Fabrik Gmbh&Co-KG (Germany)
568 205 0 218 0 816 252 0 0 925 340 0
Lyra Scandinavia AB (Sweden) 0 59 0 0 0 404 16 0 0 0 0 0
FILA Hellas SA (Greece) 0 293 0 0 0 1,202 2 0 0 0 0 0
PT. Lyra Akrelux (Indonesia) 0 0 0 0 0 76 1 0 0 0 0 0
FILA Cartorama SA PTY LTD
(South Africa)0 135 290 0 0 125 4 0 4 0 0 0
FILA Stationary and Office
Equipment Industry Ltd. Co. (Turkey)0 208 3 0 0 324 31 0 13 0 11 0
Industria Maimeri S.p.A.
(Italy)48 115 1,177 29 0 162 8 0 5 71 3 0
Fila Stationary O.O.O. (Russia) 0 435 569 0 0 300 4 0 16 0 0 0
Total 4,137 4,496 2,772 1,965 0 13,319 1,211 2,583 57 11,246 405 0
Company InventoriesTrade
Receivables
Financial
AssetsTrade payables
Financial
Income
Operating
Costs
(Products)
Operating
Costs
(Services)
ASSETS LIABILITIES REVENUE COSTS
2014 - 2013 F.I.L.A. S.P.A. INTERCOMPANY TRANSACTIONS
FY 2014 FY 2014
Balance Sheet Income Statement
Financial
liabilities
Financial
Charges
Revenue
from sales
Other
Revenue Dividends
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
47
Euro thousands
Omyacolor S.A. (France) 320 210 0 463 0 2,385 185 902 0 1,494 46 0
F.I.L.A. Hispania S.L. (Spain) 0 359 0 0 0 2,498 25 532 0 3 0 0
Licyn Mercantil Industrial Ltda
(Brazil)0 36 81 0 0 134 21 0 2 0 0 0
Dixon Ticonderoga Company
(U.S.A.)9 224 0 0 0 815 224 1,172 0 0 0 0
Dixon Ticonderoga Inc. (Canada) 0 0 0 0 0 0 0 0 0 0 0 0
FILALYRA GB Ltd (United Kingdom) 0 44 490 0 0 526 3 0 19 0 1 0
Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico)214 312 0 91 0 885 120 0 0 330 4 0
Beijing F.I.L.A.-Dixon Stationery
Company Limited (China)4,560 176 0 0 0 304 63 0 0 7,385 11 0
F.I.L.A. Chile Ltda (Chile) 0 243 0 0 0 723 3 0 0 0 0 0
FILA Argentina S.A. (Argentina) 0 792 0 0 0 341 0 0 0 0 0 0
Johann Froescheis Lyra-Bleitstitift-
Fabrik Gmbh&Co-KG (Germany)448 177 0 95 0 406 255 597 0 623 224 0
Lyra Scandinavia AB (Sweden) 0 74 0 0 0 346 5 0 0 0 0 0
Lyra Asia PTE Ltd (Singapore) 0 8 82 0 0 0 18 0 4 95 0 0
PT. Lyra Akrelux (Indonesia) 0 0 0 0 0 51 1 0 0 0 0 0
FILA Stationary and Office
Equipment Industry Ltd. Co. (Turkey)0 247 470 0 0 305 25 0 13 125 0 0
Fila Stationary O.O.O. (Russia) 0 131 353 0 0 130 1 0 3 0 0 0
Total 5,551 3,033 1,476 649 0 9,849 949 3,203 41 10,055 286 0
Company InventoriesTrade
Receivables
Financial
AssetsTrade Payables
Financial
Income
Operating
Costs
(Products)
Operating
Costs
(Services)
ASSETS LIABILITIES REVENUE COSTS
2013 - 2012 F.I.L.A. S.P.A. INTERCOMPANY TRANSACTIONS
FY 2013 FY 2013
Balance Sheet Income Statement
Financial
Liabilities
Financial
Charges
Revenue
from sales
Other
Revenue Dividends
In particular, in 2014 and 2013 the nature of transactions between F.I.L.A. S.p.A. and
the other Group companies concerned:
� sale of products/goods of F.I.L.A. S.p.A. and other Group companies;
� granting of licences for the usage of the Suger trademark by F.I.L.A. S.p.A. and
Omyacolor S.A. (France);
� concession of the licence for the usage of the Omyacolor S.A. (France) and Lyra
KG (Germany) trademarks in favour of F.I.L.A. S.p.A.;
� granting of a loan in favour of the subsidiary FILALYRA GB Ltd (United
Kingdom), of the subsidiary Lycin Mercantil Industrial Ltda (Brazil), of the
subsidiary FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey),
of the subsidiary FILA Stationery OOO (Russia), of the subsidiary FILA
Cartorama S.A. (Pty) Ltd. (South Africa) and the subsidiary Industria Maimeri
S.p.A. (Italy) by F.I.L.A. S.p.A.;
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
48
� dividends received by the Parent Company F.I.L.A. S.p.A. from the subsidiary
Omyacolor S.A. (France – Euro 878 thousand), the subsidiary F.I.L.A. Hispania
S.L. (Spain – Euro 532 thousand), the subsidiary Dixon Ticonderoga Co.
(U.S.A. – Euro 1,173 thousand) and the associated company Writefine Products
Private Ltd. (India – Euro 16 thousand) in 2014 totalled Euro 2,599 thousand.
� the recharging of contractually established consultancy services and provided by
the parent company F.I.L.A. S.p.A. in favour of the subsidiary Grupo F.I.L.A.-
Dixon, S.A. de C.V. (Mexico), the subsidiary Dixon Ticonderoga Company
(U.S.A.), the subsidiary Dixon Ticonderoga Inc. (Canada), the subsidiary
F.I.L.A. Chile Ltda (Chile), the subsidiary Beijing F.I.L.A.-Dixon Stationery
Company Ltd (China), the subsidiary Lyra KG (Germany), the subsidiary
Omyacolor S.A. (France), the subsidiary FILALYRA GB (United Kingdom),
the subsidiary F.I.L.A. Hispania S.L. (Spain), the subsidiary Lyra Scandinavia
AB (Sweden), the subsidiary FILA Stationary and Office Equipment Industry
Ltd. Co. (Turkey), the subsidiary Licyn Mercantil Industrial Ltda (Brazil), the
subsidiary Fila Hellas SA (Greece) and the subsidiary Fila Stationary O.O.O.
(Russia);
� the recharging of costs for sureties granted by the parent company F.I.L.A.
S.p.A. in favour of the subsidiary Lyra KG (Germany), the subsidiary FILA
Stationary and Office Equipment Industry Ltd. Co. (Turkey) and Licyn
Mercantil Industrial Ltda (Brazil), to guarantee the credit lines undertaken with
Unicredito Italiano S.p.A. and Banca Nazionale del Lavoro, as contractually
established and provided;
� the recharging of costs to the subsidiaries for insurance coverage guaranteed by
F.I.L.A. S.p.A. in favour of Omyacolor S.A. (France), the subsidiary Lyra KG
(Germany), the subsidiary Lyra Scandinavia AB (Sweden), the subsidiary
F.I.L.A. Hispania S.L. (Spain), the subsidiary FILA Stationary and Office
Equipment Industry Ltd. Co. (Turkey), the subsidiary Licyn Mercantil Industrial
Ltda (Brazil), the subsidiary Fila Hellas SA (Greece) and the subsidiary Fila
Stationary O.O.O. (Russia).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
49
Significant Events in the year
� On January 3, 2014, the commercial company FILA HELLAS SA, was
incorporated in Greece with a share capital of Euro 20 thousand and held 50% by
F.I.L.A. S.p.A. in order to ensure a more comprehensive development of Group
product sales in the Balkans region.
� On March 26, 2014, F.I.L.A. S.p.A. acquired 51% of Industria Maimeri S.p.A. for
consideration of Euro 206 thousand. On March 31, 2014, Maimeri S.p.A., the
leading Italian producer and marketer of colours, paints and fine arts articles and
accessories conferred the business unit to Industria Maimeri S.p.A. for Euro 1,793
thousand. In June, a share capital increase for a total of Euro 1,214 thousand was
carried out, with the shares subscribed and paid-in by F.I.L.A. S.p.A. and by Gianni
Maimeri respectively totalling Euro 619 thousand and Euro 595 thousand.
� On May 15, 2014, 51% of the share capital of FILA Cartorama SA PTY LTD was
acquired, a company involved in the sale of F.I.L.A. Group writing, art and design
products in South Africa.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
50
Subsequent Events
� On February 19, 2015, the Shareholders’ Meeting of Fila, and on February 20, 2015
the Shareholders’ Meeting of Space, approved the merger of F.I.L.A S.p.A. into
Space S.p.A.. The merger proposal drawn up in accordance with Article 2501-ter of
the Civil Code was filed at the Milan Company Registration Office (file No. 10540
of January 16, 2015). Space is a special purpose acquisition company (SPAC),
whose ordinary shares are traded on the SIV (Special Investment Vehicle) segment
of the MIV market organised and managed by Borsa Italiana S.p.A., incorporated
exclusively to carry out over a maximum period of approx. 24 months from the
initial date of trading of its ordinary shares (December 18, 2013), a significant
operation - considered as the acquisition of a company, business or business unit, in
any manner, including through business combinations on the basis of conferment or
merger, also in combination with the acquisition or the undertaking of investments.
For F.I.L.A. S.p.A. shareholders, the decision to undertake a Merger enables listing
on the Stock Market, with such being the purpose of the SPAC, and to source
sufficient capital to support the growth - also through acquisitions - of the F.I.L.A.
Group, which as noted has an international focus. The choice to list through the
Merger with Space gives greater certainty to this objective and within a quicker
timeframe compared to the planned listing project through a traditional market
offer. It was also informed by the current uncertain stock market conditions and the
opportunity for F.I.L.A. S.p.A. to tap into in a short period of time all growth
possibilities which may present at this particular historic juncture, amid a significant
drive towards concentration within the company’s operating sector. The financial
reasoning of the listing through Merger also corresponds to the organisational needs
and will result in a better operating structure for the company.
It is highlighted finally that the listing process by F.I.L.A. S.p.A. is subject to
approval by Borsa Italiana, who will set the efficacy date in addition to the date for
the merger.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
51
Going concern
The Directors of F.I.L.A. S.p.A., independently of the corporate operation described in
the previous paragraph, reasonably expects that F.I.L.A. S.p.A. and all of the other
Group companies will continue operations into the foreseeable future and have prepared
the consolidated financial statements of F.I.L.A. S.p.A. on the going concern basis and
in line with the long-term economic and financial plan, which forecasts improving
results. These expectations are further supported by the financial sources available
following the conclusion of the merger between F.I.L.A. S.p.A. and Space S.p.A..
Information and Management of Financial Risks
The principal F.I.L.A. Group financial instruments include financial assets such as
current accounts and on demand deposits, loans and short and long-term bank payables.
The objective is to finance the ordinary and extraordinary operations of the F.I.L.A.
Group.
In addition, the F.I.L.A. Group has in place trade receivables and payables arising from
“core business” operations.
The management of funding needs and the relative risks is undertaken by the individual
F.I.L.A. Group companies on the basis of the guidelines drawn up by the C.F.O. of the
Parent Company F.I.L.A. S.p.A. and approved by the Chief Executive Officer.
The principal objective of these guidelines is the ability to ensure a balanced equity
structure in order to maintain a solid capital base.
The main funding instruments used by the F.I.L.A. Group are:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
52
� medium/long-term loans, in order to fund capital expenditure (principally the
acquisition of controlling investments and plant and machinery) and working
capital;
� short-term loans and client advances.
The average cost of debt was in line with the Euribor/Libor at 3 and 6 months, with the
addition of a spread which depends on the type of financial instrument utilised.
Loans issued in favour of subsidiaries may be accompanied by guarantees such as
sureties and patronage letters issued by the Parent Company F.I.L.A. S.p.A..
Loans obtained by the Parent Company F.I.L.A. S.p.A. provide for financial
“covenants”, in relation to which reference should be made to paragraph: “Directors’
Report – Commitments and Guarantees”.
The main financial risks, identified and managed by the F.I.L.A. Group are the
following:
• Market risk, which may be divided into the following categories:
Currency risk
The currency used for the F.I.LA. Group consolidated financial statements is the Euro.
However, the F.I.LA. group undertakes and will continue to undertake transactions in
currencies other than the Euro, particularly as the geographic distribution of the various
Group industrial activities differs from the location of the group’s markets, with an
exposure therefore to exchange rate fluctuation risk. For this reason, the operating
results of the F.I.L.A. Group may be impacted by currency movements, both as a result
of the conversion into Euro on consolidation and changes in the exchange rates on trade
payables and receivables in currencies other than the functional currency of the various
F.I.L.A. Group companies.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
53
In addition, in limited cases, where financially beneficial or where local market
conditions require such, the company may undertake debt or use funds in currencies
other than the functional currency. The change in the exchange rate may result in the
realisation or the recording of exchange gains and losses.
The F.I.LA. Group is exposed to risks deriving from exchange rate fluctuations, which
may impact on the result and on the net equity.
The principal exchange rates to which all F.I.L.A. Group companies are exposed
concern the individual local currencies and:
o the Euro as the consolidation currency;
o The US Dollar, as the base currency for international trade.
The Group has decided not to undertake derivative financial instruments to offset
currency risk arising from commercial transactions within a prospective twelve month
period (or also subsequently, where considered beneficial according to the business’s
characteristics).
The F.I.LA. Group incurs part of its costs and realises part of its revenues in currencies
other than the Euro and, in particular, in US Dollars and Mexican Pesos.
The F.I.LA. Group generally adopts an implied hedging policy to protect against this
risk through the offsetting of costs and revenues in the same currency, in addition to
acquiring funding in the local currency.
The policy adopted by the Group is considered adequate to contain currency risk.
However, it must be considered that in the future currently unpredictable movements in
the Euro may impact the economic, financial and equity position of the Group
companies, in addition to the comparability between periods.
Also in relation to the commercial activities, the companies of the Group may hold
commercial receivables or payables in currencies other than the operational currency of
the entity. This is appropriately monitored by the F.I.L.A. Group, both in relation to the
potential economic impact and in terms of financial and liquidity risk.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
54
A number of F.I.L.A. Group subsidiaries are based in countries not within the
Eurozone, in particular the United States, Canada, Mexico, the United Kingdom,
Scandinavia, China, Argentina, Chile, Singapore, Indonesia, South Africa and Russia.
As the Group’s functional currency is the Euro, the income statements of these
companies are converted into Euro at the average exchange rate and, at like-for-like
revenues and margins of the local currency, changes in the exchange rate may result in
effects on the value in Euro of revenues, costs and results recognised in the
consolidation phase directly to equity in the account “Translation Differences” (See
Note 12).
In 2014, the nature and the structure of the exchange risk exposures and the Group
monitoring policies did not change substantially compared to the previous year.
Liquidity risk
The liquidity risk to which the F.I.L.A. Group is exposed may arise from an incapacity
or difficulty to source, at beneficial conditions, the financing necessary to support
operations in an appropriate timeframe.
The cash flows, financing requirements and the liquidity of the Group companies are
constantly monitored centrally in order to guarantee the efficient management of
financial resources.
The F.I.L.A. Group does not undertake derivative financial instruments for the hedging
of the above-stated risks, which are monitored according to internal procedures and
periodic commercial and financial reporting, which allows management to assess and
offset any impacts from these risks through appropriate and timely policies.
The Group continually monitors financial risks in order to offset any impacts and
undertake appropriate corrective actions.
It has adopted at the same time the following policies and processes aimed at optimising
the management of financial resources, reducing the liquidity risk:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
55
� maintenance of an adequate level of liquidity;
� diversification of funding instruments and a continual and active presence on the
capital markets;
� obtaining of adequate credit lines;
� monitoring of the liquidity position, in relation to business planning.
Financial transactions are carried out with leading highly rated Italian and international
institutions.
Management believes that the funds and credit lines currently available, in addition to
those that will be generated from operating and financial activities, will permit the
Group to satisfy its requirements deriving from investment activities, working capital
management and the repayment of debt in accordance with their maturities.
The capacity to generate liquidity through operations enables the Group to reduce
liquidity risk to the minimum, which concerns the difficulty in sourcing funding to
ensure the on time discharge of financial debts.
• Interest rate risk
The F.I.L.A. Group companies utilise external funding in the form of debt and use the
liquidity available in financial assets. Changes in the market interest rates impact on
the cost and return of the various forms of loans, with an effect therefore on the net
financial charges of the Group.
The Parent Company F.I.L.A. S.p.A. issues loans (only to Group companies), drawing
on direct funding.
Bank debt exposes the F.I.L.A. Group to interest rate risk. In particular, variable rate
loans result in cash flow risk. The current F.I.L.A. Group policy is to maintain variable
rate loans, monitoring interest rate movements, without undertaking derivative financial
instruments to hedge such risks.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
56
• Credit risk
The credit risk represents the exposure to potential losses following the non-fulfilment
of obligations by counterparties.
The maximum theoretical exposure to the credit risk for the Group at December 31,
2014 is the carrying value of the commercial assets recorded in the accounts, and the
nominal value of the guarantees given on debts and commitments to third parties.
The F.I.L.A. Group strives to reduce the risk relating to the insolvency of its customers
through rules which ensure that sales are made to customers who are reliable and
solvent. These rules, based on available solvency information and considering historic
data, linked to exposure limits by individual clients, in addition to insurance coverage
on overseas clients (at Group level), ensure a good level of credit control and therefore
minimise the relative risk.
According to the F.I.L.A. Group policy, customers that request extensions of payment
are subject to a credit rate check. In addition, the maturity of trade receivables is
monitored on an ongoing basis throughout the year in order to anticipate and promptly
intervene on credit positions which present greater risk levels.
The credit risk is therefore offset by the fact that the credit concentration is low, with
receivables divided among a large number of counterparties and clients.
The individual positions are written down, if individually significant, with a provision
which reflects the partial or total non-recovery of the receivable. The amount of the
write-down takes into account the estimate of the recoverable cash flows and the
relative date of collection, charges and future recovery costs, in addition to the fair
value of guarantees. Against the receivables which are not individually written down,
an individual and general provision is made, taking into account historical experience
and statistical data.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
57
The principal F.I.L.A. Group financial instruments include financial assets such as
current accounts and on demand deposits, loans and short and long-term bank payables.
The objective is to finance the operating and extraordinary activities of the F.I.L.A.
Group.
In addition, the F.I.L.A. Group has in place trade receivables and payables arising from
“core business” operations.
In accordance with I.F.R.S. 7, we report the following:
� the accounting treatment by class of financial assets and liabilities at
December 31, 2014 was as follows:
Euro thousands December 31, 2014 December 31, 2013 Measurement basis
Financial assets
Cash and Cash Equivalents 32,473 35,797 Fair Value
Loans and Receivables 7 3 Fair Value
Trade and Other Receivables 76,067 67,520 Fair Value
Total financial assets 108,547 103,320
Financial liabilities
Bank Payables 88,785 95,446 Amortised Cost
Other Lenders 577 2,077 Amortised Cost
Trade and Other Payables 49,084 32,575 Fair Value
Total financial liabilities 138,444 130,096
1. financial gains and losses are recognised to the income statement:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
58
Euro thousands 2014 2013
Interest Income from Bank Deposits 53 56
Total financial income 53 56
Financial Assets and Liabilities at Amortised Cost (78) (83)
Exchange Gains/(Losses) on Financial Operations (140) (623)
Total financial charges (218) (706)
Total net financial charges (165) (650)
For 2014 and 2013, no financial gains and losses were directly recognised to equity.
“Loans and Receivables” at December 31, 2014 amount to Euro 7 thousand;
� loans in place at December 31, 2014 and 2013.
Loans in place at December 31, 2014 of the F.I.L.A. Group totalled Euro 91,171
thousand and at December 31, 2013 Euro 97,641 thousand.
The loans recorded in the F.I.L.A. Group financial statements are classified under
Financial Liabilities, according to their contractually established maturity, as non-
current and current, in line with “Note 13.A – Financial Liabilities”.
Euro thousands December 31, 2014 December 31, 2013
Non-current financial payables 20,134 28,297
Loans - beyond one year 20,134 28,297
Banks - Principal third parties 20,183 28,403
Banks - Interest third parties (114) (190)
Banks 20,070 28,213
Other Lenders - Principal third parties 64 84
Other lenders 64 84
They include the non-current portion of loans issued by banks and other lenders.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
59
The balance at December 31, 2014 was Euro 20,134 thousand, of which Euro 20,070
thousand concerning bank loans and Euro 64 thousand loans from other lenders.
Euro thousands December 31, 2014 December 31, 2013
Current financial payables 71,037 69,343
Loans - due within one year 69,227 69,226
Banks - Principal third parties 68,383 66,850
Banks - Interest third parties 332 383
Banks 68,715 67,233
Other Lenders - Principal third parties 509 1,984
Other Lenders - Interest third parties 3 9
Other lenders 512 1,993
Bank Overdrafts - Principal third parties 1,810 112
Bank Overdrafts - Interest third parties 0 6
Bank overdrafts 1,810 118
The balance at December 31, 2014 was Euro 71,036 thousand, of which Euro 68,715
thousand concerning bank loans, Euro 512 thousand concerning loans issued by other
lenders and Euro 1,810 thousand bank overdrafts;
• receivables at December 31, 2014 and 2013 were as follows:
Euro thousands December 31, 2014 December 31, 2013
Trade and other receivables 76,067 67,520
Trade Receivables 68,734 61,317
Tax Receivables 3,502 1,517
Other Receivables 3,132 3,410
Prepayments and Accrued Income 673 599
76,040 66,843
Trade Receivables - Associates 27 677
27 677
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
60
• payables at December 31, 2014 and 2013 were as follows:
Euro thousands December 31, 2014 December 31, 2013
Trade and other payables 49,084 32,575
Trade Payables 36,968 23,035
Tax Payables 3,839 3,538
Other Payables 7,440 5,603
Accrued Liabilities and deferred Income 630 395
48,877 32,571
Trade Payables - Associates 205 4
205 4
In relation to “Trade and Other Payables” and “Trade and Other Receivables”, reference
should be made to the relative Explanatory Notes.
Sensitivity analysis
In accordance with I.F.R.S. 7 and further to that outlined in the “Directors’ Report –
Information and Management of Financial Risks”, the following is reported:
� Currency risk
Net exposure of the main currencies:
(in Euro thousands) USD MXN CAD USD MXN CAD
Trade Receivables 8,941 529,440 2,052 10,042 482,997 1,936
Financial Assets 311 4,954 0 326 765 0
Financial Liabilities (21,967) (377,651) 0 (22,466) (405,352) 0
Trade Payables (3,283) (87,950) (525) (2,601) (50,085) (383)
Net Balance sheet Exposure (15,997) 68,793 1,527 (14,698) 28,325 1,554
December 31, 2014 December 31, 2013
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
61
The impact on the income statement and balance sheet, both negative, following an
increase of 10% in the exchange rate of the main foreign currencies against the Euro,
would total approx. Euro 748 thousand (Euro 1,340 thousand at December 31, 2013).
Closing exchange rates applied:
2014 2013
USD /€ 1.214 1.379
MXN /€ 17.868 18.037
CAD /€ 1.406 1.467
Year-End Exchange Rate
effect of a 10% increase on the Euro exchange rate:
2014 2013
USD /€ (1,198) (1,373)
MXN /€ 350 (66)
CAD /€ 99 99
(748) (1,340)
Equity
Changes
� Interest rate risk
The current F.I.L.A. Group policy is to maintain variable interest rates, monitoring the
interest rate curve and not considering the use of derivative hedging instruments
necessary.
The financial assets and liabilities at variable rates are reported below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
62
Euro thousands December 31, 2014 December 31, 2013
Financial Liabilities 91,171 97,640
Financial assets/liabilities at variable rate 91,171 97,641
The financial instruments at variable rates typically include liquidity, loans granted to a
number of Group companies and part of the financial payables.
A change of 100 “basis points” in the interest rates applicable to financial assets and
liabilities at variable rates in place at December 31, 2014 would result in the following
income statement and balance sheet impacts on an annualised basis.
Euro thousands Increase Decrease
December 31, 2014
Financial Assets/Liabilities at Variable Rate 912 (912)
December 31, 2013
Financial Assets/Liabilities at Variable Rate 976 (976)
Equity
100 bp Change
The same variables are maintained to establish the income statement and balance sheet
impact at December 31, 2014.
The capital portions of financial assets and liabilities of the F.I.L.A. Group are broken
down by contractual maturity for 2014 and 2013, in line with “Note 13.A – Financial
Liabilities”:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
63
December 31, 2014Within
12 months
Within
1-2 years
Within
2-3 years
Within
3-4 years
Within
4-5 years
Beyond
5 yearsTotal
Euro thousands
VARIABLE RATE
Financial assets
Cash and Cash Equivalents 32,473 0 0 0 0 0 32,473
Loans and Receivables 0 7 0 0 0 0 7
Financial liabilities
Financial liabilities - Banks 68,715 8,577 9,163 1,949 382 0 88,786
Other Lenders 512 52 8 0 0 0 572
Expected cash flow (36,754) (8,622) (9,171) (1,949) (382) 0 (56,878)
December 31, 2013Within
12 months
Within
1-2 years
Within
2-3 years
Within
3-4 years
Within
4-5 years
Beyond
5 yearsTotal
Euro thousands
VARIABLE RATE
Financial assets
Cash and Cash Equivalents 35,797 0 0 0 0 0 35,797
Loans and Receivables 0 3 0 0 0 0 3
Financial liabilities
Financial liabilities - Banks 67,233 8,503 8,428 9,086 2,196 0 95,446
Other Lenders 1,993 46 25 13 0 0 2,077
Expected cash flow (33,429) (8,546) (8,453) (9,099) (2,196) 0 (61,723)
� Credit risk
At December 31, 2014, the account “Trade and Other Receivables” totalling Euro
76,067 thousand (Euro 67,520 thousand at December 31, 2013) is reported net of the
relative doubtful debt provision of Euro 3,181 thousand (Euro 3,226 thousand at
December 31, 2013).
Below we report:
� the ageing of the trade receivables at December 31, 2014 and December 31,
2013:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
64
Euro thousands Balance at 31.12.2014 Balance at 31.12.2013 Change in period
Overdue between 0-60 days 9,759 15,719 (5,960)
Overdue between 60-120 days 5,598 3,917 1,681
Overdue beyond 120 days 2,684 3,509 (825)
Not yet due 50,693 38,172 12,522
Total amount 68,734 61,317 7,417
GROSS TRADE RECEIVABLES: AGEING
� the breakdown by type of debtor at both at December 31, 2014 and December
31, 2013 was as follows:
Euro thousandsBalance at December 31, 2014
Balance at December 31,
2013Change in period
Wholesalers 29,056 25,921 3,135
School/Office Suppliers 4,425 3,948 478
Supermarkets 16,262 14,507 1,755
Retailers 6,075 2,967 3,108
Distributors 7,284 6,498 786
Promotional & B2B 2,664 2,377 287
Other 2,967 5,099 (2,133)
Third parties 68,734 61,317 7,417
TRADE RECEIVABLES THIRD PARTIES - DISTRIBUTION CHANNEL
� the breakdown by region at December 31, 2014 and December 31, 2013 was as
follows:
Euro thousandsBalance at December 31, 2014
Balance at December 31,
2013Change in period
Europe 23,323 21,063 2,260
North America 9,323 8,602 722
Central/South America 33,329 29,302 4,027
Rest of the World 2,759 2,350 408
Third parties 68,734 61,317 7,417
TRADE RECEIVABLES THIRD PARTIES - REGIONAL BREAKDOWN
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
65
Environment and Safety
“Environment and Safety” issues are managed at local level by the F.I.L.A. Group
companies under the applicable regulations and in accordance with the “Group policy”.
Within the F.I.L.A. Group a manager-in-charge of “Environment and Safety” is
appointed by each local entity, reporting to the respective General Managers, who in
turn report to the Parent Company F.I.L.A. S.p.A..
“Environment and Safety” for F.I.L.A. S.p.A. has been managed with the support of a
specialised consultancy firm for a number of years. The actions implemented by
F.I.L.A. S.p.A. are in line with the environmental and workplace safety regulation
(Legislative Decree Nos. 626 and No. 81 of April 9, 2008). Waste is appropriately
disposed of and its movement is properly recorded in approved registers. All
employees are assigned a competent workplace doctor (under Legislative Decree No.
81/08) and obligatory visits are provided for.
During the year no significant problems emerged in relation to the environment and
safety area. The environmental reclamation at the lands owned by the US subsidiary
relates to previous industrial activity before the acquisition by F.I.L.A. S.p.A..
Workforce
The F.I.L.A. Group workforce at the end of 2014 numbered 2,842, compared to 2,401
at the end of 2013.
The increase is principally due to the greater number of hires, particularly in the skilled
workers category at the production sites of the subsidiary Fila Dixon Stationery
(Kunshan) Co., Ltd. (China – 863), the subsidiary Grupo F.I.L.A. –Dixon, S.A. de C.V.
(Mexico – 99 employees) and the subsidiary Industria Maimeri S.p.A. (Italy – 83
employees).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
66
The graph below outlines the breakdown of the F.I.L.A. Group workforce at December
31, 2014 and 2013.
-
500
1,000
1,500
2,000
2,500
3,000
Europe North America Central/South
America
Rest of World F.I.L.A. Group
2014 515 103 1,286 938 2,842
2013 435 92 1,187 687 2,401
Personnel F.I.L.A. Group
and the breakdown and movement by worker category:
Manager White-collar Blue-collar Total
Total at 31/12/2013 63 677 1,661 2,401
Increases 9 219 1,035 1,263
Decreases (14) (186) (622) (822)
Total at 31/12/2014 58 710 2,074 2,842
Restructuring Departures (10) (37) (574) (621)
PERSONNEL
The reduction in the number of personnel is principally due to the restructuring of the
Chinese production base. The transfer of production from Beijing to Kunshan resulted
in a reduction in the workforce due to the impossibility of such workers to operate at
Kunshan, with the reduction entirely supplemented by on-site hiring at the facility. The
hires at Kunshan represent the majority of personnel additions in 2014. For greater
detail, reference should be made to Note 15: Provision for risks and charges.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
67
The average number of employees of the companies in the consolidation scope, by
category, is as follows:
Average headcount Manager White-collar Blue-collar Total
Total at 31/12/2013 62 664 1,721 2,446
Total at 31/12/2014 55 752 2,010 2,816
PERSONNEL
The turn-over was affected by the restructuring of the workforce, principally in terms of
the blue-collar category.
The bonuses received by F.I.L.A. Group Managers in the year were as follows:
Euro thousands Amount Nature Amount Nature
Bonus 789 Perfomance Bonus 739 Perfomance Bonus
Total amount 789 739
BENEFITS AND OTHER INCENTIVES FOR MANAGERS
FY 2014 FY 2013
In 2014, as in previous years, F.I.L.A. Group personnel undertook training and
upskilling courses, particularly in the administrative areas in order to maintain
appropriate professional standards, in line with the “Group policy”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
68
Board of Directors and Board of Statutory Auditors
In accordance with Article 19 of the By-Laws, F.I.L.A. S.p.A. is managed by a Board
of Directors comprising between three and nine members, who remain in office for
three years and may be re-elected. Their mandate concludes on the date of the
Shareholders’ Meeting called for the approval of the financial statements relating to the
final year in office.
The Board of Directors shall have the widest powers of ordinary and extraordinary
administration of the company and may therefore carry out any and all acts it deems
appropriate for attaining the corporate scope, with the sole exclusion of those attributed
by law or the by-laws to the Shareholders’ Meeting.
In accordance with the By-Laws, the Board of Directors consider mergers in the cases
provided for by Articles 2505 and 2505-bis of the Civil Code, share capital reductions
in the case of shareholder withdrawal, in addition to the setting up and discontinuation
of secondary offices, branches, agencies or representative offices in Italy or abroad, in
addition to the transfer of the registered within Italy.
In accordance with Article 20 of the By-Laws, the Shareholders’ Meeting did not
approve exceptions to the non-competition agreement as per Article 2390 of the Civil
Code in favour of individual Directors.
In accordance with Article 29 of the By-Laws, the Board of Statutory Auditors
comprises three standing members and two alternate members. The appointment of the
Board of Statutory Auditors takes place in compliance with applicable regulations. All
those meeting the professionalism, good standing and independence requirements
established by the applicable regulation may be appointed as statutory auditors.
The statutory auditors’ mandate terminates on the date of the Shareholders’ Meeting
called for the approval of the financial statements relating to the third year of the office.
The Board of Statutory Auditors comprises auditors enrolled at the Auditors’ Register
of the Ministry for Justice.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
69
The following table outlines the total emoluments recognised to members of the Board
of Directors and the Board of Statutory Auditors for offices held at F.I.L.A. S.p.A., in
addition to remuneration of any nature, in the case of “performance bonuses and one-off
remuneration” received in 2014.
Emoluments for
Office
Other Remuneration
(Bonus)
Euro thousands
Directors 1,477 965
Statutory Auditors 77 0
Total amount 1,554 965
The Directors and Statutory Auditors of F.I.L.A. S.p.A. will remain in office until the
effective date of the merger with Space S.p.A..
The Shareholders’ Meeting of F.I.L.A. S.p.A. approved on April 30, 2013 the
appointment of KPMG S.p.A. for the years 2013-2014-2015 for the auditing duties as
per Article 2409-ter of the Civil Code and the audit of the financial statements of
F.I.L.A. S.p.A. and the consolidated financial statements of the F.I.L.A. Group.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
70
*********************
Dear F.I.L.A. S.p.A. Shareholders,
on the basis of that outlined above, we invite you to approve the F.I.L.A. S.p.A.
financial statements at December 31, 2014 and propose the allocation of the net profit
of Euro 6,018,519.50 entirely to Retained Earnings.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
71
CONSOLIDATED FINANCIAL STATEMENTS OF THE F.I.L.A.
GROUP AND THE SEPARATE FINANCIAL STATEMENTS OF
F.I.L.A. S.p.A AT DECEMBER 31, 2014
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
72
I. Basis of Preparation of the Explanatory Notes to the
Consolidated Financial Statements of the F.I.L.A. Group and Separate
Financial Statements of F.I.L.A. S.p.A. at December 31, 2014
Accounting principles and policies
The consolidated financial statements of the F.I.L.A. Group (hereafter also “Group”)
and of the Parent Company F.I.L.A. S.p.A. (hereafter also “Parent Company”,
“Company”) at December 31, 2014, prepared by the Board of Directors of F.I.L.A.
S.p.A., were drawn up in accordance with International Financial Reporting Standards
(I.F.R.S.), the relative interpretations of the International Financial Reporting
Interpretations Committee (I.F.R.I.C.) and the Standing Interpretations Committee
(S.I.C.), approved by the European Commission (hereafter I.F.R.S.) at December 31,
2014.
The IFRS were applied consistently for all the periods presented in the present
document.
IFRS were recently introduced in Italy and in other countries and numerous new
standards have been published or revised and, therefore, a consolidated practice does
not exist for their interpretation and application. Consequently, the consolidated and
separate financial statements at December 31, 2014, although prepared on the basis of
the best knowledge of the Directors of the IFRS and the relative interpretations, also in
consideration of regularly updated accounting practices, in the coming years may be
subject to amendments to take into account different interpretations to those adopted in
their preparation.
For the consolidated financial statements of the F.I.L.A. Group, the first year of
application of IFRS was 2006, while for the separate financial statements of F.I.L.A.
S.p.A. the first year of application of IFRS was 2007.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
73
The IAS/IFRS standards and relative S.I.C./I.F.R.I.C. interpretations applicable to the
financial statements for the current year are illustrated below:
Accounting standards, amendments and interpretations applied from January 1,
2014
The following accounting standards, amendments and interpretations, also revised
following the annual Improvement process carried out by IASB, were applied for the
first time from January 1, 2014:
• IFRS 10 – Consolidated Financial Statements – The standard, issued by the
IASB in May 2011, replaces SIC 12 – Consolidation: Special Purpose Entities
and parts of IAS 27 – Consolidated and Separate Financial Statements,
renamed Separate Financial Statements which addresses the accounting
treatment of investments in separate financial statements. IFRS 10 introduces a
new control model applicable to all entities, including the vehicles, based on the
power exercised by the Group over these entities, on the exposure and rights to
variable returns deriving from the involvement of the Group with these entities
and on the capacity of the Group to exercise its power to influence the above-
mentioned variable returns. The IASB requires retrospective application from
January 1, 2013. The relevant bodies of the European Union concluded the
process for the approval of this standard, with application from January 1, 2014
and permitting advance adoption from January 1, 2013.
The adoption of the new standard did not result in the re-definition of the
consolidation scope.
• IRFS 11 - Joint Arrangements - The Standard was issued by the IASB in May
2011, and replaces IAS 31 – Interests in joint ventures and SIC -13 – Jointly
controlled entities – Non-monetary contributions by venturers. IFRS 11
establishes the criteria for the classification of joint arrangements based on the
rights and obligations of the agreements rather than on the legal form and
establishes the equity method as the only method to be applied to holdings in
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
74
joint ventures in the consolidated financial statements. Following the
amendment to the standard, IAS 28 – Investments in Associates was amended to
include in its application, from the date of efficacy of the standard, also holdings
in joint arrangements. The IASB requires retrospective application from January
1, 2013. The relevant bodies of the European Union concluded the process for
the approval of this standard, with application from January 1, 2014 and
permitting advance adoption from January 1, 2013. The adoption by the F.I.L.A.
Group of this standard did not have any significant effects on the annual report.
• IFRS 12 – Disclosure of Interests in Other Entities - The standard issued by
the IASB in May 2011 establishes the additional disclosure to be provided on all
types of investments, including those in subsidiaries, joint ventures, associates,
special purpose entities and other non-consolidated vehicle companies. The
IASB requires retrospective application from January 1, 2013. The relevant
bodies of the European Union concluded the process for the approval of this
standard, with application from January 1, 2014 and permitting advance
adoption from January 1, 2013. The effects of the adoption of the new standard
are limited to the disclosure relating to the investments in other companies to be
included in the explanatory notes to the annual consolidated financial
statements.
• IAS 27 (2011) – Separate Financial Statements – Following the issue of IFRS
10, in May 2011 the IASB limited the application of IAS 27 to separate
financial statements. This standard specifically governs the accounting
treatment of investments in separate financial statements and is applicable from
January 1, 2014. The adoption by the F.I.L.A. Group of this standard did not
have any effects on the financial statements of the Parent Company.
• IAS 28 (2011) – Investment in Associates and Joint Ventures – Following the
issue of IFRS 11 in May 2011, the IASB modified the pre-existing standard to
include within its application also investments in companies under joint control
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
75
and provisions for the reduction in shareholdings which does not result in
discontinuing the application of the equity method. The standard is effective as
of January 1, 2014. The adoption by the F.I.L.A. Group of this standard did not
have any effects on the annual report.
• Amendments to IAS 32 – Financial Instruments: presentation - The
amendments issued by the IASB in December 2011 clarify the application scope
of some criteria for the off-setting of financial assets and liabilities present in
IAS 32. The amendments must be applied retrospectively from January 1, 2014.
• Amendments to IFRS 10, IFRS 11 and IFRS 12 – Guide to the Transitory
Provisions – On June 28, 2012, the IASB published the amendments to the
IFRSs applicable, together with the related standards, from the years beginning
January 1, 2013, unless applied in advance. The document introduces some
amendments to IFRS 10, 11 and 12 to clarify how an investor must rectify
retrospectively only the comparative previous period and include the disclosures
as per IAS 8, paragraph 28, letter f, exempting that required by the other letters
of the same paragraph. IFRS 12 was amended further, limiting the requirement
to present comparative information for disclosures concerning structured entities
not consolidated in periods before the application date of IFRS 12.
• Amendments to IFRS 10, IFRS 12 and IAS 27 – Investment Entities – The
amendment issued by the IASB in October 2012 updates IFRS 10 clarifying the
definition of investment entities and clarifies the consolidation method. The
amendment to IFRS 12 updates the standard clarifying the disclosures to be
included and the valuations relating to the determination of the investment
entities. The amendment to IAS 27 updates the standard determining the
disclosures which the investment entity must provide where it is also a holding
company. The adoption by the F.I.L.A. Group of this standard did not have any
effects on the annual report.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
76
• Amendments to IAS 36 – Disclosure on the recoverable amount of non-
financial assets - The standard, issued by the IASB in May 2013, governs the
disclosure on the recoverable value of impaired assets, if this amount is based on
the fair value net of selling costs. The amendments must be applied
retrospectively from periods beginning January 1, 2014. Advance application is
permitted for the periods for which the entity has already applied IFRS 13.
• Amendments to IAS 39 - Novation of Derivatives and Continuation of Hedge
Accounting. The standard, issued by the IASB in June 2013, clarifies that the
amendments permit continuation of hedge accounting in the case in which a
derivative financial instrument, designated as a hedge instrument, is replaced
following the application of law or regulations in order to replace the original
counterparty so as to guarantee the fulfilment of the obligation assumed and
where certain conditions are satisfied. The same amendment will be included
also in IFRS 9 – Financial instruments. The amendments must be applied
retrospectively from periods beginning January 1, 2014. The adoption by the
F.I.L.A. Group of this standard did not have any effects on the annual report.
• IFRIC 21 - Levies - The interpretation, issued by the IASB in May 2013,
provides clarification on when an entity should recognise a liability for the
payment of State taxes, with the exception of those already governed by other
standards (e.g. IAS 12 – Income taxes). IAS 37 establishes the criteria for the
recognition of a liability, one of which is the existence of a present obligation on
the entity arising from a past event (known as an obligating event). The
interpretation clarifies that the obligating event, which gives rise to a liability for
the payment of the tax, is described in the applicable regulation from which the
payment arises. IFRIC 21 is applicable in accordance with IASB from years
beginning January 1, 2014 while in accordance with European Union regulation
from June 17, 2014. The adoption by the F.I.L.A. Group of this standard did not
have any effects on the annual report.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
77
Standards, amendments and interpretations applicable from January 1, 2014
not significant for the Company
• Amendments to IAS 16 and IAS 41 – Agriculture: Bearer plants – The
amendments, issued by the IASB in June 2014, require that bearer plants,
therefore plants creating annual harvests, must be recognised according to IAS
16 – Property, plant and equipment, rather than IAS 41 – Agriculture. The
amendments will be applicable from January 1, 2016; advance application is
permitted.
Accounting standards, amendments and interpretations approved by the
European Union, but not yet applied and adopted in advance by the Group
• Amendments to IAS 19 – Defined Benefit Plans: Employee Contributions –
The amendment, issued by the IASB in November 2013 is applicable to the
contributions to employees or to defined benefit plans. The changes simplify the
accounting of contributions which are independent of the number of years of
service. The amendments are applicable from July 1, 2014; advance application
is permitted.
• Improvements to IFRS: 2010-2012 Cycle - On December 12, 2013, the IASB
published the “Annual Improvements to IFRSs: 2010-2012 Cycle” document,
which includes the amendments to the standards within the annual improvement
process. The amendments are applicable from periods beginning July 1, 2014.
Earlier application is permitted. The principal changes relate to:
IFRS 2 Share-based payments - Amendments were made to the definitions of
“vesting conditions” and “market conditions” and further definitions were added
for “performance conditions” and “service conditions” (previously included in
“vesting conditions”).
IFRS 3 Business Combinations – The amendments clarify that a contingent
consideration classified as an asset or as a liability must be measured at fair
value at each reporting date, whether the contingent consideration is a financial
instrument in application of IFRS 9 or IAS 39 or a non-financial asset or
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
78
liability. The changes in the fair value (other than measurement adjustments of
the period) are recognised in the income statement.
IFRS 8 Operating Segments - The amendments require an entity to provide
disclosure on the evaluations made by Management in the application of the
operating segment aggregation, including a description of the aggregated
operating segments and of the economic indicators considered in determining
whether these operating segments have “similar economic characteristics”. The
amendments also clarify that the reconciliation between the total assets of the
operating segments and the total assets of the entity must be presented only if
the total assets of the operating segments are regularly reviewed by the chief
decision-maker.
IFRS 13 Fair Value Measurement - The Basis for Conclusions were modified in
order to clarify that with the issue of IFRS 13 current trade receivables and
payables may be recorded without recording the effects of discounting, where
these effects are not significant.
IAS 16 Property, Plant and Equipment and IAS 38 Intangible Assets - The
amendments eliminated inconsistencies in the recording of depreciation and
amortisation provisions when a tangible or intangible asset is revalued. The new
requirements clarify that the gross carrying amount is adjusted consistently with
the revaluation of the carrying amount of the asset and that the depreciation or
amortisation provision is equal to the difference between the gross carrying
amount and the carrying amount, less the impairments recorded.
IAS 24 Disclosure of Transactions with Related Parties – Clarification is
provided on the applicable provisions for the identification of related parties and
disclosures when the activities of senior management are carried out by a
management entity (and not by a legal person). In this case the management
entity is considered a related party and it is necessary to provide separate
information in relation to the provision of the services by the management
entity; it is not necessary to indicate, within the disclosures on the remuneration
of senior management, the components of the remuneration paid to the
management entity.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
79
• Improvements to IFRS: 2011-2013 Cycle - On December 12, 2013, the IASB
published the “Annual Improvements to IFRSs: 2011-2013 Cycle” document,
which includes the amendments to the standards within the annual improvement
process. The amendments will be applied from periods beginning July 1, 2014
and thereafter. Earlier application is permitted. The principal changes relate to:
IFRS 1 First-time adoption of International Financial Reporting Standards -
The amendment clarifies that an entity which adopts IFRS for the first time, as
an alternative to the application of a standard currently in force at the date of the
first IAS/IFRS financial statements, may opt for the advance application of a
new standard which will replace the standard in force. The option is permitted
when the new standard allows for advance application. In addition, the same
version of the standard must be applied for all periods presented in the first
IAS/IFRS financial statements.
IFRS 3 Business Combinations – The amendments clarify the exclusion from
the application of IFRS 3 of all types of joint arrangements.
IFRS 13 Fair Value Measurement – IFRS 13 paragraph 52 (portfolio exception),
in the current version, limits to only financial assets and liabilities included
within the application of IAS 39 the possibility to undertake fair value
measurement on the basis of their net value. The amendment clarifies that the
possibility of fair value measurement on the basis of their net value also refers to
contracts within the application of IAS 39 (or IFRS 9) but which does not satisfy
the definition of financial assets and liabilities within IAS 32, such as contracts
for the purchase and sale of commodities which may be settled in cash for their
net value.
IAS 40 - Investment Property - The amendment clarifies that IFRS 3 and IAS 40
are not mutually exclusive and in determining whether the acquisition of a real
estate asset enters within the application of IFRS 3 reference should be made to
the specific indications provided by IFRS 3; on the other hand, when
determining whether the acquisition is within the application of IAS 40,
reference should be made to the specific indications of IAS 40.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
80
Standards, amendments and interpretations not approved by the European
Union not yet in force and not adopted in advance by the Group
• IFRS 14 Regulatory Deferral Accounts - IFRS 14, issued by the IASB in
January 2014 permits only those adopting IFRS for the first time to continue to
recognise amounts concerning “Rate Regulation” Activities according to the
previous accounting standards adopted. In order to improve comparability with
entities which already apply IFRS and who do not recognise these amounts, the
standard requires that the effect of the rate regulation be presented separately
from the other accounts. The standard is applicable from January 1, 2016,
however advance application is permitted.
• Amendments to IFRS 11 Joint Arrangements – The amendments, issued by the
IASB in May 2014, provide clarification on the accounting treatment of the
acquisition of investments under joint control which constitute a business. The
amendments are applicable in retrospective manner for years beginning January
1, 2016; advance application is permitted.
• Amendments to IAS 16, Property, Plant and Equipment and IAS 38
Intangible Assets – The amendments issued by the IASB in May 2014 clarify
that the utilisation of revenue-based methods to calculate the amortisation of an
asset are not appropriate as the revenues generated from an asset which include
the utilisation of an asset generally reflect factors other than the consumption of
the economic benefits deriving from the asset. IASB also clarified that revenues
generally are not considered an adequate basis to measure the consumption of
the economic benefits generated from an intangible asset. However this
presumption may not be applicable in certain limited circumstances. The
amendments are applicable from January 1, 2016; advance application is
permitted.
• IFRS 15 – Revenues from Contracts with Clients – The standard, issued by the
IASB in May 2014, introduces a framework which establishes whether, when
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
81
and to what extent revenues will be recognised. The standard replaces the
principles outlined in IAS 18 – Revenue, IAS 11 – Construction Contracts and
IFRIC 13 – Customer Loyalty Programmes. IFRIC 15 is applicable from
January 1, 2017; advanced application is permitted.
• IFRS 9 – Financial instruments. The standard, issued by the IASB in July
2014, replaces IAS 39 – Financial Instruments: Recognition and Measurement.
IFRS 9 introduces new provisions for the classification and measurement of
financial instruments, including a new model for expected losses from
impairments on financial assets, and new general provisions for the accounting
of hedging. In addition, the standard includes provisions for the recognition and
accounting elimination of financial instruments in line with the current IAS 39.
The new standard will be applicable retrospectively from January 1, 2018;
advance application is permitted
• Amendment to IAS 27 Separate Financial Statements. In August 2014, the
IASB published the document Equity Method in Separate Financial Statements;
the amendments will allow entities to use the equity method to measure
investments in subsidiaries, joint ventures and associates in the separate
financial statements. The amendments will be applicable from January 1, 2016;
advance application is permitted.
• Amendments to IFRS 10 Consolidated Financial Statements and IAS 28
Investments in Associates and Joint Ventures. The standard issued by the
IASB in September 2014 includes amendments which eliminate an
inconsistency in the treatment of the sale or conferment of assets between an
investor and its associate or joint venture. The main consequence of the
amendments is that a profit or loss is fully recognised when the transaction
refers to a business. The amendments will be applicable from January 1, 2016.
Consolidated Financial Statements of the F.I.L.A. Group
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• Improvements to IFRS: 2012-2014 Cycle. In September 2014, the IASB
published the “Annual Improvements to IFRSs: 2012-2014 Cycle”, which
incorporates the amendments to the standards within the annual improvement
process. The amendments will be applicable from January 1, 2016. Earlier
application is permitted. The principal changes relate to:
IFRS 5 Non-current Assets Held-for-Sale and Discontinued Operations - The
amendment introduces specific guidelines to IFRS 5 in the case in which an
entity reclassifies an asset (or a disposal group) from the held-for-sale category
to the held-for-distribution category (or vice versa), or where the requirements
to classify an asset as held-for-distribution are no longer present.
IAS 19 Employee Benefits - The amendment to IAS 19 clarifies that high quality
corporate bonds utilised to calculate the discount rate of post-employment
benefits should be in the same currency as that utilised for the payment of the
benefits.
IAS 34 Interim Financial Reporting - The document clarifies the requirements
where the disclosure is presented in the interim financial report, but outside of
the interim financial statements. The amendment requires that this disclosure is
included through a cross-reference from the interim financial statements to other
parts of the interim financial report and that this document is made available to
readers of the financial statements in the same manner and according to the
same timelines as the interim financial statements.
IFRS 7 - Financial Instruments: Disclosure - The document introduces further
guidelines to clarify if a servicing contract constitutes a residual involvement in
an asset transferred for the purposes of the disclosure required in relation to
transferred assets.
• Amendment to IAS 1. In December 2014, the IASB published the document
“Disclosure Initiative”. The principal changes relate to: Business combinations:
An entity must not impact the understanding of its financial statements by
concealing material disclosures with irrelevant information or aggregating
significant information of a different nature or function. In addition, for partial
Consolidated Financial Statements of the F.I.L.A. Group
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83
sub-totals the entity must also present the reconciliation of each sub-total with
the total in the financial statements.
Disclosures to be included in the balance sheet and statement of comprehensive
income: Specific items of profit and loss, of other statement of comprehensive
income items and balance sheet items must be disaggregated. The partial sub-
totals must: Be composed of items recognised and measured in accordance with
IFRS, be presented and labelled in order to render the items which constitute the
partial sub-totals clear and understandable; be consistent between each year.
Statement of Comprehensive Income The share of the statement of
comprehensive income of associates and joint ventures measured under the
equity method must be presented in aggregate form but separately from the rest
of the statement of comprehensive income, as one single item, classified under
items which may or may not be subsequently reclassified to the income
statement. Explanatory Notes – Structure: The entity is free to decide the order
of the items in the financial statements but must consider the effect on
comprehension and comparability of its financial statements, giving prominence
to more significant operating segments for the understanding of its financial
performance and financial position.
The amendments will be applicable from January 1, 2016. Earlier application is
permitted.
• Amendment to IFRS 10, IFRS 12 and IAS 28 – Investment Companies:
exceptions to the Consolidation Method – In December 2014, the IASB
published the document “Investment Entities: Applying the Consolidation
Exception”. The principal changes relate to:
IFRS 10 Consolidated Financial Statements – The amendments to IFRS clarify
that the exemption from the presentation of consolidated financial statements
applies to a parent company controlled by an investment company when the
investment entity measures all its subsidiaries at fair value.
IAS 28 Investments in Associates – The amendment to IAS 28 permits a
company which is not an investment company but that has an investment or
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84
joint investment in an investment company, when the equity method is applied,
to maintain the measurement at fair value applied by the associate of the
investment entity or joint venture for its interest in subsidiaries.
IAS 12 Disclosure on Investments in Other Entities – The amendment clarifies
that this standard is not applicable to investment companies which prepare
financial statements in which all associates are measured at fair value through
the income statement.
The amendments will be applicable from January 1, 2016 or thereafter. Earlier
application is permitted.
Basis of presentation
The consolidated and separate financial statements of F.I.L.A. S.p.A. are comprised of
the balance sheet, statement of comprehensive income, statement of changes in equity
and the explanatory notes.
In relation to the presentation of the balance sheet at December 31, 2014 the Parent
Company F.I.L.A. S.p.A., consistent with the presentation in the consolidated financial
statements, made the following choices:
• balance sheet: in accordance with IAS 1, the assets and liabilities must be classified
between current and non-current or, alternatively, according to the liquidity order.
The Company chose the classification between current and non-current;
• statement of comprehensive income: IAS requires alternatively classification based
on the nature or allocation of the items. The Company chose the classification by
nature of income and expenses;
• statement of changes in equity: IAS 1 requires that this statement illustrates the
changes in the year of each individual equity account or which illustrates the nature
of income and charges recorded in the financial statements. The Company chose to
utilise this latter in the statement, providing the reconciliation statement of the
opening and closing amounts of each item within the explanatory notes;
• cash flow statement: IAS 7 requires that the cash flow statement includes the cash
Consolidated Financial Statements of the F.I.L.A. Group
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85
flows for the period between operating, investing and financing operations. The
cash flows deriving from operating activities may be represented by the direct
method or utilising the indirect method. The Company decided to utilise the
indirect method.
The financial statements of F.I.L.A. S.p.A. and the consolidated financial statements of
the F.I.L.A. Group are presented together with the Directors’ Report, to which reference
should be made in relation to the business activities, subsequent events to year-end and
transactions with related parties, the cash flow statement, the reclassified income
statement and balance sheet and the outlook.
The financial statements of F.I.L.A. S.p.A. and the consolidated financial statements of
the F.I.L.A. Group were prepared in accordance with the general historical cost
criterion.
During the year, no special circumstances arose requiring recourse to the exceptions
allowed under IAS 1.
The preparation of the financial statements and the relative notes in application of IFRS
require that management make estimates and assumptions. These estimates and relative
assumptions are based on historical experience and other factors considered reasonable
and were adopted to determine the carrying amount of the assets and liabilities which
are not easily obtained from other sources, are reviewed periodically and the effects of
each change are immediately reflected in the income statement. However as they
concern estimates, it should be noted that the actual results may differ from such
estimates reflected in the financial statements.
The estimates are used to value the provisions for risk on receivables, depreciation and
amortisation, write-down of assets, employee benefits, income taxes and other
provisions.
The accounting policies utilised in the preparation of the financial statements and the
composition and changes of the individual accounts are illustrated below.
For a better comparison of the data, the figures for the prior year were adjusted where
necessary.
All values are expressed in thousands of Euro, unless otherwise stated.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
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Introduction
The F.I.L.A. Group operates in the creativity tools market, producing writing and
design objects such as crayons, paints, modelling dough, pencils and chalk etc..
The Parent Company F.I.L.A. S.p.A., Società Italiana Lapis ed Affini (hereafter “the
Company”), is a limited liability company with registered office in Milan (Italy), Via
Pozzone 5.
Consolidation scope
In 2014, the consolidation scope changed following the full consolidation of the
following companies: Industria Maimeri S.p.A. (Italy), FILA Cartorama SA PTY LTD
(South Africa), FILA Hellas SA (Greece), Maimeri U.S.A. Inc. (U.S.A.) and Fila
Australia PTY LTD (Australia).
Although holding 50% of the voting rights, the company FILA Hellas is considered as
controlled by the FILA Group in line with the definition of control by IFRS 10, in view
of the following aspects:
- current capacity of the FILA Group, deriving from substantial rights (deadlock
clauses), to control the core activities which significantly impact upon the returns of the
entity;
- exposure of F.I.L.A to variable returns and the correlation between power and returns.
In order to render the periods uniform, adjustments were made for the consolidation of
these companies.
The accounting policies described below, adopted for the preparation of the separate
and consolidated financial statements of F.I.L.A. S.p.A., were applied consistently for
all periods considered in the present document.
The main accounting policies are described below.
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87
Consolidation Principles
Subsidiaries
Subsidiaries are those companies in which the Group has the power to determine,
directly or indirectly, the financial and operating policies and to obtain the relative
benefits. Control is generally presumed when the Group holds, directly or indirectly,
more than half of the voting rights, also taking into consideration potential voting rights
that are effectively exercisable or convertible.
The subsidiaries are consolidated under the line-by-line method in the consolidated
accounts from the date in which control occurs and until the date such control ceases.
The carrying amount of the subsidiaries is eliminated against the share of equity held,
net of the share of the result for the period. The share of equity and result for the period
relating to minority shareholders are recorded separately in the balance sheet and
income statement. The accounting policies of subsidiaries are adjusted, where
necessary, to ensure uniform policies with the Group.
Investments recorded under equity method
Associates are entities in which the Group exercises a significant influence on the
financial and operating policies, although not having direct or joint control. Joint
Ventures are entities in which the Group exercises, with one or more parties, joint
control of their economic activities based on a contractual agreement. Joint control
assumes that the strategic, financial and operating decisions are taken unanimously by
the parties that exercise control.
The investments in associates and joint ventures are recorded in the separate financial
statements at cost and in the consolidated financial statements under the equity method.
Based on this method, investments are initially recognised at cost, subsequently
adjusted according to the changes in the value of the share of the Group in the equity of
the associate. The Group’s share in the result of associates and joint ventures is
recorded in a separate income statement account from the date in which significant
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88
influence is exercised and until such ceases to be exercised. Where necessary, the
accounting policies of associates and joint ventures are modified in line with the
accounting policies adopted by the Group.
Business combinations
Business combinations are recognised utilising the acquisition method, based on which
the identifiable assets, liabilities, and contingent liabilities of the company acquired,
which are in compliance with the requirements of IFRS 3, are recorded at their fair
value at the acquisition date.
Deferred taxes are recorded on adjustments made to book values in line with present
values.
The application of the acquisition method due to its complexity provides for a first
phase which provisionally determines the fair values of the assets, liabilities and
contingent liabilities acquired, to permit an initial recording of the operation in the
consolidated financial statements in the year in which the business combination
occurred. This initial recording is completed and adjusted within 12 months from the
acquisition date. Amendments to initial payments which derive from events or
circumstances subsequent to the acquisition date are recorded in the income statement
for the year.
Goodwill is recognised as the difference between:
a) the sum:
o of the payment transferred;
o of the minority interest, measured aggregation by aggregation or at Fair Value
(full goodwill) or the share of the net assets identifiable attributable to
minorities;
o and, in a business combination realised in several phases, of the fair value of the
interest previously held in the acquisition, recognised to the income statement
for the year any resulting profit or loss;
Consolidated Financial Statements of the F.I.L.A. Group
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89
b) the net value of the identifiable assets acquired and liabilities assumed.
The costs related to the business combination are not part of the payment transferred
and are therefore recorded in the income statement for the year.
If the Group’s interest in the fair value of the identifiable assets, liabilities and
contingent liabilities recognised exceeds the cost of the business combination, the
excess is immediately recognised in the income statement. Goodwill is periodically
reviewed to verify recovery through comparison with the fair value or the future cash
flows generated from the underlying investment.
At the end of the analysis, the goodwill acquired in a business combination is allocated,
at the acquisition date, to the individual Group cash-generating units, or to the group of
cash-generating units which should benefit from the synergies of the business
combination, independently of the fact that other assets or liabilities of the Group are
allocated to this unit or group of units. Each unit or group of units to which the goodwill
is allocated:
• represents the smallest identifiable group of assets that generates cash streams
largely independent of the cash streams from other assets or groups of assets;
• is not greater than the operating segments identified based on IFRS 8 Operating
Segments.
When the goodwill constitutes part of a cash-generating unit (cash-generating unit
group) and part of the internal activities of this unit are sold, the goodwill associated
with the activity sold is included in the book value of the activity to determine the gain
or loss deriving from the sale. The goodwill sold in these circumstances is measured on
the basis of the relative values of the activities sold and of the portion of the unit
maintained.
When the sale relates to a subsidiary, the difference between the sales price and the net
assets plus the accumulated translation differences and the residual goodwill is recorded
in the income statement.
On first-time adoption of IFRS, the Group chose not to apply IFRS 3 in retrospective
manner for acquisitions prior to the transition date to IAS/IFRS; consequently, the
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90
goodwill resulting from the acquisitions prior to this date was maintained at the
previous value determined in accordance with Italian GAAP and is periodically subject
to an impairment test.
In the event of purchase and sale of minority interests, the difference between the
acquisition cost, as determined above and the share of equity acquired from third parties
or sold is directly attributed to the reduction/increase of the consolidated equity.
Inter-company transactions
Profits arising from transactions between fully consolidated companies, not yet realised
with third parties, are eliminated.
The losses deriving from transactions between fully consolidated companies are
eliminated except when they represent an impairment in value. The effects deriving
from reciprocal payables and receivables, costs and revenues, as well as financial
income and charges between consolidated companies are eliminated.
Foreign currency transactions
Foreign currency transactions are translated into the functional currency of each Group
entity at the exchange rate at the date of the transaction. The monetary accounts in
foreign currencies at the reporting date are translated into the functional currency using
the exchange rate at the same date. The non-monetary accounts measured at fair value
in foreign currencies are translated using the exchange rate when the fair value was
determined. The exchange differences are generally recorded in the income statement.
The non-monetary accounts measured at historical cost in foreign currencies are not
translated.
Foreign entities
The assets and liabilities of foreign entities, including the goodwill and adjustments to
fair value deriving from the acquisition, are translated into Euro utilising the exchange
Consolidated Financial Statements of the F.I.L.A. Group
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91
rate at the reporting date. The revenues and costs of foreign entities are translated into
Euro utilising the exchange rate at the transaction date. The exchange differences are
recorded under other items in the statement of comprehensive income and included in
the translation reserve, with the exemption of exchange differences which are attributed
to minority interests.
The exchange rates adopted for the conversion of local currencies into Euro are as
follows (source: Official Italian Exchange Rates):
Currency
Average Exchange Rate
2014
Closing Exchange Rate
at 31.12.2014
Argentinean Peso 10.7745 10.2755
Canadian Dollar 1.4669 1.4063
Chilean Peso 757.0586 737.2970
Chinese Renminbi 8.1882 7.5358
UK Sterling 0.8064 0.7789
Mexican Peso 17.6621 17.8679
US Dollar 1.3288 1.2141
Indonesian Rupiah 15,750.1250 15,076.1000
Swedish Crown 9.0969 9.3930
Singapore Dollar 1.6830 1.6058
Turkish Lira 2.9070 2.8320
Brazilian Real 3.1228 3.2207
Indian Rupee 81.0689 76.7190
Russian Ruble 51.0113 72.3370
South Africa Rand 14.4065 14.0353
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
92
Accounting policies of the Consolidated & Separate Financial
Statements
Intangible assets
An intangible asset is a clearly identifiable non-monetary asset without physical
substance, subject to control and capable of generating future economic benefits. These
assets are recorded at purchase and/or production cost, including the directly
attributable costs, net of accumulated amortization and any loss in value.
The interest charge on loans for the purchase and the construction of intangible assets,
which would not have been incurred if the investment was not made, are not capitalised.
• Intangible assets with indefinite useful lives
Intangible assets with indefinite useful lives mainly consist of assets which do not have
limitations in terms of useful life as per contractual, legal, economic and competitive
conditions. This category includes only the “goodwill” account. Goodwill is
represented by the excess of the purchase cost incurred compared to the net fair value at
the acquisition date of assets and liabilities or of business units. The goodwill relating to
investments measured at equity is included in the value of the investments.
This is not subject to systematic amortisation but an impairment test is made annually
on the carrying amount in the accounts. This test is made with reference to the “cash
generating unit” to which the goodwill is attributed. Any reduction in value of the
goodwill is recorded where the recoverable value of the goodwill is lower than the
carrying amount; the carrying amount is the higher between the fair value of a cash
generating unit, less selling costs, and the value in use, represented by the present value
of the estimated revenue streams for the years of operation of the cash generating units
and deriving from its disposal at the end of the useful life.
The principal assumptions adopted in the determination of the value in use of the “cash
generating units”, or rather the present value of the estimated future cash flows which is
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93
expected to derive from the continuing use of the activities, relates to the discount rate
and the growth rate.
In particular, the F.I.L.A. Group utilised the discount rate which it considers correctly
expresses the market valuations, at the date of the estimate, of the present value of
money and the specific risks related to the individual cash generating units.
The operating cash flow forecasts derive from the most recent budgets and plans
prepared by the F.I.L.A. Group for the next three years.
The cash flow forecasts refer to current business conditions, therefore they do not
include cash flows related to events of an extraordinary nature.
The forecasts are based on reasonableness and consistency relating to future general
expenses, expected capital investments, financial conditions, as well as macro-
economic assumptions, with particular reference to increases in product prices, which
take into account expected inflation rates. The results of the “impairment tests” did not
generate, in the current or previous year, permanent losses in value.
In the event of a write-down for impairment, the value of goodwill may not be restated.
Reference should be made to Note 1 of the separate and consolidated financial
statements of the Group for further information on the indicators utilised for the
impairment analysis.
• Intangible assets with finite useful lives
Intangible assets with finite useful lives are amortised systematically on a monthly basis
over the useful life of the asset, which is an estimate of the period in which the assets
will be utilised by the enterprise. Amortisation commences when the asset is available
for use.
The amortisation policies adopted by the Group provide for the following useful lives:
o Trademarks: based on the useful life
o Concessions, Licences and Patents: based on the duration relating to the right
under concession or license and based on the duration of the patent
o Other intangible assets: 3 years
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
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Research and development costs
Research and development costs are recorded in the income statement in the year
incurred, with the exception of development costs recorded under intangible assets,
when they satisfy the following conditions:
o the project is clearly identified and the related costs are reliably identifiable and
measurable;
o the technical feasibility of the project is demonstrated;
o the intention to complete the project and sell the assets generated from the
project are demonstrated;
o a potential market exists or, in the case of internal use, the use of the intangible
asset is demonstrated for the production of the intangible assets generated by the
project;
o the technical and financial resources necessary for the completion of the project
are available;
o the intangible asset will generate probable future economic benefits.
Amortisation of development costs recorded under intangible assets begins from the
date in which the result generated from the project is commercialised. Amortisation is
calculated, on a straight-line basis, over the useful life of the project.
Property, plant and equipment
Property, plant and equipment are measured at purchase cost, net of accumulated
depreciation and any loss in value. The cost includes all charges directly incurred for
the purchase and/or production. The interest charge on loans for the purchase and the
construction of tangible fixed assets, which would not have been incurred if the
investment was not made, are not capitalised but expensed to the income statement
based on the accruals of the costs. Where an asset relating to property, plant and
equipment is composed of various components with differing useful lives, these
components are recorded separately (significant components) and depreciated
separately.
The expense incurred for maintenance and repairs are directly charged to the income
statement in the year in which they are incurred. The costs for improvements,
Consolidated Financial Statements of the F.I.L.A. Group
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95
modernisation and transformation of an incremental nature of tangible fixed assets are
allocated as an asset.
The purchase price or construction cost is net of public grants which are recognised
when the conditions for their concession are confirmed. At the date of the present
financial statements there are no public grants recorded as a reduction within “Property,
Plant and Equipment”.
The initial value of property, plant and equipment is adjusted for depreciation on a
systematic basis, calculated on a straight-line basis monthly, when the asset is available
and ready for use, based on the estimated useful life.
The estimated useful lives for the current and previous years are as follows:
o Buildings 25 years
o Plant and machinery 8.7 years
o Equipment 2.5 years
o Other intangible assets:
o Office equipment: 8.3 years
o Furniture and EDP: 5 years
o Transport vehicles: 5years
o Motor vehicles: 4 years
o Other: 4 years
• Finance leases
The assets held through finance lease contracts, where the majority of the risks and
rewards related to the ownership of an asset have been transferred to the F.I.L.A.
Group, are recognised as assets at their fair value or, if lower, at the present value of the
minimum lease payments, including any redemption amounts to be paid. The
corresponding liability due to the lessor is recorded under “Financial Liabilities”. The
assets are depreciated applying the criteria and rates previously indicated for the
account “Property, Plant and Equipment”, except where the duration of the lease
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96
contract is lower than the useful life and there is not a reasonable certainty of the
transfer of ownership of the asset at the normal expiry date of the contract; in this case,
depreciation is over the duration of the lease contract.
The leased assets where the lessor bears the majority of the risks and rewards related to
an asset are recorded as operating leases. Costs related to operating leases are
recognised on a straight-line basis over the duration of the lease.
• Impairment of non-financial assets
At each reporting date, the tangible and intangible fixed assets are analysed to identify
the existence of any indicators, either internally or externally to the Group, of
impairment. Where these indications exist, an estimate of the recoverable value of the
above-mentioned assets is made, recording any write-down in the income statement. In
the case of goodwill and other indefinite intangible assets, this estimate is made
annually independently of the existence of such indicators. The recoverable value of an
asset is the higher between the fair value less costs to sell and its value in use. The fair
value is estimated on the basis of the values in an active market, from recent
transactions or on the basis of the best information available to reflect the amount which
the entity could obtain from the sale of the asset. The value in use is the present value of
the expected future cash flows to be derived from an asset. In defining the value in use,
the expected future cash flows are discounted utilising a pre-tax discount rate that
reflects the current market assessment of the time value of money, and the specific risks
of the asset.
For an asset that does not generate sufficient independent cash flows, the realisable
value is determined in relation to the cash-generating unit to which the asset belongs. A
reduction in value is recognised in the income statement when the carrying amount of
the asset, or of the cash-generating unit to which it is allocated, is higher than the
recoverable amount.
The losses in value of cash-generating units are firstly attributed to the reduction in the
carrying amount of any goodwill allocated to the cash-generating unit and, thereafter, to
a reduction of other assets, in proportion to their carrying amount. The losses relating to
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97
goodwill may not be restated. In relation to assets other than goodwill, where the
reasons for the write-down no longer exist, the book value of the asset is restated
through the income statement, up to the value at which the asset would be recorded if
no write-down had taken place and amortisation had been recorded.
Current and non-current financial assets
Financial assets are initially recognised at fair value.
After initial recognition, financial assets are measured at fair value, without any
deduction for transaction costs which may be incurred in the sale or other disposal, with
the exception for the following “Financial Assets”:
o “Loans and Receivables”, as defined in paragraph 9 of IAS 39, which must
be measured at amortised cost utilising the effective interest criterion;
o investments held-to-maturity, as defined in paragraph 9 of IAS 39, which
must be measured at amortised cost utilising the effective interest criterion;
o investments in equity instruments which do not have a listed market price on
an active market and whose fair value may not be reliably measured and
related derivatives and which must be settled with the delivery of these non-
listed equity instruments, which must be measured at cost.
• Impairment of financial assets
Financial assets are measured at each reporting date to determine whether there is any
indication that an asset may have incurred a loss in value. A financial asset has
incurred a loss in value if there is an objective indication that one or more events had a
negative impact on the estimated future cash flows of the asset. A loss in value of a
financial asset measured at amortised cost corresponds to the difference between the
book value and the present value of the estimated cash flows discounted at the original
effective interest rate. The loss in value of financial asset available-for-sale is
calculated based on the fair value of the asset.
Consolidated Financial Statements of the F.I.L.A. Group
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98
Financial assets individually recorded are measured separately to determine if they have
incurred a loss in value. The other financial assets are cumulatively measured, for
groups with similar credit risk characteristics. All the losses are recognised in the
income statement. Any accumulated loss of a financial asset available-for-sale
previously recognised in equity is transferred to the income statement.
Losses in value are restated if subsequently the increase in value can be objectively
associated to an event which occurred after the reduction in value. For financial assets
measured at amortised cost and financial assets available-for-sale corresponding to debt
securities, the restated amount is recognised in the income statement. For financial
assets available-for-sale corresponding to equity securities, the restated amount is
recognised directly to equity.
Cash and cash equivalents
Cash and cash equivalents principally include cash, bank deposits on demand and other
highly liquid short-term investments (converted into liquidity within ninety days). They
are measured at fair value and the relative changes are recorded in the income
statement. Bank overdrafts are classified under “Current Financial Liabilities”.
Trade and other receivables
Trade and other receivables are measured, on initial recognition, at fair value. Initial
book value is subsequently recorded at amortised cost adjusted to account for
redemptions in principal, any write-downs and amortisation of the difference between
the redemption value and initial book value. Amortisation is made on the basis of the
internal effective interest rate represented by the rate equal to, at the moment of initial
recognition, the present value of expected cash flows and the initial book value
(amortised cost method). When there is an indication of a reduction in value, the asset is
reduced to the value of the discounted future cash flows obtainable. Impairments are
recognised to the income statement. When, in subsequent periods, the reasons for the
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99
write-down no longer exist, the value of the assets is restated up to the value deriving
from the application of the amortised cost where no write-down had been applied.
The doubtful debt provision is accrued to record receivables at realisable value,
including write-downs for any indicators of a reduction in value of trade receivables.
The write-downs, which are based on the most recent information and on the best
estimates of the Directors, are made so that the assets are reduced to the present value
of the expected future revenue streams.
The doubtful debt provision is recorded as a direct reduction.
These provisions are classified in the income statement account “Write-downs”; the
same classification was used for any utilisations.
Inventories
Inventories of raw materials, semi-finished and finished products are measured at the
lower of purchase or production price, including accessory charges, determined in
accordance with the weighted average cost method, and the net realisable value. Net
realisable value is the estimated selling price in the ordinary course of business, less the
estimated costs of completion and the estimated selling costs.
Obsolete and slow-moving inventories are written down in relation to their possible
utilisation or realisable value.
The purchase cost is utilised for direct and indirect materials, purchased and utilised in
the production cycle. The production cost is however used for the finished products or
in work-in-progress.
For the determination of the purchase price, consideration is taken of the actual costs
sustained net of commercial discounts.
Production costs include, in addition to the costs of the materials used, as defined
above, the direct and indirect industrial costs allocated. The indirect costs were
allocated based on the normal production capacity of the plant.
Distribution costs were excluded from purchase cost and production cost.
Provisions for risks and charges (current and non-current)
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
100
Provisions are recorded when:
o it is probable the existence of a present obligation, legal or implicit, deriving
from a past event;
o it is probable that compliance with the obligation will result in a charge;
o the amount of the obligation can be estimated reliably.
Provisions are recorded at the value representing the best estimate of the amount that
the company would reasonably pay to discharge the obligation or to transfer it to a third
party. When the financial effect of time is significant and the payment dates of the
obligations can be reliably estimated, the provision is discounted. The rate used in the
determination of the present value of the liability reflects the current market values and
includes the further effects relating to the specific risk associated to each liability. The
increase of the provision due to the passage of time is recognised in the income
statement account “Financial income/(charges)”.
The provisions are periodically updated to reflect the changes in the estimate of the
costs, of the time period and of the discount rate; the revision of estimates are recorded
in the same income statement accounts in which the provision was recorded, or when
the liability relates to an asset, against the asset account to which it refers.
The explanatory notes illustrate the potential liabilities represented by: (i) possible
obligations (but not probable) deriving from past events, whose existence will be
confirmed only on the occurrence or otherwise of one or more uncertain future events
not fully under the control of the entity; (ii) current obligations deriving from past
events whose amount cannot be reliably estimated or whose fulfilment will likely not
incur a charge.
• Restructuring provision
The Group records a restructuring provision only in the event there is an implied
restructuring obligation and there exists, at the same time, a detailed formal programme
which has raised a valid expectation in those affected that it will carry out the
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
101
restructuring by starting to implement that plan or announcing its main features to those
affected by it.
Employee benefits
• Defined contribution plans
Defined contribution plans are post-employment benefit plans under which the entity
pays fixed contributions to a separate entity and will not have a legal or implied
obligation to pay further contributions. The contributions to be paid to defined
contribution plans are recognised as costs in the income statement when incurred.
Contributions paid in advance are recognised under assets up to the advanced payment
which will determine a reduction in future payments or a reimbursement.
• Defined benefit plans
Defined benefit plans are post-employment benefit plans other than defined
contribution plans. The net obligation of the Group deriving from defined benefit plans
is calculated separately for each plan estimating the amount of the future benefit which
the employees matured in exchange for the services provided in the current and
previous years; this benefit is discounted to calculate the present value, while any costs
relating to past services not recorded in the financial statements and the fair value of
any assets to service the plan are deducted from liabilities. The discount rate is the
return, at the reporting date, of the primary obligations whose maturity date
approximates the terms of the obligations of the Group and which are expressed in the
same currency in which it is expected the benefits will be paid. The calculation is made
by an independent actuary utilising the projected credit unit method. Where the
calculation generates a benefit for the Group, the asset recognised is limited to the total,
net of all costs relating to past services not recognised and the present value of all
economic benefits available in the form of refunds from the plan or reductions in future
contributions to the plan. Where improvements are made to the plan benefits, the
portion of increased benefits relating to past services is recognised as an expense on a
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
102
straight-line basis over the average period until the benefits become vested. If the
benefits mature immediately, the cost is recognised immediately in the income
statement.
The Group records all actuarial gains and losses from a defined benefit plan directly and
immediately to equity, as the Group does not apply the corridor method.
In relation to the Post-Employment Benefit Provision, following the amendments to
Law No. 296 of December 27, 2006 and subsequent Decrees and Regulations (“Pension
Reform”) issued in the first months of 2007, the Parent Company F.I.L.A. S.p.A.
adopted the following accounting treatment:
o the Post-Employment Benefit Provision matured at December 31, 2006 is
considered a defined benefit plan as per IAS 19. The benefits guaranteed to
employees, under the form of the Post-Employment Benefit Provision, paid on
the termination of employment, are recognised in the period the right matures.
The relative liability is determined based on actuarial assumptions and the
effective payable matured and not settled at the reporting date, applying criteria
in accordance with current regulations. The discounting process, based on
demographic and financial assumptions, is undertaken applying the “Projected
Unit Credit Method” by professional actuaries. Under this method the valuation
is based on the average present value of the pension obligations matured based
on the employment service up to the time of the valuation. In consideration of
the new provisions introduced by the reform, the component related to the
expected future salary increases was excluded from the discounting calculation
from January 1, 2007;
o the Post-Employment Benefits matured from January 1, 2007 are considered a
defined contribution plan and therefore the contributions matured in the period
were fully recognised as a cost and recorded as a payable in the account “Post-
Employment Benefit Provision”, after deduction of any contributions already
paid.
It is also noted that the difference resulting from the re-measurement of the Post-
Employment Benefit Provision matured at December 31, 2006 on the basis of the new
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
103
assumptions introduced by the Pension Reform was fully recognised in the income
statement in the account “Labour Costs”.
• Other long-term employee benefits
The net obligation of the Group for long-term employee benefits, other than those
deriving from pension plans, corresponds to the amount of the future benefits which
employees matured for services in current and previous years. This benefit is
discounted, while the fair value of any assets is deducted from the liabilities. The
discount rate is the return, at the reporting date, of the primary obligations whose
maturity date approximates the terms of the obligations of the Group. The obligation is
calculated using the projected unit credit method. Any actuarial gains or losses are
recorded in the balance sheet in the year in which they arise.
• Employee termination benefits
Employee termination benefits are recorded as costs when the Group has committed, in
a demonstrable way and without a realistic possibility of withdrawal, to a formal
detailed plan that provides for the termination of employment before the normal
retirement date or following an offer prepared to encourage voluntary redundancy. In
the case of an offer made by the Group to encourage voluntary redundancy, the
measurement of termination benefits shall be based on the number of employees
expected to accept the offer.
• Short-term employee benefits
Short-term employee benefits are recorded as non-discounted expenses when the
services to which they arise are provided.
The Group records a liability for the amount that it expects will be paid in the presence
of a present obligation, legal or implicit, as a consequence of past events and for which
the obligation can be reliably estimated.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
104
Financial liabilities (current and non-current)
Financial liabilities are initially recognised at fair value, including directly attributable
transaction costs. Subsequently these liabilities are measured at amortised cost. In
accordance with this method all the accessory charges relating to the provision of the
loan are recorded as a direct change of the payable, recording any differences between
cost and repayment amount in the income statement over the duration of the loan, in
accordance with the effective interest rate method.
Trade and other payables
Trade and other payables are measured on initial recognition at fair value. Initial book
value is subsequently adjusted to account for redemptions in principal and amortisation
of the difference between the redemption value and initial book value. Amortisation is
made on the basis of the internal effective interest rate represented by the rate equal to,
at the moment of initial recognition, the present value of expected cash flows related to
the liabilities and the initial book value (amortised cost method).
When there is a change in the cash flows and it is possible to estimate them reliably, the
value of the payables are recalculated to reflect this change, based on the new present
value of the cash flows and on the internal yield initially determined.
Current, deferred and other taxes
Income taxes include all the taxes calculated on the assessable income of the Company
applying the tax rates in force at the date of the present report
Income taxes are recorded in the income statement, except those relating to accounts
directly credited or debited to equity, in which case the tax effect is recognised directly
to equity.
Other taxes not related to income, such as taxes on property and share capital, are
included under other operating charges (“Service costs”, “Rent, lease and similar” and
“Other charges”). The liabilities related to indirect taxes are classified under “Other
Payables”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
105
Deferred tax assets and liabilities are determined in accordance with the global
assets/liability method and are calculated on the basis of the temporary differences
arising between the carrying amounts of the assets and liabilities and the corresponding
values recognised for tax purposes, taking into account the tax rate within current fiscal
legislation for the years in which the differences will reverse, with the exception of
goodwill not fiscally deductible and those differences deriving from investments in
subsidiaries for which it is not expected the cancellation in the foreseeable future, and
on the tax losses carried forward.
“Deferred Tax Assets” are classified under non-current assets and are recognised only
when there exists a high probability of future assessable income to recover the asset.
The recovery of the “Deferred Tax Assets” is reviewed at each reporting date and for
the part for which recovery is no longer probable recorded in the income statement.
Revenues and costs
Revenue recognition
The revenues and income are recorded net of returns, discounts, rebates and premiums
as well as direct taxes related to the sale of products and services. In particular, the
revenues for the sale of products are recognised when the risks and rewards of
ownership are transferred to the buyer. This normally occurs on shipping of the goods.
Recognition of costs
Costs are recorded when relating to goods and services acquired or consumed in the
year or when there is no future utility.
The costs directly attributable to share capital operations are recorded as a direct
reduction of equity.
Commercial costs relating to the acquisition of new clients are expensed to the income
statement when incurred.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
106
Financial income and charges
Financial income includes interest income on liquidity invested, dividends received and
income from the sale of available-for-sale financial assets. Interest income is recorded
in the income statement on an accruals basis utilising the effective interest method.
Dividend income is recorded when the right of the Group to receive the payment is
established which, in the case of listed securities, corresponds to the coupon date.
Financial charges include interest on loans, discounting of provisions, dividends
distributed on preference shares reimbursable, changes in the fair value of financial
assets recorded through P&L and losses on financial assets. Finance costs are recorded
in the income statement utilising the effective interest method. The currency operations
are recorded as the net amount.
Other accounting policies
Dividends
Dividends recognised to shareholders are recorded on the date of the Shareholders’
Meeting resolution.
Treasury shares
Treasury shares are recorded as a reduction of equity. The original cost of the treasury
shares and the revenues deriving from any subsequent sale are recognised as equity
movements.
Earnings per share
The basic earnings per share is calculated by dividing the result of the Group by the
weighted average number of ordinary shares outstanding during the year, excluding any
treasury shares in portfolio. The diluted earnings per share coincide with the basic
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
107
earnings per share as there are no potential ordinary shares (financial instruments or
other contracts which may entitle its holder to ordinary shares).
Use of estimates
The preparation of the financial statements require the Directors to apply accounting
principles and methods that, in some circumstances, are based on difficulties and
subjective valuations and estimates based on the historical experience and assumptions
which are from time to time considered reasonable and realistic based on the relative
circumstances. The application of these estimates and assumptions impact upon the
amounts reported in the financial statements, such as the balance sheet, the income
statement and the cash flow statement, and on the disclosures in the notes to the
accounts. The final outcome of the accounts in the financial statements, which use the
above-mentioned estimates and assumptions, may differ from those reported in the
financial statements due to the uncertainty which characterises the assumptions and
conditions upon which the estimates are based.
The accounting principles which require greater judgement by the Directors in the
preparation of the estimates and for which a change in the underlying conditions or the
assumptions may have a significant impact on the condensed financial statements are
briefly described below.
o Measurement of receivables: trade receivables are adjusted by the doubtful debt
provision, taking into account the effective recoverable value. The calculation of
the write-downs requires the Directors to make valuations based on the
documentation and the information available relating to the solvency of the
clients, and from market and historical experience.
o Measurement of goodwill and indefinite intangible assets: in accordance with
the accounting principles applied by the Group, the goodwill and the intangible
assets are subject to an annual verification (“impairment test”) in order to verify
whether a reduction in value has taken place, which is recorded as a write-down,
when the net book value of the cash-generating unit to which the asset is
allocated is higher than the recoverable value (defined as the higher value
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
108
between the value in use and the fair value of the asset). The verification of the
value requires the Directors to make valuations based on the information
available within the Group and from the market, as well as historical experience.
In addition, when it is determined that there may be a potential reduction in
value, the Group determines this through using the most appropriate technical
valuation methods available. The same verifications of value and the same
valuation techniques are applied on the intangible and tangible assets with a
finite useful life when there are indications of the difficulty for the recovery of
the relative net book value through its use. The correct identification of the
indicators of the existence of a potential reduction in value as well as the
estimates for their determination depends on factors which may vary over time
impact upon the valuations and estimates made by the Directors.
o Risk provisions: the identification of the existence of a present obligation (legal
or implied) in some circumstances may be difficult to determine. The Directors
evaluate these factors case-by-case, together with the estimate of the amount of
the economic resources required to comply with the obligation. When the
Directors consider that a liability is only possible, the risks are disclosed in the
notes under the section on commitments and risks, without any provision.
o Measurement of inventories: inventories of products which are obsolescence or
slow moving are periodically subject to valuation tests and written down where
the recoverable value is lower than the book value. The write-downs are made
based on assumptions and estimates of management deriving from experience
and historic results.
o Pension plans and other post-employment benefits: the companies of the Group
participate in pension plans and other post-employment benefits in various
countries; in particular in Italy, Germany, the United States, France, Canada and
Mexico. Management utilises multiple statistical assumptions and valuation
techniques with the objective of anticipating future events for the calculation of
the charges, liabilities and assets relating to these plans. The assumptions relate
to the discount rate, the expected return of the plan assets and the rate of future
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
109
salary increases. In addition, the actuarial consultants of the Group utilise
subjective factors, for example mortality and employee turnover rates.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
110
Consolidation scope
F.I.LA. S.p.A. and its subsidiaries operate in the stationary sector.
At December 31, 2014, the consolidation scope was as follows:
� F.I.L.A. S.p.A. (Italy), the Parent Company, with registered office in Milan, via
Pozzone, 5;
� Omyacolor S.A. (France), with registered office in Saint Germain la Ville, Share
Capital of Euro 8,835,360 fully paid-in (held 94.94% by F.I.LA. S.p.A. and
5.05% by Lyra KG);
� F.I.L.A. Hispania S.L. (Spain) with registered office in Parets del Valles
(Barcelona) P.I. Autopista Sud Paseo Fluvial 4, Share Capital of Euro 93,007
fully paid-in (held 96.77%);
� Lycin Mercantil Industrial Ltd (Brazil), with registered office at Rua Tiguassu,
165, Jardim Yamberê, Diadema, Sao Paulo (Brazil), Share Capital of Real
1,305,000 fully paid-in (held 99.99%);
� Dixon Ticonderoga Company (U.S.A.), with registered office at 195
International Parkway Heathrow, FL 32746, Share Capital of USD 84.89 fully
paid-in (held 100%);
� FILALYRA GB Ltd (United Kingdom), with registered office at 23 Maxwell
Road, Woodston, Peterborough - Cambs, PE 2 7JD, Great Britain, Share Capital
of GBP 640 fully paid-in (held 100%);
� Beijing F.I.L.A.-Dixon Stationery Company Limited (China), with registered
office in 16 Yaoxinzhuang Village, Zhangjawan Town, Tongzhou District -
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
111
Beijing, China 101113, Share Capital of Renminbi 35,529,591 fully paid-in
(held 100%);
� Xinjiang F.I.L.A.-Dixon Plantation Co. Ltd (China), with registered office at
Chabuchaer Xibo Autonomous Country, Yili Kazakstan Autonomous State,
Xinjiang Uygur Autonomous Region, Share Capital of Renminbi 3,000,000
fully paid-in (held 100%);
� Fila Dixon Stationary (Kunshan) Co., Ltd. (China), with registered office at 211,
Jiguang Zhonglu, Qiandeng, 215343 Kunshan City, Jiangsu Province, Share
Capital of Renmimbi 25,000,000 fully paid-in (held 100%);
� Dixon Ticonderoga Inc. (Canada), with registered office at 210 Pony Drive Unit
1, Newmarket, Share Capital of CAD 121,829 fully paid-in (held 100%);
� Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico), with registered office at
Autopista México-Querétaro Km 33.5, number 104, Lecheria, Tultitlán, Estado
de México 54940, Share Capital of MXN 32,317,165 fully paid-in (held 100%).
The company Grupo F.I.L.A.-Dixon, S.A. de C.V. in turn holds the following
investments:
� 99.998% in Servidix, S.A. de C.V., with registered office at Autopista
México-Querétaro Km 33.5, number 104-B, Lecheria, Tultitlán, Estado
de México 54940, Share Capital of MXN 50,000 fully paid-in and with
corporate purpose the provision of administrative services to the parent
company;
� 99.99% in Dixon Comercializadora, S.A. de C.V., with registered office
at Autopista México-Querétaro Km 33.5, number 104-C, Lecheria,
Tultitlán, Estado de México 54940, Share Capital of MXN 70,000,000
fully paid-in and whose corporate purpose is the production and
purchase/sale of writing articles;
� 99.998% in Dixon Ticonderoga de Mexico, S.A. de C.V., with registered
office at Autopista México-Querétaro Km 33.5, number 104-A,
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
112
Lecheria, Tultitlán, Estado de México 54940, Share Capital of MXN
50,000 fully paid-in and whose corporate purpose is the provision of
production services;
� 99.998% in Dixon Mexico, S.A. de C.V., with registered office at
Autopista México-Querétaro Km 33.5, number 104-A bis, Lecheria,
Tultitlán, Estado de México 54940, Share Capital of MXN 50,000 fully
paid-in and whose corporate purpose is the provision of personnel
services for production;
� F.I.L.A. Chile Ltda (Chile), with registered office at San Ignacio 300, Bodega C,
Quilicura, CP 8710030, Santiago de Chile, Chile, Share Capital of CLP
5,428,993,000 fully paid-in (held 100%);
� FILA Argentina S.A. (Argentina), with registered office at La Calandrai 465
B1607CTA Villa Adelina, Buenos Aires, Share Capital of ARS 932,684 fully
paid-in (held 100%);
� “Johann Froescheis Lyra-Bleitstitift-Fabrik GmbH&Co-KG” (“Lyra KG” -
Germany), with registered office at Willstätterstraße 54-56, 90449 Nuremberg,
Share Capital of Euro 2,120,000 fully paid-in (held 100%);
� Lyra-Bleitstitift-Fabrik Verwaltungs GmbH (Germany), with registered office at
Fritz-Haber-Straße 9, 90449 Nuremberg, Share Capital of Euro 52,000 fully
paid-in (held 100%);
� Lyra Scandinavia AB (Sweden), with registered office at Signalgatan 2, 44240
Kungälv, Share Capital of SEK 100,000 fully paid-in (held 80%);
� PT. Lyra Akrelux (Indonesia), with registered office at JL. Raya Gading Batavia
Block LC.8 NO.31, Kelapa Gading Permai, Jakarta 14240, Share Capital of IDR
1,996,250,000 fully paid-in (held 52%);
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
113
� Lyra Asia PTE Ltd (Singapore), with registered office at Blk 5012 Ang Mo Kio
Avenue 5, TechPlace II #03-05/06, Share Capital of SGD 300,000 fully paid-in
(held 70%);
� FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey), with
registered office at 19 Mayis Mahallesi, Ataturk Cad, Esin Sok, Yazgan
Merkezi, No. 3/7, Istanbul, Share Capital of TRY 3,400,000 fully paid-in (held
99.99%);
� Fila Stationary O.O.O., Smirnovskaja Street 25, Bld 3 Office 07, 109052,
Moscow, Russia. Share Capital of RUB 40,000,000 fully paid-in (held 90%);
� Fila Hellas SA (Greece), with registered office at Anagenniseos 1/757 Block,
57013 Thessaloniki, Share Capital of Euro 24,000 fully paid-in (held 50%);
� Industria Maimeri S.p.A. (Italy), with registered office at Bettolino di Mediglia,
Via Gianni Maimeri 1, 20060 Mediglia (Milan), Share Capital of Euro
1,618,000.00 fully paid-in (held 51%). Industria Maimeri S.p.A. (Italy) in turn
holds 100% of Maimeri U.S.A. Inc. (U.S.A.), 847 Summerhill Drive 60506,
Aurora, Share Capital of USD 901,000.00 fully paid-in (held 100%);
� Fila Cartorama SA PTY LTDA (South Africa), with registered office at Rialto
Road, Grand Moorings Precinct, 7441 Century City, Cape Town, Share Capital
of ZAR 10,000 fully paid-in (held 51%);
� Fila Australia PTY LTD (Australia), 737 Burwood Road, Hawthorn East, VIC,
3123, Share Capital of AUD 100.00 (held 100%);
� Writefine Products Private Limited, (India), with registered office at Plot No.
32,33,44,45,46, GIDC New Exp. Area, Umbergaon – 396171, Gujarat, India,
Share Capital of INR 3,582,520 fully paid-in (held 18.5%)
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
114
All the companies of the Group were consolidated through the “line-by-line method”
with the exception of the associated company Writefine Products Private Limited
(India), consolidated under the equity method.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
115
II. Consolidated Financial Statements of F.I.L.A. Group at December
31, 2014
Consolidated Balance Sheet
Euro thousands December 31, 2014 December 31, 2013
ASSETS 266,502 236,723
Non-Current Assets 64,731 57,647
Intangible Assets 21,264 19,778 Note 1
Property, Plant and Equipment 25,552 22,539 Note 2
Non-Current Financial Assets 707 347 Note 3
Investments Measured at Equity 6,746 6,130 Note 4
Investments Measured at Cost 31 2 Note 5
Deferred Tax Assets 10,429 8,849 Note 6
Other Receivables 2 2
Current Assets 201,755 178,415
Current Financial Assets 257 118 Note 3
Tax Receivables 923 770 Note 7
Inventories 92,035 74,210 Note 8
Trade and Other Receivables 76,067 67,520 Note 9
Cash and Cash Equivalents 32,473 35,797 Note 10
Non-Current and Current Assets Held-for-Sale 16 661
LIABILITIES AND EQUITY 266,502 236,723
Equity 111,968 92,348 Note 12
Share Capital 2,748 2,748
Reserves 8,638 4,976
Retained Earnings 82,572 70,733
Net profit for the year 16,575 13,371
Minority Interest 1,435 520
Non-Current Liabilities 31,615 38,713
Non-Current Financial Liabilities 20,134 28,297 Note 13
Employee Benefits 4,925 3,847 Note 14
Provisions for Risks and Charges 731 565 Note 15
Deferred Tax Liabilities 5,825 6,004 Note 16
Current Liabilities 122,919 105,662
Current Financial Liabilities 71,037 69,343 Note 13
Provisions for Risks and Sharges 262 2,382 Note 17
Current Tax Payables 2,536 1,362 Note 18
Trade and Other Payables 49,084 32,575 Note 19
Non-Current and Current Assets Held-for-Sale 0 0
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
116
Consolidated Statement of Comprehensive Income
Euro thousands 2014 2013
Revenue from sales and service 233,585 218,864 Note 20
Other Revenue and Income 3,817 3,291 Note 21
TOTAL REVENUE 237,402 222,155
Raw Materials, Ancillary, Consumables and Goods (101,716) (85,908) Note 22
Services and Rent, Leases and Similar Costs (57,655) (50,850) Note 23
Other Operating Costs (4,947) (5,641) Note 24
Change in Raw Materials, Semi-Finished, Work-in-progress and Finished Products 10,764 (4,365) Note 22
Labour Costs (48,829) (42,205) Note 25
Amortisation & Depreciation (5,698) (6,033) Note 26
Write-downs (344) (1,039) Note 27
TOTAL OPERATING COSTS (208,425) (196,041)
EBIT 28,977 26,114
Financial Income 589 641 Note 28
Financial Charges (5,084) (6,109) Note 29
Income/Charges from Investments at Equity 443 337 Note 31
NET FINANCIAL INCOME/(CHARGES) (4,052) (5,131)
PRR-TAX PROFIT 24,925 20,983
Income Taxes (9,714) (8,152)
Deferred Income and Charges 1,470 719
TOTAL INCOME TAXES (8,244) (7,433) Note 32
NET PROFIT FROM CONTINUING OPERATIONS 16,681 13,550
PROFIT/(LOSS) FROM DISCONTINUED OPERATIONS (76) (192)
NET PROFIT FOR THE YEAR 16,605 13,358
Profit attributable to minorities 30 (13)
Profit attributable to the shareholders of the parent 16,575 13,371
Other Comprehensive Income Items which may be reclassified subsequently in the P&L account
Actuarial Gains/(Losses) for Employee Benefits recorded directly to Equity (393) (482)
Income Taxes on income and charges recorded directly to Equity 109 17
Translation Difference recorded in Equity 3,940 (3,883)
OTHER COMPREHENSIVE INCOME ITEMS (net of tax effect) 3,656 (4,348)
Total Comprehensice Income attributable to the F.I.L.A Group 20,231 9,023
Total Comprehensice Income attributable to Minorities 170 (76)
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
117
Consolidated Cash Flow Statement Euro thousands December 2014 December 2013
EBIT 28,977 26,114
adjustments for non-cash items: 6,830 10,044
Amortisation & Depreciation 5,698 6,033
Write-down and Recovery in Value 48 8
Doubtful Debt Provision 297 1,032
Provisions for Risks and Charges 0 1,956
Exch. effect on Assets and Liabilities in Foreign Curr. of Commercial Transactions 830 1,038
Gain/Loss on Fixed Asset Disposals (42) (22)
integrations for: (9,661) (8,493)
Income Taxes Paid (8,692) (6,832)
Unrealised Exchange Differences on Assets and Liabilities in Foreign Currencies (617) (1,081)
Realised Exchange Differences on Assets and Liabilities in Foreign Currencies (352) (580)
CASH FLOW FROM OPERATING ACTIVITIES BEFORE CHANGES IN NET
WORKING CAPITAL26,146 27,664
Changes in Net Working Capital: (6,880) (5,197)
Change in Inventories (11,159) 4,923
Change in Trade and Other Receivables (4,546) (11,115)
Change in Trade and Other Payables 11,255 775
Change in Other Assets/Liabilities (2,582) (88)
Change in Post-Employment and Employee Benefits 153 307
NET CASH FLOW FROM OPERATING ACTIVITIES 19,265 22,467
Investments in Intangible Assets (244) (120)
Total Investment/Divestment in Intangible Assets (244) (120)
Investments in Property, Plant and Equipment (8,068) (3,717)
Divestments in Property, Plant and Equipment 1,711 151
Total Investment/Divestment in Property, Plant and Equipment (6,358) (3,567)
Acquisition of Investee Companies (28) 0
Total Investment/Divestment of Investments measured at Cost (28) 0
Cash Flow from Non-Current Assets & Liabilities Held-for-Sale 645 0
Total Investemnt/Divestment in Other Financial Assets 306 784
Interest Received 49 57
CASH FLOW FROM INVESTING ACTIVITY (6,274) (2,846)
Contribution/Reimbursement of Share Capital 6,063
Dividends Distributed (1,544) (1,638)
Other Changes in Equity 607 0
Total Change in Equity (937) 4,425
Interest Paid (3,774) (4,407)
Total Change Loans and Other Financial Liabilities (13,994) (8,955)
CASH FLOW FROM FINANCING ACTIVITY (18,705) (8,938)
Translation difference 4,112 (3,947)
Other Non-Cash Items (2,353) 3,599
NET CASH FLOW IN THE YEAR (3,955) 10,336
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the year 35,685 25,349
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the year (change in consolidation
scope) (1,067) 0
CASH AND CASH EQUIVALENTS NET OF BANK OVERDRAFTS AT END OF THE
YEAR30,663 35,685
1 Cash and cash equivalents at December 31, 2014 totalled Euro 32,473 thousand; current account
overdrafts amounted to Euro 1,810 thousand net of relative interest.
2 Cash and cash equivalents at December 31, 2013 totalled Euro 35,797 thousand; current account
overdrafts amounted to Euro 112 thousand net of relative interest.
3 The cash flows are presented using the indirect method. In order to provide a more complete and accurate
presentation of the individual cash flows, the effects from non-cash operations were eliminated (including
the conversion of balance sheet items in currencies other than the Euro), where significant. These effects
were aggregated and included in the account “Other non-cash changes”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
118
Euro thousands 2014 2013
OPENING CASH AND CASH EQUIVALENTS 35,685 25,349
Cash and cash equivalents 35,797 26,052
Bank overdrafts (112) (703)
CLOSING CASH AND CASH EQUIVALENTS 30,663 35,685
Cash and cash equivalents 32,473 35,797
Bank overdrafts (1,810) (112)
Reference should be made to the “Directors’ Report” for comment and analysis.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
119
Consolidated Statement of Changes in Shareholders’ Equity
Euro thousands
Share
capital
Legal
Reserve
IAS 19
Reserve
Other
Reserves
Translation
Difference
Retained
Earnings
Group Net
ProfitGroup Equity
Minorities
Capital and
Reserves
Minority
Profit/Loss
Minorities
EquityTotal Equity
December 31, 2013 2,748 602 (1,084) 11,154 (5,696) 70,733 13,371 91,827 533 (13) 520 92,348
Changes in the year 6 (284) 3,940 (6) 3,656 902 902 4,559
Acquisition treasury shares 0 0 0
Net Profit 16,575 16,575 30 30 16,605
Gains/(losses) recorded directly to equity 0 6 (284) 0 3,940 (6) 16,575 20,231 902 30 932 21,164
Allocation of the 2013 result 13,371 (13,371) 0 (13) 13 0 0
Dividends (1,526) (1,526) (17) (17) (1,543)
Recognition Minorities Capital and Reserves 0 0 0
December 31, 2014 2,748 608 (1,368) 11,154 (1,756) 82,572 16,575 110,532 1,405 30 1,435 111,968
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
120
Notes to the Main Consolidated Financial Statement Accounts
Introduction
The F.I.L.A. Group operates in the creativity tools market, producing writing and
design objects such as crayons, paints, modelling dough, pencils and chalk etc..
The Parent Company F.I.L.A. S.p.A., Società Italiana Lapis ed Affini (hereafter “the
Company”), is a limited liability company with registered office in Milan (Italy), Via
Pozzone 5.
The present consolidated financial statements, concerning the year ending December
31, 2014, are presented in Euro, as the functional currency in which the Group operates
and comprise the Consolidated Balance Sheet, the Consolidated Statement of
Comprehensive Income, the Consolidated Cash Flow Statement, the Consolidated
Statement of Changes in Shareholders’ Equity, the Explanatory Notes and are
accompanied by the Directors’ Report. All amounts reported in the Consolidated
Balance Sheet, the Consolidated Statement of Comprehensive Income, the Consolidated
Cash Flow Statement, the Consolidated Statement of Changes in Shareholders’ Equity
and in the Explanatory Notes are expressed in thousands of Euro, except where
otherwise stated.
For the overseas subsidiaries, the financial statements prepared for the consolidation
were utilised, appropriately adjusted in line with Group accounting standards (I.F.R.S.).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
121
� Note 1 - Intangible assets
Intangible assets at December 31, 2014 amount to Euro 21,264 thousand (Euro 19,778
thousand at December 31, 2013) and are comprised for Euro 8,557 thousand of
indefinite intangible assets – goodwill (“Note 1.B - Intangible Assets with indefinite
useful lives) and for Euro 12,708 thousand finite intangible assets (“Note 1.D –
Intangible Assets with finite useful lives”).
Euro thousands
Goodwill
Industrial Patents and
Intellectual Property
Rights
Concessions,
Licenses,
Trademarks &
Similar Rights
Other Intangible
AssetsAssets in Progress Total amount
Change in Historical Cost
December 31, 2013 6,381 158 22,234 2,644 5 31,422
Increases in the year 2,176 17 940 169 0 3,302
Increases (Investments) 0 17 158 69 0 244
of which Amount in Year from Change in Consolidation Scope 0 0 0 37 0 37
Effect Increase in Consolidation Scope 1,796 0 0 92 0 1,888
Increase Translation Differences 380 0 782 8 0 1,170
Decreases in the year 0 0 0 0 0 0
December 31, 2014 8,557 175 23,174 2,813 5 34,724
Change in Amortisation
December 31, 2013 (96) (9,007) (2,541) 0 (11,645)
Increases in the year (14) (1,711) (92) 0 (1,815)
Amortisation in Year (14) (1,461) (84) 0 (1,559)
of which Amount in Year from Change in Consolidation Scope 0 0 (33) 0 (33)
Increase Translation Differences 0 (249) (7) 0 (256)
Decreases in the year 0 0 0 0 0
December 31, 2014 (110) (10,717) (2,632) 0 (13,460)
Net Book Value at December 31, 2013 6,381 62 13,227 103 5 19,778
Net Book Value at December 31, 2014 8,557 65 12,457 181 5 21,264
Change in year 2,176 3 (770) 78 0 1,486
Note 1.A - INTANGIBLE ASSETS
The table below shows the changes in the year of “Intangible Assets with indefinite
useful lives”:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
122
Euro thousandsGoodwill
Balance at 31-12-2013 6.381
Increases in the year 2.176
Effect Increase in Consolidation Scope 1.796
Increase Translation Differences 380
Decreases in the year 0
Decreases (Divestments)
Balance at 31-12-2014 8.557
Change in year 2.176
Note 1.B INTANGIBLE ASSETS WITH INDEFINITE USEFUL LIVES
The increase in 2014 refers to goodwill recognised by the subsidiary Industria Maimeri
S.p.A. (Euro 1,695 thousand), following the acquisition of the business unit of Maimeri
S.p.A., and of the subsidiary FILA Cartorama SA PTY LTD (Euro 101 thousand),
following the acquisition by F.I.L.A. S.p.A..
Reference should be made to the paragraph: “Business combinations” for the relative
determination of the amounts.
The Group verifies the recovery of the goodwill at least on an annual basis or more
frequently when there is an indication of a loss in value.
For the purposes of the impairment test, the goodwill values were allocated to the
business units (or group of business units) generating cash flows (“cash generating
units”) at the reporting date.
The “Enterprise Value” utilised to value the recoverability of the goodwill of the
F.I.L.A. Group recorded in the financial statements was based on the 2015-2018
business plan, approved by the Board of Directors, together with the relative forecasts
and the “Cash Flow Statement” in 2014.
The goodwill allocated per “cash generating unit” and the indicators utilised in the
determination of the value in use of the “cash generating units”, or rather the present
value of the estimate future cash flows, are outlined below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
123
Euro thousands
Omyacolor S.A.
(France)
Johann Froescheis
Lyra Bleistift-
Fabrik GmbH &
Co. KG (Germany)
Dixon Ticonderoga
Co. (U.S.A.)
Grupo F.I.L.A.-
Dixon, S.A. de
C.V. (Mexico)
F.I.L.A. Chile Ltda
(Chile)
Licyn Mercantil
Industrial Ltda
(Brazil)
Industria Maimeri
S.p.A. (Italy)
Fila Cartorama SA
PTY LTD (South
Africa)
Goodwill F.I.L.A.
Group
Goodwill 1,610 1,217 2,079 1,784 71 1,695 101 8,557
Cost of Capital (W.A.C.C.) 6.80% 6.40% 7.40% 9.15% 10.10% 6.80% 8.10%
Cost of debt 2.50% 2.30% 2.70% 4.35% 4.30% 2.50% 3.70%
Cost of Own Capital 7.80% 7.40% 8.60% 10.40% 11.50% 7.80% 9.20%
Risk Free Rate 1.70% 1.30% 2.60% 2.60% 2.60% 1.70% 2.10%
Growth Rate 0.00% 0.00% 0.00% 1.10% 1.00% 0.00% 0.10%
Beta Levered 0.82% 0.82% 0.81% 0.83% 0.84% 0.82% 0.79%
NOTE 1.C REVENUE BY CASH GENERATING UNITS
Note:
Sources of principal W.A.C.C. components:
� Risk Free Rate: 10 year Government bonds.
� Beta Levered: similar panel of listed and non-listed companies.
� Country Risk: “damodaran” source.
From the impairment test at December 31, 2014, no loss in value arose.
The “value in use” of the “cash generating unit” is adequate also in view of the
“sensitivity analysis” undertaken, in order to evaluate deteriorated scenarios compared
to the official plan utilised to assess the recoverability of the goodwill of the F.I.L.A.
Group. This analysis was undertaken considering revenue growth rates lower than that
in the long-term economic and financial plan approved by the Board of Directors as
well as the W.A.C.C. rates deteriorating compared to those reported in the table above.
The table below shows the changes in the year of “Intangible Assets with finite useful
lives”:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
124
Euro thousands
Industrial Patents and
Intellectual Property
Rights
Concessions,
Licenses,
Trademarks &
Similar Rights
Other Intangible
AssetsAssets in Progress Total amount
Change in Historical Cost
December 31, 2013 158 22,234 2,644 5 25,041
Increases in the year 17 940 169 0 1,126
Increases (Investments) 17 158 69 0 244
of which Amount in Year from Change in Consolidation Scope 0 0 37 0 37
Effect Increase in Consolidation Scope 0 0 92 0 92
Increase Translation Differences 0 782 8 0 790
Decreases in the year 0 0 0 0 0
December 31, 2014 175 23,174 2,813 5 26,167
Change in Amortisation
December 31, 2013 (96) (9,007) (2,541) 0 (11,645)
Increases in the year (14) (1,711) (92) 0 (1,815)
Amortisation in Year (14) (1,461) (84) 0 (1,559)
of which Amount in Year from Change in Consolidation Scope 0 0 (33) 0 (33)
Increase Translation Differences 0 (249) (7) 0 (256)
Decreases in the year 0 0 0 0 0
December 31, 2014 (110) (10,717) (2,632) 0 (13,460)
Net Book Value at December 31, 2013 62 13,227 103 5 13,397
Net Book Value at December 31, 2014 65 12,457 181 5 12,708
Change in year 3 (770) 78 0 (689)
Note 1.D - INTANGIBLE ASSETS WITH FINITE USEFUL LIVES
“Industrial Patents and Intellectual Property Rights” amount to Euro 65 thousand at
December 31, 2014 (Euro 62 thousand at December 31, 2013).
The average residual useful life of the “Industrial Patents and Intellectual Property
Rights”, recorded in the financial statements of December 31, 2014, is 6 years.
“Concessions, Licences, Trademarks and Similar Rights” amount to Euro 12,457
thousand at December 31, 2014 (Euro 13,227 thousand at December 31, 2013).
The decrease compared to 2013 mainly relates to the amortisation of the brands
“Lapimex” held by F.I.L.A.-Dixon, S.A. de C.V. (Mexico) and the brands “Lyra” held
by Lyra KG (Germany) as well as exchange rate effects.
The average residual useful life of the “Concessions, Licenses, Trademarks and Similar
Rights”, recorded in the financial statements of December 31, 2014, is 14 years.
“Other Intangible Assets” amount to Euro 181 thousand at December 31, 2014 (Euro
103 thousand at December 31, 2013) and mainly include costs relating to the
capitalisation of software.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
125
The average residual useful life of “Other Intangible Assets”, recorded in the financial
assets at December 31, 2014, is 3 years.
In 2014, the F.I.L.A. Group did not generate any intangible assets internally.
There are no intangible assets subject to restrictions.
� Note 2 - Property, plant and equipment
At December 31, 2014, “Property, Plant and Equipment” amounted to Euro 25,552
thousand (Euro 22,539 thousand at December 31, 2013). The table below shows the
changes in the year:
Note 2.A - PROPERTY, PLANT AND EQUIPMENT
Euro thousands
Land BuildingsPlant and
Machinery
Industrial and
Commercial
Equipment
Other AssetsAssets in
ProgressTotal amount
Change in Historical Cost
December 31, 2013 4,334 22,395 37,552 8,678 5,164 212 78,335
Increases in the year 0 407 5,834 1,173 727 1,748 9,889
Increases (Investments) 0 327 4,194 893 353 2,302 8,068
of which Amount in Year from Change in Consolidation Scope 0 1 26 61 25 0 112
Capitalisation from Assets in Progress 0 0 296 260 0 (556) 0
Effect Increase in Consolidation Scope 0 0 452 18 73 0 542
Increase Translation Differences 0 80 887 2 302 2 1,273
Other Increases 0 0 5 0 0 0 5
Decreases in the year 0 (27) (8,025) (63) (346) (875) (9,336)
Decreases (Divestments) 0 (27) (3,182) (63) (244) (813) (4,329)
of which Amount in Year from Change in Consolidation Scope 0 0 0 0 0 0 (2)
Write-downs 0 0 (4,843) 0 (102) 0 (4,945)
Other Decreases 0 0 0 0 0 (62) (62)
December 31, 2014 4,334 22,774 35,361 9,788 5,545 1,085 78,888
Change in year 0 380 (2,191) 1,110 381 873 553
Change in Depreciation
December 31, 2013 (12,711) (31,111) (7,696) (4,280) (55,799)
Increases in the year (849) 1,972 (757) (566) (200)
Depreciation in Year (819) (2,183) (757) (380) (4,139)
of which Amount in Year from Change in Consolidation Scope (1) (39) (10) (22) (72)
Write-downs 0 4,795 0 102 4,897
Increase Translation Differences (30) (635) 0 (288) (953)
Other Increases 0 (5) 0 0 (5)
Decreases in the year 27 2,317 63 256 2,663
Decreases (Divestments) 27 2,317 63 256 2,663
December 31, 2014 (13,533) (26,822) (8,390) (4,590) (53,336)
Net Book Value at December 31, 2013 4,334 9,684 6,443 982 883 212 22,539
Net Book Value at December 31, 2014 4,334 9,242 8,539 1,398 954 1,085 25,552
Change in year 0 (442) 2,096 416 72 873 3,013
“Land” at December 31, 2014, amounting to Euro 4,334 thousand (Euro 4,334 thousand
at December 31, 2013), is comprised of land adjacent to the building owned by F.I.L.A.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
126
S.p.A. at the production site in Rufina Scopeti (Florence - Italy) and the building of the
subsidiary Lyra KG in Norimberg (Germany).
“Buildings” at December 31, 2014, amounting to Euro 9,242 thousand (Euro 9,684
thousand at December 31, 2013) relates to production plant in Italy, Mexico and
Germany. The decrease in the net book value at December 31, 2014, amounting to Euro
442 thousand, refers to depreciation in 2014 (Euro 819 thousand).
We also report increases for currency differences in 2014 (Euro 50 thousand).
“Plant and Machinery” amounts to Euro 8,539 thousand at December 31, 2014 (Euro
6,443 thousand at December 31, 2013), with capital expenditure in 2014 of Euro 4,194
thousand mainly relating to the purchase of machinery by the subsidiary Fila Dixon
Stationery (Kunshan) Co., Ltd. (China – Euro 2,485 thousand) and the Parent Company
F.I.L.A. S.p.A. (Italy – Euro 843 thousand).
The capital expenditure in Fila Dixon Stationery (Kunshan) Co., Ltd. (China) concerns
the reallocation process of the production plant of Beijing F.I.L.A.-Dixon Stationery
Company Ltd.
Investment in new plant and machinery incurred by the principal production plant of the
F.I.L.A. Group seeks to drive efficiency of the current production capacity through
upgrading and expanding the current “assets”.
We also report increases for currency differences in 2014 (Euro 252 thousand).
Depreciation in 2014 amounted to Euro 2,183 thousand.
“Industrial and Commercial Equipment” amounts to Euro 1,398 thousand at December
31, 2014 (Euro 982 thousand at December 31, 2013) and mainly relates to investments
in new production moulds and plant technical modernisation incurred by F.I.L.A. S.p.A
in 2014 (Euro 723 thousand).
Depreciation in 2014 amounted to Euro 757 thousand.
“Other Assets” amount to Euro 954 thousand at December 31, 2014 (Euro 883 thousand
at December 31, 2013) and includes furniture and office equipment, EDP and motor
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
127
vehicles. The increase in 2014 (Euro 74 thousand) mainly refers to acquisitions by the
Parent Company F.I.L.A. S.p.A. (Italy – Euro 56 thousand).
Depreciation in 2014 amounted to Euro 380 thousand.
“Assets in Progress” include internal constructions undertaken by the individual
companies of the Group. The increase in the net book value at December 31, 2014
(Euro 873 thousand) compared to 2013 relates to the subsidiary Grupo F.I.L.A.-Dixon,
S.A. de C.V. (Mexico – Euro 652 thousand), the subsidiary Omyacolor S.A. (France –
Euro 589 thousand), the Parent Company F.I.L.A. S.p.A. (Italy – Euro 520 thousand)
and the subsidiary FILA Dixon Stationery (Kunshan) Co., Ltd. (China – Euro 499
thousand).
The write-down of Property, Plant and Equipment refers exclusively to the subsidiary
Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) relating to the adjustment of the “assets”
to market values.
There are no fixed assets subject to restrictions with the exception of the mortgage on
the building at Rufina (Florence) owned by F.I.L.A. S.p.A., following the loan granted
by BNL and Intesa Sanpaolo.
� Note 3 – Financial Assets
“Financial Assets” amount to Euro 964 thousand at December 31, 2014 (Euro 465
thousand at December 31, 2013).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
128
The breakdown of the account in 2014 is as follows:
Euro thousandsLoans and Receivables Other Financial Assets
Total Amount
December 31, 2013 3 462 465
non-current portion 3 344 347
current portion 0 118 118
December 31, 2014 7 957 964
non-current portion 7 700 707
of which Amount in Year from Change in Consolidation Scope 0 111 111
current portion 0 257 257
Change in year 4 495 499
non-current portion 4 356 360
current portion 0 139 139
Note 3.A - FINANCIAL ASSETS
“Other Financial Receivables: Other - non-current portion” amounts to Euro 700
thousand at December 31, 2014 (Euro 344 thousand at December 31, 2013) and mainly
relates to the non-current portion of the financial investments made by the subsidiary
Dixon Ticonderoga Company (U.S.A.) relating to the indemnities to be paid to
personnel, not directly attributable and therefore not considered “plan assets” for the
purposes of IAS 19, as well as deposits paid to third parties for contractual guarantees
on the provision of services and goods with the various companies of the F.I.L.A.
Group.
The increase in 2014 (Euro 356 thousand) mainly relates to the renegotiation of the
rental contract of the operational site of the subsidiary Grupo F.I.L.A.-Dixon, S.A. de
C.V. (Mexico – Euro 250 thousand), as well as financial investments made by the
subsidiary Dixon Ticonderoga Company (U.S.A. – Euro 85 thousand).
The book value approximates the “fair value” of these assets at the reporting date.
The disclosures relating to the timing of financial cash flows and other disclosures
relating to “Financial Assets” are summarised in Note 3.B.
Reference should be made to Note 11 concerning the net financial position at December
31, 2014 of the F.I.L.A. Group.
Details on the timing of financial cash flows and “Financial Assets” at December 31,
2014 are illustrated in the following table:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
129
Description
Current
Financial
Assets
Capital 2015 2016 2017 2018 Beyond 2018
Euro thousands
Guarantee Deposits 7 2004 EUR Italy 0 0 0 0 7 None None
Guarantee Deposits 4 2006 EUR France 0 0 0 0 4 None None
Guarantee Deposits 23 2004 EUR UK 0 0 0 0 23 None None
Guarantee Deposits 277 2004 EUR Mexico 0 0 0 0 277 None None
Guarantee Deposits 12 2007 EUR Scandinav. 0 0 0 0 12 None None
Guarantee Deposits 9 2012 EUR Turkey 0 0 0 0 9 None None
Guarantee Deposits 131 2012 EUR Brazil 131 0 0 0 0 None None
Guarantee Deposits 126 2014 EUR Argentina 126 0 0 0 0 None None
Guarantee Deposits 104 2014 EUR Italy 0 0 0 0 104 None None
Guarantee Deposits 2 2014 EUR Greece 0 0 0 0 2 None None
Guarantee Deposits 5 2014 EUR South Africa 0 0 0 0 5 None None
Employee loan 7 2012 EUR France 0 7 0 0 0 None None
Fin. Assets to cover Employee Obligations 257 Pre 2000 EUR USA 0 65 10 10 172 None None
Total amount 964 257 72 10 10 615
Year Currency Country
General information
NOTE 3.B - FINANCIAL ASSETS
Amount
Guarantees
Received
Guarantees
Granted
Financial Assets
Non-CurrentAmount
� Note 4 - Investments Measured at Equity
Note 4.A INVESTMENTS MEASUED AT EQUITY
Inv. in Associates Total Amount
December 31, 2013 6,130 6,130
Increases in the year 632 632
Increases (Investments) 632 632
Decreases in the year (16) (16)
Dividends received (16) (16)
December 31, 2014 6,746 6,746
Change in year 616 616
The Investments measured under the equity method, amounting to Euro 6,746 thousand,
relate to the investment held in the associate Writefine Products Private Limited (India).
The increase in the year amounts to Euro 632 thousand, which corresponds for Euro
443 thousand to F.I.L.A. S.p.A.’s share of the net result of the associate and for Euro
189 thousand to the exchange rate effect on the value of the net equity at December 31,
2014 and decreases in the year of Euro 16 thousand relating to the elimination of the
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
130
dividends received by F.I.L.A. S.p.A. during the year from Writefine Products Private
Limited (India).
The F.I.L.A. Group, although holding less than 20% of the voting rights (18.5% at
December 31, 2014), exercises significant influence on the investee, participating
actively in the strategic decisions of the company thanks to representation on the Board
of Directors of the company (2 members) and undertakes significant purchasing
operations with the company. Finally, FILA holds rights option on the investee
(exercise period from June 2015) which would permit the Group to increase its
shareholding up to 50% of the share capital.
The Group investee recognised under the equity method is not listed on a stock
exchange and therefore there are no official listing prices available.
The carrying amount of the equity at December 31, 2014 of Writefine Products Private
Limited (India), corresponding to the shareholding of 18.5% held by F.I.L.A. S.p.A.,
amounts to Euro 2,075 thousand.
The difference in value between the investment measured under the equity method and
the net carrying amount is due to implicit goodwill.
The table below summarises the key data for the year 2014 of the investee recognised
under the equity method:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
131
December December
2014 2013
Total Assets 19,937 13,336
Current Assets 7,054 4,604
Non-Current Assets 12,883 8,733
Total Liabilities (8,722) (5,439)
Current Liabilities (6,388) (3,380)
Non-Current Liabilities (2,335) (2,059)
Net Assets 11,214 7,897
December December
2014 2013
Revenue 28,603 20,232
Costs (26,210) (18,412)
Net profit 2,393 1,820
Group share of profit 443 337
Group share of Net assets 2,075 1,461
Book Value 2,075 1,461
Consultant charges relating to the investment 702 702
Share premium F.I.L.A S.p.A. acquisition in Writefine
Products Private Limited (India) 5,106 5,106
Exchange effects initial equity (1,137) (1,139)
Value of F.I.L.A. S.p.A investment in Writefine
Products Private Limited (India) 6,746 6,130
Euro thousands
Euro thousands
The Group does not have investments in other associates.
� Note 5 - Investments Measured at Cost
The Investments measured at cost, amounting to Euro 31 thousand, relate to the
shareholding in Maimeri S.p.A. by F.I.L.A. S.p.A. for a value of Euro 28 thousand,
corresponding to 1% of the share capital, and the quota held in the consortiums Conai,
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
132
Energia Elettrica Zona Mugello and Energia Elettrica Milano held by F.I.L.A. S.p.A. at
December 31, 2014 (Euro 2 thousand at December 31, 2013).
� Note 6 – Deferred Tax Assets
“Deferred Tax Assets” amount to Euro 10,429 thousand at December 31, 2014 (Euro
8,849 thousand at December 31, 2013).
Note 6.A - CHANGES IN DEFERRED TAX ASSETS
Euro thousands
December 31, 2013 8,849
Provisions 2,093
Utilisations (1,138)
of which Amount in Year from Change in Consolidation Scope (21)
Effect Increase in Consolidation Scope 182
Change in Equity 442
December 31, 2014 10,429
Change in year 1,580
The account at December 31, 2014 mainly includes deferred tax assets calculated on
“Intangible Assets”, “Personnel”, “Risk and Charges Provisions not deductible” and
“Recoverable losses carried forward” and on the elimination of the margins which the
individual companies realised on the sale of finished products to other Group
companies (“Inventories”), as well as on other differences between statutory and fiscal
values.
The breakdown of “Deferred Tax Assets” is illustrated below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
133
Euro thousands
2014 Increase in
Consolidation Scope
2013 2014 2013 2014 2013
Deferred tax assets relating to:
Intangible Assets 1,104 80 1,156 (132) (58) 0 0
Property, Plant and Equipment 512 504 8 99 0 0
Provisions for Risks 939 906 33 594 0 0
Trade and Other Receivables 749 15 629 105 665 0 0
Inventories 1,323 79 1,160 84 375 0 0
Personnel 988 454 529 (174) 5 0
Exchange adjustments 20 - 20 0 0 0
Dividends Dixon Ticonderoga Inc. (Canada) 1,564 2,381 (817) 93 0 0
Translation reserve difference 437 (868) 868 (593) 437 (868)
Other 65 8 400 (343) 239 0 0
Tax Losses Carried Forward 2,728 2,127 601 (1,193) 0 0
Total deferred tax assets 10,429 182 8,849 956 48 442 (868)
NOTE 6.B - BREAKKDOWN OF DEFERRED TAX ASSETS
Balance Sheet Values Income Statement Equity
Deferred tax assets mainly relate to the Parent Company F.I.L.A. S.p.A. (Italy – Euro
2,117 thousand), principally for the non-deductible German tax losses in the parent
company pursuant to German tax legislation, Dixon Ticonderoga Company (U.S.A. –
Euro 4,087 thousand), mainly for the recognition of the tax credit utilised in 2014
relating to dividends received from Dixon Ticonderoga Inc. (Canada), Grupo F.I.L.A.-
Dixon, S.A. de C.V. (Mexico – Euro 1,464 thousand), principally for the tax losses
carried forward relating to the Mexican tax reform during the year and Lyra KG
(Germany – Euro 1,639 thousand), principally relating to tax losses carried forward.
In 2014, income on deferred tax assets was recorded directly through Profit and Loss
for Euro 955 thousand and through Equity for Euro 442 thousand.
Deferred tax assets recognised directly to equity on the translation differences on
balance sheet values, amounting to Euro 483 thousand, are recorded in application of
the translation rules of the local currencies to the consolidation currency concerning the
consolidation accounting principles.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
134
The deferred tax assets were recognised by each company of the Group evaluating the
projected future recovery of these assets, presently considered very probable, on the
basis of updated strategic plans and relative tax planning.
The table below illustrates the expected reversal of the deferred tax assets through the
income statement:
Balance Sheet Values
Euro thousands
December 31, 2014 2015 2016 2017 2018beyond
2018
Deferred tax assets relating to:
Intangible Assets 1,104 100 100 100 100 704
Property, Plant and Equipment 512 100 100 100 100 112
Provisions for Risks 939 150 150 150 150 339
Trade and Other Receivables 749 75 75 75 75 449
Inventories 1,323 150 150 150 150 723
Personnel 988 75 75 75 75 688
Exchange adjustments 20 20
Dividends Dixon Ticonderoga Inc. (Canada) 1,564 150 150 150 150 964
Translation reserve difference 437 200 237
Other 65 65
Tax Losses Carried Forward 2,728 150 150 150 150 2128
Total deferred tax assets 10,429 1,235 1,187 950 950 6,107
NOTE 6.C - REVERSAL YEAR OF DEFERRED TAX ASSETS
Expiry Date
Deferred tax assets expected to reverse through the income statement within the next 12
months of the reporting date amounts to Euro 1,235 thousand.
� Note 7 - Current Tax Receivables
At December 31, 2014 tax receivables, relating to income taxes, total Euro 923
thousand (Euro 770 thousand at December 31, 2013), mainly comprised of Euro 441
thousand relating to Dixon Ticonderoga Co. (U.S.A.) and Euro 155 thousand to Grupo
F.I.L.A.-Dixon, S.A. de C.V. and principally concerning payments on account in the
period.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
135
� Note 8 - Inventories
Inventories at December 31, 2014 amount to Euro 92,035 thousand (Euro 74,210
thousand at December 31, 2013).
The breakdown of inventories is as follows:
Euro thousands
Raw Materials,
Ancillary and
Consumables
Work-in-progress and
Semi-finished Products
Finished
Products and
Goods
Total Amount
December 31, 2013 18,516 9,372 46,322 74,210
December 31, 2014 24,639 11,887 55,509 92,035
Change in year 6,123 2,515 9,187 17,825
of which Amount in Year from Change in Consolidation Scope 168 774 3,631 4,573
Note 8.A - INVENTORIES
The increase in 2014 amounted to Euro 17,825 thousand and is in line with the volume
of purchases of raw materials and finished products during the year as well as
maintaining adequate inventory levels necessary to support future sales.
No inventories are committed to guarantee any liabilities, with the exception of that
reported in the “Directors’ Report – Commitments and Guarantees” with reference to
the German subsidiary Lyra KG (Germany).
The values reported in the previous table are shown net of the inventory obsolescence
provision relating to raw materials, products in work-in-progress and finished products,
amounting respectively at December 31, 2014 to Euro 653 thousand (Euro 533
thousand at December 31, 2013), Euro 100 thousand (Euro 79 thousand at December
31, 2013) and Euro 1,769 thousand (Euro 1,139 thousand at December 31, 2013), which
refer to obsolete or slow moving materials for which it is not considered possible to
recover through sales.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
136
The changes in the inventory obsolescence provision in the year were as follows:
Note 8.B- CHANGE IN INVENTORY OBSOLESCENCE PROVISION
Euro thousands
Raw Materials,
Ancillary and
Consumables
Work-in-progress and
Semi-finished Products
Finished
Products and
Goods
December 31, 2013 533 79 1,139 1,750
Provisions 204 266 1,440 1,910
Utilisations (85) (245) (1,192) (1,522)
Release 0 0 7 7
Effect Increase in Consolidation Scope 0 0 250 250
Translation difference 1 0 125 126
December 31, 2014 653 100 1,769 2,521
Change in year 120 21 630 771
Inventory Obsolescence Provision
Total Amount
� Note 9 – Trade and Other Receivables
The account amounts to Euro 76,067 thousand and increased on the previous year by
Euro 8,546 thousand mainly due to the generalised contraction in payment terms as well
as higher sales volumes.
The breakdown is illustrated below.
Euro thousandsDecember 31, 2014 December 31, 2013 Change in year
Effect change in consolidation
scope
Trade Receivables 68,734 61,317 7,417 2,959
Tax Receivables 3,502 1,517 1,985 2
Other Receivables 3,131 3,410 (279) 146
Prepayments and Accrued Income 673 599 74 160
Third parties 76,040 66,843 9,197 3,267
Trade Receivables - Associates 27 677 (650) 0
Associates 27 677 (650) 0
Total amount 76,067 67,520 8,547 3,267
Note 9.A - TRADE AND OTHER RECEIVABLES
All of the above receivables are due within 12 months.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
137
The geographic breakdown of trade receivables (by customers) are illustrated in the
table below:
Euro thousandsDecember 31, 2014 December 31, 2013 Change in year
Effect change in consolidation
scope
Europe 23,487 20,952 2,533 2,959
North America 9,279 8,278 1,001 0
Central/South America 33,964 30,299 3,665 0
Rest of the World 2,004 1,788 216 0
Third parties 68,734 61,317 7,416 2,959
NOTE 9.B - TRADE RECEIVABLES THIRD PARTIES - REGIONAL BREAKDOWN
The changes in the doubtful debt provision and the relative breakdown to cover difficult
recovery positions are illustrated in the table below.
Euro thousands
December 31, 2013 3,226
Provisions 340
of which Amount in Year from Change in Consolidation Scope 12
Utilisations (502)
of which Amount in Year from Change in Consolidation Scope (12)
Release (43)
Effect Increase in Consolidation Scope 55
Exchange Differences 106
December 31, 2014 3,181
Change in year (44)
Doubtful Debt Provision
Note 9.C - CHANGES IN DOUBTFUL DEBT PROVISION
The ageing of trade receivables with third parties at December 31, 2014 and December
31, 2013 is reported in the “Directors’ Report – Information and Management of
Financial Risks”.
“Tax Receivables” includes V.A.T. and other local taxes other than corporation taxes.
Current tax receivables amount to Euro 3,502 thousand at December 31, 2014 (Euro
1,517 thousand at December 31, 2013).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
138
“Other Receivables” includes personnel and social security receivables and payments
on account to suppliers. At December 31, 2014 the account amounts to Euro 3,131
thousand (Euro 3,410 thousand at December 31, 2013).
The book value of “Other Receivables” represents the “fair value” at the reporting date.
All of the above receivables are due within 12 months.
The disclosures on the exposure of the Group to the credit and market risk as well as
losses on trade and other receivables are reported in the Directors’ Report –
Management of Financial Risks.
� Note 10 - Cash and Cash Equivalents
“Cash and Cash Equivalents” at December 31, 2014 amount to Euro 32,473 thousand
(Euro 35,797 thousand at December 31, 2013).
The breakdown and comparison with the previous year are illustrated in the table
below.
Euro thousands
Bank and Post Office
Deposits
Cash in hand and
similarTotal Amount
December 31, 2013 35,729 68 35,797
December 31, 2014 32,415 58 32,473
Change in year (3,314) (10) (3,324)
Note 10 - CASH AND CASH EQUIVALENTS
“Bank and Postal Deposits” comprise temporary liquidity generated within the treasury
management and relate to the ordinary current accounts of F.I.L.A. S.p.A. for Euro
11,196 thousand and the bank current accounts of the foreign subsidiaries of Euro
21,219 thousand, mainly relating to the US subsidiary (Euro 5,683 thousand), the
French subsidiary (Euro 4,335 thousand), the Chinese subsidiary (Euro 1,908
thousand), the Canadian subsidiary (Euro 1,418 thousand), the Spanish subsidiary (Euro
1,952 thousand), the German subsidiary (Euro 1,078 thousand) and the English
subsidiary (Euro 478 thousand).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
139
“Cash and Cash on hand” amounts to Euro 58 thousand, of which Euro 25 thousand
relates to the Parent Company and Euro 33 thousand to the various foreign subsidiaries.
The book value approximates the “fair value” at the reporting date.
Bank and postal deposits are remunerated at rates which approximates Libor/Euribor.
There are no bank and postal deposits subject to restrictions (for further information in
relation to secured guarantees on property reference should be made to the “Directors’
Report - Commitments and Guarantees”).
� Note 11 - Net Financial Position
The F.I.L.A. Group Net Financial Position at December 31, 2014 is as follows:
Euro thousands December 2014 December 2013
Cash and Cash Equivalents 32,473 35,797
Financial Liabilities - Bank Overdrafts (1,810) (112)
Financial Assets - Loans & Current & Non-Current Receiv. 263 120
Financial Liabilities - Bank Current (69,227) (69,231)
Financial Liabilities - Bank Non-Current (20,134) (28,297)
Total Net Financial Position (58,435) (61,723)
Net debt at December 31, 2014 amounted to Euro 58,435 thousand.
Reference should be made to the paragraph: “Balance sheet” for comments relating to
the Net Financial Position of the F.I.L.A. Group.
� Note 12 - Share Capital and Equity
The changes in the account “Share Capital and Equity” are illustrated for the two years
in the table below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
140
Euro thousands
Share
capital
Legal
Reserve
IAS 19
Reserve
Other
Reserves
Translation
Difference
Retained
Earnings
Group Net
ProfitGroup Equity
Minorities
Capital and
Reserves
Minority
Profit/Loss
Minorities
EquityTotal Equity
December 31, 2013 2.748 602 (1.084) 11.154 (5.696) 70.733 13.371 91.827 533 (13) 520 92.348
Changes in the year 6 (284) 3.940 (6) 3.656 902 902 4.559
Acquisition treasury shares 0 0 0
Net Profit 16.575 16.575 30 30 16.605
Gains/(losses) recorded directly in equity 0 6 (284) 0 3.940 (6) 16.575 20.231 902 30 932 21.164
Allocation of the 2013 result 13.371 (13.371) 0 (13) 13 0 0
Dividends (1.526) (1.526) (17) (17) (1.543)
Recognition Minorities Capital and Reserves 0 0 0
December 31, 2014 2.748 608 (1.368) 11.154 (1.756) 82.572 16.575 110.532 1.405 30 1.435 111.968
Note 12.A Statement of Changes in Equity
Share capital
The Share Capital, fully paid-in, amounts to Euro 3,039,654.60, divided into 1,876,330
shares for a par value of Euro 1.62 each.
The nominal value of the Share Capital is reduced by the purchase of treasury shares, in
accordance with IAS 32, for a value of Euro 292 thousand.
The following table shows the reconciliation between the number of shares of all
classes in circulation at December 31, 2014 and the number of shares in circulation at
December 31, 2013:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
141
In Euro31-12-2014 31-12-2013 31-12-2014 31-12-2013
In circulation at the beginning of the Year 1,876,330 1,800,750 3,039,655 2,917,215
Issued in the year 0 75,580 0 122,440
Sales in the year 0 0 0 0
Outstanding at the end of the year 1,876,330 1,876,330 3,039,655 3,039,655
Total treasury shares held 180,075 180,075 291,722 291,722
% treasury shares on share capital 9.60% 9.60% 9.60% 9.60%
Note 11.B - SHARES IN CIRCULATION
Number of Shares Nominal Value
At December 31, 2014 there were no privileges or restrictions of any nature on the
shares of the company, with the exception of the lien relating to the shares held by
F.I.L.A. S.p.A. in Omyacolor S.A. (France), Dixon Ticonderoga Co. (U.S.A.) and Lyra
KG (Germany) to guarantee the bank loans in place at December 31, 2014.
Each ordinary share attributes voting rights without limitations. Each class B share
gives the right to 3 exercisable votes in Shareholders’ Meeting (ordinary and
extraordinary) of F.I.L.A. S.p.A..
There are no other restrictions in the distribution of dividends and in the repayment of
capital with the exception of restrictions concerning loan contracts signed between
F.I.L.A. S.p.A. and Intesa Sanpaolo in 2009 and between F.I.L.A. S.p.A. and BNL -
Intesa Sanpaolo in 2011. The restriction relates to the payment and/or distribution of
dividends to shareholders within an annual maximum limit of Euro 2,500 thousand or,
in any case 15% of the profits of the Group.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
142
Legal reserve
The account at December 31, 2014 amounts to Euro 608 thousand, equal to 22.13% of
the share capital. The increase compared to December 31, 2013 of Euro 6 thousand is
attributable to the allocation of part of the 2013 result approved by the Shareholders’
Meeting on April 28, 2014. The allocation of this amount to the legal reserve
represents the amount necessary to re-establish the statutory obligations as per Article
2430 of the Civil Code.
IAS 19 Reserve
Following the application of IAS 19, the account amounts to Euro 1,368 thousand at
December 31, 2014 (loss) and Euro 1,084 thousand at December 31, 2013 (loss).
Other reserves
The account amounts to Euro 11,154 thousand at December 31, 2014, unchanged
compared to December 31, 2013.
Translation difference
The account refers to the exchange differences relating to the translation of the financial
statements of subsidiaries prepared in local currencies and converted into Euro as the
consolidation currency.
The changes in the “Translation Difference” in 2014 are illustrated below:
Euro thousands Translation Difference
December 31, 2013 (5,696)
Changes in the year:
Difference between Period Average Rate and Year-End Rate 905
Difference between Historical Rate and Year-End Rate 3,035
December 31, 2014 (1,756)
Change in year 3,940
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
143
Retained earnings
The account amounted to Euro 82,572 thousand at December 31, 2014 and Euro 70,733
thousand at December 31, 2013.
The change between the two periods is generated from the allocation of the 2013 result,
amounting to Euro 13,371 thousand, to the retained earnings reserve for Euro 11,845
thousand and to the distribution of dividends to shareholders for Euro 1,526 thousand.
Minority interest equity
Minority interest equity increased by Euro 915 thousand, principally due to the effect of
minority interest holdings in subsidiaries: Industria Maimeri S.p.A. (49%), FILA Hellas
SA (50%) and FILA Cartorama SA PTY LTD (49%) which entered into the
consolidation scope during the year and due to the profits for the year attributable to the
“minority” holdings amounting to Euro 30 thousand, principally relating to the
subsidiary Lyra KG (Germany) and the distribution of dividends during the year
totalling Euro 17 thousand, as well as the increase in the translation reserve of Euro 172
thousand.
The availability and distributability of shareholders’ equity is outlined in the following
table:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
144
Equity AccountBalance at
December 31,
2014
Possibility of
Utilisation
Quota
Available
Euro thousandscover losses
other
reasons
Share capital 2,748 0 0 292
Capital Reserves:
Legal Reserve 608 A 608 0 0
IAS 19 Reserve (1,368) 0 0 0
Other Reserves 11,154 B, C 11,154 0 0
Translation Differences (1,756) 0 0 0
Retained Earnings 82,572 B, C 82,572 0 37,396
Total 93,958 94,334 0 37,688
Key:
A - Available only to cover losses
B - Available to cover losses and capital increases
C - Distributable
Note 12.C ORIGIN, POSSIBILITY FOR UTILISATION AND DISTRIBUTION OF EQUITY
Summary of Utilisations in Last
3 Years
(2012-2014)
Earnings per share
The basic earnings per share is calculated by dividing the result of the Group by the
weighted average number of ordinary shares outstanding during the year, excluding any
treasury shares in portfolio.
The calculation of the basic earnings per share is as follows:
in Euro FY 2014 FY 2013
Net profit attributable to ordinary shareholders 16,575,455 13,371,038
Weighted average number of shares in circulation (number of shares) 1,696,255 1,696,255
Number of Shares in Circulation 1,876,330 1,876,330
Treasury Shares in Portfolio (180,075) (180,075)
Basic earnings per share 9.77 7.88
The diluted earnings per share coincide with the basic earnings per share as there are no
potential ordinary shares (financial instruments or other contracts which may entitle its
holder to ordinary shares).
The table below illustrates the reconciliation between the net equity of the Parent
Company F.I.L.A. S.p.A. and the consolidated net equity and the reconciliation between
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
145
the result of the Parent Company F.I.L.A. S.p.A. and the consolidated result:
Euro thousands
F.I.L.A. S.p.A. Equity 63,822
Effect elimination intercompany margins 444
Consolidation effect Omyacolor S.A. (France) 9,594
Consolidation effect F.I.L.A. Hispania S.A. (Spain) 2,690
Consolidation efffect Licyn Mercantil Industrial Ltda (Brazil) (2,322)
Consolidation effect Dixon Ticonderoga group 39,807
Consolidation effect Lyra group (831)
Consolidation effect FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey) (1,260)
Consolidation effect FILA Stationary O.O.O. (Russia) (603)
Consolidation effect FILA Hellas (Greece) 283
Consolidation effect Industrie Maimeri (Italy) 544
Consolidation effect FILA Cartorama S.A. (South Africa) (200)
F.I.L.A. Group Net Equity 111,968
Reconciliation at December 31, 2014 between Parent Company Equity and F.I.L.A. Group Equity
Euro thousands
F.I.L.A. S.p.A. Net Profit 6,019
Elimination of the effects of transactions between consolidated companies:
Dividends (4,211)
Inventory margins 258
Adjustlments to Group accounting principles:
Consolidation Industria Maimeri S.p.A. (121)
Consolidation Maimeri (U.S.A.) 134
Consolidation Writefine Private Limited (India) 443
Result of Subsidiaries of the Parent Company 14,084
Minority interest share (30)
F.I.L.A. Group Net Profit 16,575
Reconciliation at December 31, 2014 between Parent Company Result and F.I.L.A. Group Result
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
146
� Note 13 - Financial Liabilities
The balance at December 31, 2014 amounts to Euro 91,171 thousand (Euro 97,640
thousand at December 31, 2013), of which Euro 20,134 thousand long-term and Euro
71,037 thousand short-term.
The account refers to both non-current and current portions of the loans granted by
banking institutions, other lenders and bank overdrafts.
The breakdown at December 31, 2014 is illustrated below.
Banks Other Lenders Bank Overdrafts
Euro thousandsPrincipal Interest Principal Interest Principal Interest
December 31, 2013 95,253 193 2,068 9 112 6 97,640 0
non-current portion 28,403 (190) 84 0 0 0 28,297 0
current portion 66,850 383 1,984 9 112 5 69,343 0
December 31, 2014 88,566 220 572 3 1,810 0 91,171 2,148
non-current portion 20,183 (112) 63 0 0 0 20,134 277
current portion 68,383 332 509 3 1,810 0 71,037 1,871
Change in year (6,687) 27 (1,496) (6) 1,698 (5) (6,469) 2,148
non-current portion (8,220) 78 (21) 0 0 0 (8,163) 277
current portion 1,533 (51) (1,475) (6) 1,698 (5) 1,694 1,871
Total Amount
Note 13.A - FINANCIAL LIABILITIES: Third Parties
Effect change in consolidation
scope
“Bank Loans – non-current portion” amounts to Euro 20,071 thousand (Euro 28,213
thousand at December 31, 2013). Non-current bank payables mainly refer to the capital
portion of loans contracted by the Parent Company F.I.L.A. S.p.A. in 2009 and paied in
2010, amounting to Euro 14,500 thousand (original amount of Euro 40 million) and the
capital portion of loans granted in July 2011 underwritten with Banca Nazionale del
Lavoro and Intesa Sanpaolo, amounting to Euro 4,500 thousand (original amount Euro
8 million), for the acquisition of the Indian company.
“Bank Loans – current portion” amounts to Euro 68,715 thousand (Euro 67,233
thousand at December 31, 2013). Current bank payables (capital portion) principally
relates to Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico – Euro 21,132 thousand), Dixon
Ticonderoga Company (U.S.A. – Euro 18,043 thousand), the Parent Company F.I.L.A.
S.p.A. (Italy – Euro 10,750 thousand), Lyra KG (Germany – Euro 8,192 thousand), Fila
Dixon Stationery (Kunshan) Co., Ltd. (China – Euro 5,403 thousand), FILA Stationary
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
147
and Office Equipment Industry Ltd. Co. (Turkey – Euro 1,807 thousand), Licyn
Mercantil Industrial Ltda (Brazil – Euro 1,596 thousand), Beijing F.I.L.A.-Dixon
Stationery Company Limited (China – Euro 778 thousand) and Industria Maimeri
S.p.A. (Euro 635 thousand).
The table below shows the breakdown of the capital portion of the “Financial
Liabilities” of the F.I.L.A. Group with indication of the relative interest applied and
contract maturity dates.
Euro thousands Company Interest Rate Maturity December 31, 2014 December 31, 2013
Non-current liabilities: bank payables
Intesa Sanpaolo F.I.L.A. S.p.A. (Italy) Euribor at 6 months + spread 1.40% January 2017 14,500 21,000
Banca Nazionale del Lavoro / Intesa Sanpaolo F.I.L.A. S.p.A. (Italy) Euribor at 6 months + spread 1.90% March 2018 4,500 5,750
Hypo Real Estate / EuroHypo Lyra KG (Germany) Rate of 4.42% / 4.25% (spread included) September 2020 901 1,076
Scotia Bank Inverlat Grupo F.I.L.A.-Dixon, S.A.de C.V. (Mexico) Rate of 4.34% + spread 2.5% December 2015 0 554
Made in Lombardy Industria Maimeri S.p.A. (Italy) Euribor at 3 months + spread 2.40% November 2021 208 0
Banco Itau Licyn Industrial Mercantil Ltda (Brazil) Rate of 6.5% (spread included) December 2016 74 23
Total non-current liabilities 20,183 28,403
Current liabilities: bank payables
Unicredito Italiano S.p.A. / Intesa Sanpaolo / Bank of the West Dixon Ticonderoga Company (U.S.A.) Rate of 1.95% / 1.87% (spread included) September 2015 * 18,043 16,246
Scotia Bank Inverlat / BBVA Bancomer / Banco Santander / Banco Nacional de México Grupo F.I.L.A.-Dixon, S.A.de C.V. (Mexico)Rate of 3.2% + spread 1.45% / 3.79% + spread 1.5% / 3.4% + spread
1.37% / 3.37% + spread 1.5% / 0.25% + spread 1.65%September 2015 * 21,132 20,066
Intesa Sanpaolo F.I.L.A. S.p.A. (Italy) Euribor at 6 months + spread 1.40% January 2015 6,500 6,000
Banca Nazionale del Lavoro F.I.L.A. S.p.A. (Italy) Euribor at 6 months + spread 1.85% December 2014 0 1,050
Banca Nazionale del Lavoro / Intesa Sanpaolo F.I.L.A. S.p.A. (Italy) Euribor at 6 months + spread 2.10% March 2014 0 750
Banca Nazionale del Lavoro / Intesa Sanpaolo F.I.L.A. S.p.A. (Italy) Euribor at 6 months + spread 1.90% March 2015 1,250 1,500
Banca Nazionale del Lavoro / Intesa Sanpaolo F.I.L.A. S.p.A. (Italy) Euribor at 6 months + spread 1.70% September 2015 ** 3,000 4,000
HVB Lyra KG (Germany) Rate of 1.58% (spread included) September 2015 * 8,000 9,000
Hypo Real Estate / EuroHypo Lyra KG (Germany) Rate of 4.42% / 4.25% (spread included) September 2015 192 202
Unicredit Bank Beijing F.I.L.A.-Dixon Stationery Company Ltd (hina) Rate of 5.6% + spread 1.68% September 2015 * 778 4,614
TEB (BNL Branch)FILA Stationary and Office Equipment Industry Ltd. Co.
(Turkey)Rate of 6% (spread included) September 2015 * 1,807 1,795
Banco de Galicia y Buenos Aires F.I.L.A. Argentina S.A. (Argentina) Rate of 19% (spread included) September 2015 47 182
Made in Lombardy /Unicredito Italiano S.p.A. Industria Maimeri S.p.A. (Italy) Euribor at 3 months + spread 5%/2.4% May/November 2015 635 0
Intesa Sanpaolo / Unicredit Bank Fila Dixon Stationery (Kunshan) Co., Ltd. (China) Rate of 6.44% / 3.46%/5.6% (spread included) December 2015 * 5,403 0
Kolb Bank Omyacolor S.A. (France) Rate of 3.35% December 2014 0 16
BNP Paribas / Banco Itau / Caixa Economica Federal Licyn Industrial Mercantil Ltda (Brazil) Rate of 6.5% (spread included) September 2015 * 1,596 1,429
Total current liabilities 68,383 66,850
Note 13.B - FINANCIAL LIABILITIES: INTEREST RATE AND MATURITY
The breakdown of the F.I.L.A. Group long-term bank loans at December 31, 2014 is
illustrated below.
� Euro 14.5 million granted by Intesa Sanpaolo in December 2009, duration 8 years.
The repayment of the residual debt at December 31, 2014 is over 3 increasing
annual instalments, from January 2015 and with final instalment in January 2017.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
148
The interest rate applied is the base Euribor at 6 months increased by a spread of
1.40%. The average effective interest rate applied on the loan in 2014 was 1.854%;
� Euro 4.5 million granted by Banca Nazionale del Lavoro and Intesa Sanpaolo in
July 2011, duration 7 years. The repayment of the residual debt at December 31,
2014 is over 4 annual instalments in arrears, from March 2015. The interest rate
applied is the base Euribor at 6 months increased by a spread of 1.90%. The
average effective interest rate applied on the loan in 2014 was 2.345%;
� Euro 901 thousand granted to Lyra KG (Germany) by various credit institutions
including Hypo Real Estate and EuroHypo. The repayment of the residual debt at
December 31, 2014 is over periodic instalments in arrears, from January 2015. The
interest rate, applied to different loans, is between a range of 4.25% (Hypo Real
Estate) and 4.42% (EuroHypo) including the spread;
� Euro 208 thousand granted by Made in Lombardy to Industria Maimeri S.p.A.
(Italy). The repayment of the residual debt at December 31, 2014 is from January
2016. The interest rate applied is the Euribor at 3 months increased by a spread of
2.4%.
� Euro 74 thousand granted to Licyn Industrial Mercantil Ltda (Brazil) by the credit
institution Banco Itau. The repayment of the residual debt at December 31, 2014 is
over monthly instalments in arrears, from January 2016. The interest rate applied is
in a range of between 6.5% and 17.2% including the spread.
Financial liabilities are initially recognised at fair value, including directly attributable
transaction costs. Initial book value is subsequently adjusted to account for
redemptions in principal, any write-downs and amortisation of the difference between
the redemption value and initial book value. Amortisation is made on the basis of the
internal effective interest rate represented by the rate equal to, at the moment of initial
recognition, the present value of expected cash flows ant the initial book value
(amortised cost method). The effect at December 31, 2014 of the amortised cost method
is Euro 112 thousand of interest.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
149
The breakdown of current bank payables is shown below:
� Euro 21,132 thousand relating to credit lines granted to Grupo F.I.L.A.-Dixon, S.A.
de C.V. (Mexico) broken down as follows:
� Scotia Bank Inverlat S.A. equal to Euro 2,630 thousand at an annual interest
rate of 3.20% plus a spread of 1.45%;
� BBVA Bancomer S.A. , equal to Euro 7,790 thousand at an annual interest
rate between a range of 0.25% and 3.79% plus a spread between 1.5% and
1.65%;
� Banco Nacional de México S.A. equal to Euro 6,235 thousand at an annual
interest rate of 3.40% plus a spread of 1.4%;
� Bank Santander S.A. equal to Euro 4,477 thousand at an annual interest rate
of 3.37% plus a spread of 1.5%;
� Euro 18,043 thousand granted to Dixon Ticonderoga Company (U.S.A.) broken
down as follows:
� Euro 9,884 thousand relating to the current utilisation of the credit lines
totalling USD 20 million from Unicredito Italiano S.p.A. (USD 14 million in
September 2005 and subsequent extension for USD 6 million in March 2007)
at an interest rate of 1.95% including the spread;
� Euro 8,159 thousand relating to the current utilisation of the original credit
line totalling USD 10 million by Intesa Sanpaolo at an interest rate of 1.87%
including the spread;
� Euro 10,750 thousand relating to the Parent Company F.I.L.A. S.p.A. broken down
as follows:
� loan granted by Intesa Sanpaolo equal to Euro 6.5 million at an annual
interest rate of Euribor at 6 months plus a spread of 1.4%;
� current portion equal to Euro 1,250 thousand of the new loan granted by
Banca Nazionale del Lavoro and Intesa Sanpaolo, at an annual interest rate of
Euribor at 6 months plus a spread of 1.90%;
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
150
� current portion of Euro 3,000 thousand of the new credit line issued in 2011,
concerning the contract underwritten with Banca Nazionale del Lavoro and
Intesa Sanpaolo in July 2011 at an annual interest rate of Euribor at 6 months
plus a spread of 1.70%. The repayment of the current portion is scheduled in
two tranches of Euro 1,500 thousand each, in September 2015 and June
2016;
� Euro 8,192 thousand in favour of Lyra KG (Germany), as follows:
� Euro 8,000 thousand concerning the credit line granted by HVB at an annual
interest rate of 1.58% including the spread:
� Euro 161 thousand concerning the loan granted by Hypo Real Estate at an
annual interest rate of 4.25% including the spread;
� Euro 31 thousand concerning the loan granted by EuroHypo at an annual
interest rate of 4.42% including the spread;
� Euro 5,403 thousand granted in favour of Fila Dixon Stationery (Kunshan) Co.,
Ltd. (China), as follows:
� Euro 4,615 thousand concerning the credit line granted by Intesa SanPaolo at an
annual interest rate between a range between 3.46% and 6.44%;
� Euro 788 thousand concerning credit lines granted by Unicredit at an interest
rate of 5.60% including spread;
� Euro 1,807 thousand in favour of FILA Stationary and Office Equipment Industry
Ltd. Co. (Turkey) concerning the credit line granted by TEB (BNL Branch) at an
interest rate of 6% including the spread;
� Euro 1,596 thousand in favour of Licyn Mercantil Industrial Ltda (Brazil), as
follows:
� Euro 1,481 thousand concerning the credit line granted by BNP Paribas, at an
interest rate of 15.60% including spread;
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
151
� Euro 90 thousand concerning the credit line granted by Banco ITAU at an
annual interest rate of 6.5% including spread;
� Euro 25 thousand concerning the credit line granted by Caixa Economica
Federal at an annual interest rate of 19.60% including spread;
� Euro 778 thousand as a credit line granted in favour of Beijing F.I.L.A.-Dixon
Stationery Limited (China) by Unicredit Bank at an annual interest rate of 5.60%,
plus a spread of 1.68%;
� Euro 635 thousand granted in favour of Industria Maimeri S.p.A. (Italy), as follows:
� Euro 35 thousand concerning the Made in Lombardy loan, at an interest rate
of Euribor at 3 months, plus a spread of 2.4%;
� Euro 600 thousand concerning the loan granted by Unicredito Italiano S.p.A..
The interest rate applied is the Euribor at 3 months, plus a spread of 5%;
� Euro 47 thousand as a loan granted in favour of FILA Argentina S.A. (Argentina)
by Banco de Galicia y Buenos Aires at an annual interest rate of 19% including
spread.
A number of these loans include covenants, whose violation is considered as non-
fulfilment and which, if not settled, may result in a request for the immediate return of
the sums received.
Covenants
The F.I.L.A. Group, against the debt undertaken with leading credit institutions (Intesa
Sanpaolo and Banca Nazionale del Lavoro), is subject to set commitments and
covenants, reviewed following the loan underwritten with Banca Nazionale del Lavoro
and Intesa Sanpaolo on July 28, 2011.
Compliance with the covenants is verified according to the Net Financial Debt (NFD),
EBITDA (“Earnings Before Interest, Tax, Depreciation and Amortisation”) and Net
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
152
Financial Charges (NFC) reported in the F.I.L.A. Group consolidated financial
statements prepared as per international accounting standards.
The criteria for the calculation of the NFD, the EBITDA and the NFC are established
by the loan contract.
We report below the covenant indicators and the relative parameters to be complied
with at December 31 of each year, on the basis of the F.I.L.A. Group consolidated
financial statements from December 31, 2011.
NFD / EBITDA
� December 31, 2011: ≤ 3.25x
� December 31, 2012: ≤ 3.00x
� December 31, 2013: ≤ 2.75x
� from December 31, 2014 until the Maturity Date: < 2.5x
EBITDA / NFC
� December 31, 2011: ≥ 4.00x
� December 31, 2012: > 4.30x
� from December 31, 2013 until the Maturity Date: > 5x
The loan undertaken with Banca Nazionale del Lavoro and Intesa Sanpaolo matures on
March 31, 2018.
The nominal value of the “Financial Liabilities” stated above coincides with the
carrying amount.
The contractual maturity and details concerning “Bank Financial Liabilities” is reported
in the table below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
153
Current Financial
LiabilitiesNon-Current Financial Liabilities
Euro thousands
Per contractAmortised
Cost
UniCredit Revolving 9,884 0 0 9,884 2005 EUR United States 1.95% 0% 9,884 0 0 0 0
Intesa Revolving Loan 8,159 1 0 8,160 2010 EUR United States 1.87% 0% 8,160 0 0 0 0
Sub-total 18,043 1 0 18,044 18,044 0 0 0 0
Grupo Financiero Scotiabank Inverlat, S.A. 2,630 2 0 2,632 2014 EUR Mexico 3.20% 1.45% 2,632 0 0 0 0
Grupo Financiero BBVA Bancomer, S.A. 7,790 2 0 7,792 2014 EUR Mexico 0.25% / 3.79% 1.65% / 1.5% 7,792 0 0 0 0
Banco Nacional de México, S.A. 6,235 0 0 6,235 2014 EUR Mexico 3.40% 1.37% 6,235 0 0 0 0
Banco Santander, S.A. 4,477 0 0 4,477 2014 EUR Mexico 3.37% 1.50% 4,477 0 0 0 0
Sub-total 21,132 4 0 21,136 21,136 0 0 0 0
Intesa Sanpaolo 21,000 151 (74) 21,077 2009 EUR Italy Euribor at 6 months 1.40% 6,651 7,000 7,426 0 0
BNL / Intesa Sanpaolo 5,750 31 (38) 5,743 2011 EUR Italy Euribor at 6 months 1.90% 1,281 1,250 1,500 1,712 0
BNL / Intesa Sanpaolo 3,000 14 0 3,014 2011 EUR Italy Euribor at 6 months 1.70% 3,014 0 0 0 0
Sub-total 29,750 196 (112) 29,834 10,946 8,250 8,926 1,712 0
Made in Lombardy 243 0 0 243 2011 EUR Italy Euribor at 3 months 2.4% 35 35 35 35 103
Unicredito Italiano S.p.A. 600 14 0 614 2014 EUR Italy Euribor at 3 months 5.0% 614 0 0 0 0
Sub-total 843 14 0 857 649 35 35 35 103
HVB 8,000 0 0 8,000 2014 EUR Germany 1.58% 0% 8,000 0 0 0 0
EuroHypo 47 0 0 47 2014 EUR Germany 4.42% 0% 31 16 0 0 0
Hypo Real Estate 1,046 0 0 1,046 2014 EUR Germany 4.25% 0% 161 202 202 202 279
Sub-total 9,093 0 0 9,093 8,192 218 202 202 279
Unicredit Bank 778 10 0 788 2013 EUR China 5.60% 1.68% 788 0 0 0 0
Sub-total 778 10 0 788 788 0 0 0 0
Intesa Sanpaolo 4,615 32 0 4,647 2014 EUR China 6.44% - 3.46% 0% 4,647 0 0 0 0
Unicredit Bank 788 3 0 791 2014 EUR China 5.60% 0% 791 0 0 0 0
Sub-total 5,403 35 0 5,438 5,438 0 0 0 0
Banco de Galicia y Buenos Aires 47 7 0 54 2014 EUR Argentina 19.0% 0% 54 0 0 0 0
Sub-total 47 7 0 54 54 0 0 0 0
TEB (BNL branch) 1,807 65 0 1,872 2012 EUR Turkey 6.0% 0% 1,872 0 0 0 0
Sub-total 1,807 65 0 1,872 1,872 0 0 0 0
BNP Paribas 1,481 0 0 1,481 2014 EUR Brazil 15.60% 0% 1,481 0 0 0 0
Banco Itau 164 0 0 164 2014 EUR Brazil 6.50% 0% 90 74 0 0 0
Caixa Economica Federal 25 0 0 25 2014 EUR Brazil 19.60% 0% 25 0 0 0 0
Sub-total 1,670 0 0 1,670 1,596 74 0 0 0
Total amount 88,566 332 (112) 88,786 68,715 8,577 9,163 1,949 382
Beyond 2016
Note 13.C - BANK BORROWINGS F.I.L.A. GROUP
Description
General information Loan Repayments
Total Year Currency
2017
Country
InterestAmount
2018Principal
Interest
Variable Spread 2015 2016
The account “Financial Liabilities – Other Loans” includes principally financial
liabilities to other lenders of F.I.L.A. S.p.A., concerning BNP Paribas/Safety Kleen for
leasing contracts (Euro 19 thousand) and advances from factoring (Ifitalia -
International Factors S.p.A. – Euro 54 thousand).
“Financial Liabilities – Other Loans” at December 31, 2014 totalled Euro 575 thousand
(Euro 2,077 thousand at December 31, 2013), with the non-current portion totalling
Euro 63 thousand (Euro 84 thousand at December 31, 2013) and the current portion
amounting to Euro 512 thousand at December 31, 2014 (Euro 1,993 thousand at
December 31, 2013).
Details on the timing of financial cash flows and “Bank Financial Liabilities - Other
Lenders” at December 31, 2014 are illustrated in the following table:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
154
Financial Liabilities
Current
Non-Current Financial
Liabilities Guarantees
Granted
Principal Interest Variable Spread 2015 2016 2017
Euro thousands
BNP Paribas (Leasing) 15 0 15 2009 EUR Italy 0.00% 0.00% 15 0 0 None
Safety Kleen Italia S.p.A. (Leasing) 4 0 4 2013 EUR Italy 0.00% 0.00% 2 2 0 None
International Factors S.p.A. (Ifitalia) 54 0 54 2014 EUR Italy Euribor 3 mth. 0.75% 54 0 0 None
Finance Working Capital 48 0 48 2013-2018 EUR USA 4.30% 0% 17 31 0 None
Finance Working Capital 54 0 54 2011 EUR France 0% 0% 24 19 11 None
Finance Working Capital 108 0 108 2014 EUR Italy 4% 0% 108 0 0 None
Finance Working Capital 17 1 18 2014 EUR Argentina 12% 0% 18 0 0 None
Finance Working Capital 252 2 254 2014 EUR Sth. Africa 8% 0% 254 0 0 None
Finance Working Capital 4 0 4 2014 EUR Germany 0% 0% 4 0 0 None
Finance Working Capital 16 0 16 2014 EUR Brazil 12.25% 0% 16 0 0 None
Total amount 572 3 575 512 52 11
General information
Note 13.D - LOANS FROM OTHER LENDERS
Loan Repayments
Amount Interest
Description
Total YearCurren
cyCountry
“Financial Liabilities – Bank Overdrafts” concern the current portion at December 31,
2014 of Euro 1,810 thousand (Euro 118 thousand at December 31, 2013), of Industria
Maimeri S.p.A. (Italy - Euro 1,638 thousand), the subsidiary Fila Stationary O.O.O.
(Russia - Euro 100 thousand) and PT. Lyra Akrelux Limited (Indonesia - Euro 72
thousand).
The breakdown of “Financial Liabilities – Bank Overdrafts” at December 31, 2014 is
outlined below:
General information Loan Repayments
Amount Cur. Fin. Liabilities
Principal Variable Spread 2015
Euro thousands
Various Credit Institutions 1,638 1,638 2014 EUR Italy Euribor 3 mth. 2.25% 2.6% 1,638 None
Bank BCA 72 72 2014 EUR Indonesia 12.00% 0% 72 None
Various Credit Institutions 100 100 2014 EUR Russia 2.60% 0% 100 None
Total amount 1,810 1,810 1,810
Note 13.E - BANK OVERDRAFTS
Interest
Description
Guarantees
GrantedTotal Year Currency Country
� Note 14 - Employee Benefits
The F.I.L.A. Group companies guarantee post-employment benefits for employees,
both directly and through contributions to external funds.
The means for accruing these benefits varies according to the legal, fiscal and economic
conditions of each State in which the Group operates. These benefits are based on
remuneration and years of employee service.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
155
The benefits recognised to employees of the Parent Company F.I.L.A. S.p.A. concern
salary-based Post-Employment Benefits, governed by Italian legislation and in
particular Article 2120 of the Italian Civil Code. The amount of these benefits is in line
with the contractually-established compensation agreed between the parties on hiring.
The Post-Employment Benefit Provision matured at December 31, 2006 is considered a
defined benefit plan as per IAS 19. The benefits guaranteed to employees, under the
form of the Post-Employment Benefit Provision, paid on the termination of
employment, are recognised in the period the right matures. The relative liability is
based on actuarial assumptions and the effective payable matured and not settled at the
reporting date. The discounting process, based on demographic and financial
assumptions, is undertaken applying the “Projected Unit Credit Method” by
professional actuaries.
The Post-Employment Benefits matured since January 1, 2007 are considered a defined
contribution plan and therefore contributions matured in the period were fully
recognised as a cost and recorded as a payable in the account “Other Current
Liabilities”, after the deduction of any contributions already paid.
The other Group companies, particularly Omyacolor S.A. (France), Dixon Ticonderoga
Company (U.S.A.) and Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico), guarantee post-
employment benefits, both through defined contribution plans and defined benefit
plans.
In the case of defined contribution plans, the Group companies pay the contributions to
public or private insurance institutions based on legal or contractual obligations, or on a
voluntary basis. With the payment of contributions the companies fulfil all of their
obligations. The cost is accrued based on employment rendered and is recorded under
labour costs.
The defined benefit plans may be unfunded, or they may be partially or fully funded by
the contributions paid by the company, and sometimes by its employees to a company
or fund, legally separate from the company which provides the benefits to the
employees. The funds provide for a fixed contribution by the employees and a variable
contribution by the employer, necessary to at least satisfy the funding requirements
established by law and regulation in the individual countries.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
156
Finally, the Group recognises to employees other long-term benefits, generally issued
on the reaching of a fixed number of years of service or in the case of invalidity. In this
instance the value of the obligation recognised to the financial statements reflects the
probability that the payment will be issued and the duration for which payment will be
made. The value of these funds are calculated on an actuarial basis, utilising the
“projected unit credit” method.
The amounts at December 31, 2014 were as follows:
Note 14.A -POST-EMPLOYMENT BENEFITS ITALY (“TFR”) AND OTHER EMPLOYEE BENEFITS
Euro thousands
Post-employment
benefits (Italy)Other Employee benefits
Total Amount
December 31, 2013 1,977 1,870 3,847
Disbursements (440) (1,507) (1,947)
of which Amount in Year from Change in Consolidation Scope (283) (135) (418)
Financial Charges 75 109 184
of which Amount in Year from Change in Consolidation Scope 16 0 16
Past Service Cost 0 51 51
Pension Cost for Service 0 1,528 1,528
of which Amount in Year from Change in Consolidation Scope 0 135 135
IAS 19 Reserve 281 40 321
of which Amount in Year from Change in Consolidation Scope 64 0 64
Effect Increase in Consolidation Scope 924 0 924
Translation differences 0 83 83
Other changes (38) (28) (66)
December 31, 2014 2,779 2,146 4,925
Change in year 802 276 1,078
The “Actuarial Losses” for 2014 totalled Euro 321 thousand, recognised net of the
fiscal effect directly to equity.
The following table outlines the amount of employee benefits, broken down by funded
and unfunded by assets in service of the plan over the last two years:
1. Obligations for Employee Benefits
31-12-2014 31-12-2013
Present Value of Obligations Not Covered by Assets to Service Plan 2,779 1,977
2,779 1,977
Present Value of Obligations Covered by Assets to Service Plan 3,868 3,497
Fair value of Plan Assets Relating to the Obligations (1,722) (1,627)
2,146 1,870
Total amount 4,925 3,847
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
157
The financial assets at December 31, 2014 invested by the F.I.L.A. Group to cover
financial liabilities arising from “Employee Benefits” amount to Euro 1,722 thousand
(Euro 1,627 thousand at December 31, 2013) and relating to Dixon Ticonderoga
Company (U.S.A. – Euro 1,097 thousand) and F.I.L.A.-Dixon, S.A. de C.V. (Mexico –
Euro 625 thousand). The financial investments have an average yield of 5.5% on
invested capital (equally broken down between investments in the “Ticket PFG” fund
and investments in guaranteed yield contracts). The “structure” of financial
investments at December 31, 2014 did not change on the previous year.
The table below highlights the net cost of employee benefit components recognised to
the income statement in 2014 and 2013:
2. Cost Recognised in Income Statement
31-12-2014 31-12-2013
Pension Cost for Service (1,579) (1,331)
Financial Charges (184) (106)
Cost Recognised in Income Statement (1,763) (1,437)
The principal actuarial assumptions used for the estimate of the post-employment
benefits were the following:
3. Main Actuarial Assumptions at Reporting Date (average values)
31-12-2014 31-12-2013
Annual Technical Discounting Rate 4.1% 5.8%
Increase Cost of Living 4.4% 3.5%
Future Increase in Salaries 2.4% 2.3%
Future Increase in Pensions 2.0% 1.8%
Details of the financial cash flows of employee benefits at December 31, 2014 are
illustrated in the table below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
158
Amount 2015 2016 2017 2018 Beyond 2018
Euro thousands
2,779 180 153 113 110 2,223
Other Employee Benefits 2,146 176 158 19 1 1,793
Total amount 4,925
Note 14.B EMPLOYEE BENEFITS: TIMING CASH FLOWS
Nature
Post-employment benefits Italy (TFR)
Timing cash flows
� Note 15 - Provision for Risks and Charges
The “Provision for Risks and Charges” amounts at December 31, 2014 to Euro 993
thousand (Euro 2,947 thousand at December 31, 2013), of which Euro 731 thousand
(Euro 565 thousand at December 31, 2013) concerning the non-current portion and
Euro 262 thousand (Euro 2,382 thousand at December 31, 2013) concerning the current
portion.
Euro thousands
Risks Provisions
for Tax Disputes
Risks Provisions
for Legal Disputes
Provisions cover
Losses in Associates
Provisions for
Agents
Restructuring
Provisions
Other
Provision
s
Amount
Amount
Effect change in consolidation
scope
December 31, 2013 39 96 0 504 1,913 395 2,947 0
non-current portion 0 0 0 464 0 101 565 0
current portion 39 96 0 40 1,913 294 2,382 0
December 31, 2014 51 67 0 686 0 189 993 96
non-current portion 0 0 0 646 0 85 731 96
current portion 51 67 0 40 0 104 262 0
Change in year 11 (29) 0 182 (1,914) (207) (1,954) 96
non-current portion 0 0 0 182 0 (16) 166 96
current portion 12 (29) (0) 0 (1,913) (190) (2,120) 0
Note 15A - PROVISION FOR RISKS AND CHARGES
The movement in the account “Provision for Risks and Charges” at December 31, 2014
was as follows:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
159
Euro thousands
Risks Provisions for
Tax Disputes
Risks Provisions
for Legal Disputes
Provisions for
Agents
Restructuring
Provisions
Other
Provisions
Total Amount
December 31, 2013 39 96 504 1,913 395 2,947
Utilisation of Provisions 0 (80) (44) (2,120) (361) (2,606)
Provisions Accrued 11 20 59 0 173 263
of which Amount in Year from Change in Consolidation Scope 0 0 5 0 0 5
Discounting 0 0 72 0 0 72
of which Amount in Year from Change in Consolidation Scope 0 0 8 0 0 8
Effect Increase in Consolidation Scope 0 0 96 0 0 96
Exchange Differences 0 0 0 207 13 220
December 31, 2014 51 36 686 0 220 993
Change in year 11 (60) 183 (1,914) (175) (1,953)
Note 15.B PROVISION FOR RISKS AND CHARGES: CHANGES IN YEAR
� Risk Provisions for Tax Disputes:
this provision represents the best estimate by management and the tax
consultants of liabilities, principally concerning a tax assessment of F.I.L.A.
S.p.A. by the public tax departments concerning financial year 2004 and relating
to direct and indirect taxes (Euro 51 thousand).
� Legal Dispute Provisions:
this provision represents the best estimate by management of liabilities to be
discharged concerning:
• legal proceedings arising from ordinary operating activities;
• legal proceedings concerning disputes with employees or former employees
and agents.
The account at December 31, 2014 concerns the subsidiary Omyacolor S.A.
(France) for Euro 20 thousand and the Parent Company F.I.L.A. S.p.A. for Euro
16 thousand.
� Provisions for Agents:
the provision for agents concerns the agent supplementary indemnity provision
in place at December 31, 2014 of the Parent Company F.I.L.A. S.p.A. (Italy –
Euro 526 thousand) and of Industria Maimeri S.p.A. (Italy – Euro 120
thousand). The “Actuarial profit/Loss” for 2014 amounts to Euro 72 thousand.
The actuarial changes in the year, net of the tax effect, are recognised directly to
equity.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
160
� Restructuring Provisions:
the restructuring provision, established in 2013, concerns the restructuring of
Beijing F.I.L.A.-Dixon Stationery Company Ltd. (China) operations. This
provision was completely utilised in the current year.
At December 31, 2014, no further allocations were made, according to the
available information to local management and contemporaneously restructuring
charges were recognised in the year, not covered by the provision at December
31, 2013, for Euro 310 thousand.
The current 2014 restructuring costs relate to the higher labour costs and the
transfer cost of operations from Beijing to Kunshan, both concerning the
extended transfer time of the production site.
The reorganisation process has to date resulted in 621 departures, in line with
the 2013 estimates.
� Other provisions:
the provision at December 31, 2014 principally reflects the best estimate of
environmental reclamation charges concerning the subsidiary Dixon
Ticonderoga Company (U.S.A. – Euro 82 thousand), following the activities
undertaken in the US in the period after the acquisition by F.I.L.A. S.p.A..
Reclamation times and estimates are revised on an ongoing basis by
management until completion.
No further disposal and environmental reclamation costs are expected following the
reorganisation process involving the F.I.L.A. Group sites.
In order to establish the best estimate of the potential liability, each F.I.L.A. Group
company assesses legal proceedings individually to estimate the probable losses which
generally derive from similar events. The best estimate considers, where possible and
necessary, the opinion of legal consultants and other experts, the prior experience of the
company, in addition to the intention of the company itself to undertake further actions
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
161
in each case. The present provision in the F.I.L.A. Group consolidated financial
statements concerns the sum of individual allocations made by each Group company.
Details on the timing of financial cash flows and “Provisions for risks and charges” at
December 31, 2014 (Euro 993 thousand) are illustrated in the following table:
2015 2016 2017 2018 Beyond 2018
Euro thousands
Provisions for Tax Disputes
Tax Assessments 51 0 0 51 0 0 0 0
Provisions for Legal Disputes
Appeal against Sentence 67 0 0 67 0 0 0 0
Provisions for Agents
Agents’ Supplementary Indemnity Provision 686 646 2.00% 40 50 50 50 496
Other Provisions
Other Provisions for Risks and Charges 173 0 0 88 50 35 0 0
Liquidation Costs Maimeri U.S.A. 16 0 0 16 0 0 0 0
Total amount 993 262 100 85 50 496
Note 15.C PROVISIONS FOR RISKS AND CHARGES: CASH FLOWS
Nature AmountActuarial Value
Year 2014
Discount Rate Applied for
Actuarial Value
Timing cash flows
� Note 16 - Deferred tax liabilities
The account amounts to Euro 5,825 thousand (Euro 6,004 thousand at December 31,
2013).
Note 16.A CHANGES IN DEFERRED TAX LIABILITIES
Euro thousands
December 31, 2013 6,004
Provisions 96
Utilisations (611)
of which Amount in Year from Change in Consolidation Scope (112)
Effect Increase in Consolidation Scope 231
Change in Equity 105
of which Amount in Year from Change in Consolidation Scope 22
December 31, 2014 5,825
Change in year (179)
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
162
The balance at December 31, 2014 principally includes deferred taxes calculated on
“Intangible Assets” and “Property, Plant and Equipment”, in addition to other
differences between tax values and carrying amounts.
Euro thousands 2014 Increase in
Consolidation Scope
2013 2014 2013 2014 2013
Deferred tax liabilities relating to:
Inventory (PPA Mexico) 0 201 (201) (631) 0 0Intangible Assets 2.988 231 2.613 144 (1.180) 0 0
Property, Plant and Equipment 1.532 1.275 257 227 0 0Personnel - IAS 19 108 32 180 (29) (104) (17)Dividends planned F.I.L.A. Group - IAS 12 136 137 (1) (586) 0 0Translation reserve difference 209 936 (936) 1.529 209 (876)Other 852 810 42 (1) 0 0
Total deferred tax liabilities 5.825 231 6.004 (515) (671) 105 (893)
NOTE 16.B - BREAKDOWN OF DEFERRED TAX LIABILITIES
Balance Sheet Values Income Statement Equity
The deferred tax provisions principally concern the Parent Company F.I.L.A. S.p.A.
(Italy – Euro 1,545 thousand), mainly within the “Property, Plant and Equipment”
category and Dixon Ticonderoga Company (U.S.A. – Euro 2,003 thousand) and Lycin
Mercantil Industrial Ltd (Brazil – Euro 636 thousand), principally concerning the
“Intangible Assets – Goodwill” category.
At December 31, 2014, deferred taxes charges were recorded in the income statement of
Euro 515 thousand and in equity of Euro 105 thousand, this latter concerning “Actuarial
Profits/Losses” under IAS 19 for “Post-Employment Benefits and Employee Benefit
Programmes”, in addition to the translation differences recognised on equity items of
Euro 209 thousand.
The expected timeframes for the reversal of deferred taxes is reported in the table
below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
163
Balance Sheet Values
Euro thousands December 31, 2014 2015 2016 2017 2018Beyond
2018
Deferred tax liabilities relating to:
Intangible Assets 2,988 250 250 250 250 1988
Property, Plant and Equipment 1,532 100 100 100 100 1132
Personnel - IAS 19 108 50 58 0 0 0
Dividends planned F.I.L.A. Group - IAS 12 136 136 0 0 0 0
Translation reserve difference 209 100 109 0 0 0
Other 852 150 150 150 150 252
Total deferred tax liabilities 5,825 786 667 500 500 3,372
NOTE 16.C - REVERSAL YEAR OF DEFERRED TAX LIABILITIES
Expiry Date
The amount of deferred taxes that are estimated to reverse to the income statement
within 12 months at the reporting date total Euro 1,645 thousand.
� Note 17 - Provisions for Risks and Charges
The “Provision for Risks and Charges” at December 31, 2014 totalled Euro 262
thousand (Euro 2,382 thousand at December 31, 2013) and concern the current portion
of the “Provisions for Risks and Charges”.
Reference should be made to “Note 15 – Provisions for Risks and Charges” for greater
details.
� Note 18 – Current Tax Payables
The account “Current Tax Payables” concerns current tax payables, totalling Euro
2,536 thousand at December 31, 2014 (Euro 1,362 thousand at December 31, 2013),
relating to the F.I.L.A. Group companies.
� Note 19 - Trade and Other Payables
The breakdown of “Trade and Other Payables” of the F.I.L.A. Group is reported below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
164
Euro thousands December 31, 2014 December 31, 2013 Change in year Effect change in consolidation scope
Trade Payables 36,968 23,035 13,933 2,613
Tax Payables 3,839 3,538 301 59
Other Payables 7,442 5,603 1,839 1,952
Accrued Liabilities & Def.Income 630 395 235 -
Third parties 48,879 32,571 16,308 4,624
Trade Payables - Associates 205 0 205 0
Associates 205 0 205 0
Trade payables - Subsidiaries 0 4 (4) 0
Subsidiaries 0 4 (4) 0
Total amount 49,084 32,575 16,509 4,624
Note 19.A TRADE AND OTHER PAYABLES
“Trade and Other Payables” at December 31, 2014 amounted to Euro 49,084 thousand
(Euro 32,575 thousand at December 31, 2013).
The increase in “Trade Payables” (Euro 16,509 thousand) is due in part to the expanded
consolidation scope (Euro 4,624 thousand), in addition to increased Group revenue.
The breakdown of trade payables by region is reported below:
Euro thousandsDecember 31, 2014 December 31, 2013 Change in year
Effect change in consolidation
scope
Europe 20,763 12,937 7,826 2,613
North America 5,470 3,409 2,061 0
Central/South America 3,729 2,324 1,406 0
Rest of the World 7,006 4,365 2,641 0
Third parties 36,968 23,035 13,933 2,613
Note 19.B TRADE PAYABLES THIRD PARTIES - REGIONAL BREAKDOWN
The carrying amount of trade payables at the reporting date approximates their “fair
value”.
The trade payables reported above are due within 12 months.
The account “Tax Payables” to third parties amounts to Euro 3,839 thousand at
December 31, 2014 (Euro 3,538 thousand at December 31, 2013), of which Euro 2,696
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
165
thousand VAT payables and Euro 1,143 thousand concerning tax payables other than
current taxes. VAT payables principally concern the Mexican subsidiary (Euro 1,936
thousand) and the Chinese subsidiary (Euro 410 thousand).
“Other Tax Payables” concern employee withholding taxes arising in December 2014
and paid in January 2015 and principally relating to the Mexican subsidiary (Euro 316
thousand), the Parent Company (Euro 311 thousand) and the French subsidiary (Euro
110 thousand).
“Other Payables” amount to Euro 7,442 thousand at December 31, 2014 and principally
include:
� employee salary payables of Euro 4,032 thousand (Euro 2,561 thousand at
December 31, 2013);
� social security contributions to be paid of Euro 1,874 thousand (Euro 1,876
thousand at December 31, 2013);
� payables for agent commissions of Euro 199 thousand (Euro 218 thousand at
December 31, 2013).
The carrying amount of “Tax Payables”, “Other Payables” and “Accrued Liabilities and
Deferred Income” at the reporting date approximate their fair value.
� Note 20 – Operating Revenue
Operating revenue in 2014 amounted to Euro 233,585 thousand (Euro 218,864
thousand in 2013).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
166
Revenue was broken down as follows:
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Revenue from Sales and Service 248,207 232,639 15,567 9,874
Adjustments on Sales (14,622) (13,776) (846) (182)
Returns on Sales (7,370) (6,653) (717) (75)
Discounts, Allowances and Premiums (7,252) (7,123) (129) (107)
Total amount 233,585 218,864 13,875 9,692
Note 20.A OPERATING REVENUE
The breakdown of revenue by end customer location is reported in the following table:
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Europe 111,011 100,220 10,791 9,482
North America 62,874 62,417 457 0
Central/South America 50,592 47,496 3,096 0
Rest of the World 9,108 8,731 377 210
Total amount 233,585 218,864 14,721 9,692
Note 20.B OPERATING REVENUE
� Note 21 – Other Revenue and Income
The account other income relates to ordinary operations and does not include the sale of
goods and provision of services.
“Other Revenue and Income” in 2014 amounted to Euro 3,817 thousand (Euro 3,291
thousand in 2013).
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Gains on Sale of Property, Plant and Equipment 42 22 19 0
Unrealised Exchange Gains on Commercial Transactions 1,467 312 1,155 9
Realised Exchange Gains on Commercial Transactions 1,076 1,165 (89) 2
Other Revenue and Income 1,232 1,792 (560) 28
Total amount 3,817 3,291 526 39
Note 21 – OTHER REVENUE AND INCOME
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
167
“Other Revenue and Income” mainly includes:
� commissions from Dixon Ticonderoga brand sales by a wholesaler to one of the
major American distributors for Euro 284 thousand;
� sale of production waste for Euro 579 thousand, concerning Beijing F.I.L.A.-
Dixon Stationery Company Ltd. and Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico).
� Note 22 - Costs for Raw Materials, Ancillary, Consumables and Goods
The account includes all purchases of raw materials, semi-processed products, transport
for purchases, goods and consumables for operating activities.
The breakdown is provided below:
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Raw materials, Ancillary, Consumables and Goods (85,475) (72,462) (13,012) (4,911)
Shipping Expenses on Purchases (5,838) (4,727) (1,111) (20)
Packaging (1,831) (1,491) (340) (3)
Import Charges and Customs Duties (2,668) (2,150) (518) 0
Other Accessory Charges on Purchases (5,948) (5,218) (730) (38)
Adjustments on Purchases 46 140 (94) (0)
Returns on Purchases 0 117 (117) 0
Discounts, Allowances and Premiums 46 22 23 (0)
Total amount (101,716) (85,908) (15,808) (4,972)
Note 22 - COSTS FOR RAW MATERIALS, ANCILLARY, CONSUMABLES AND GOODS
The increase in the account is mainly due to the sourcing of raw materials, ancillary,
consumables and goods by the Parent Company, by the subsidiary Dixon Ticonderoga
Co. (U.S.A), by Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) and due to the
incorporation of the subsidiary Industria Maimeri S.p.A. (Italy). The movement in the
account is in line with the revenue performance and follows also management’s strategy
to increase inventories at year-end to meet future sales forecasts.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
168
The increase in “Import Charges and Customs Duties” on 2013 (Euro 518 thousand) is
in line with the movements in “Purchases of Raw Materials, Ancillary, Consumables
and Goods”.
“Other Accessory Charges and Other Raw Material, Consumable and Goods
Purchases” include all accessory charges concerning purchases made, such as
outsourcing and consortium contributions. The increase in 2014 principally relates to
the Parent Company.
Non-recurring transport costs totalled Euro 100 thousand (Beijing F.I.L.A.-Dixon
Stationery Company - China) for the transfer of the Chinese production base.
The increases in inventories at December 31, 2014 totalled Euro 10,764 thousand, of
which:
• increase of “Raw Materials, Ancillary, Consumables and Goods” for Euro 5,133
thousand (increase of Euro 741 thousand in 2013);
• increase in “Contract Work-in-Progress and Semi-Finished products” of Euro
1,323 thousand (increase of Euro 475 thousand in 2013);
• increase in “Finished Products” of Euro 4,308 thousand (decrease of Euro 7,400
thousand in 2013).
� Note 23 - Service Costs and Rent, Leases and Similar Costs
“Service Costs and Rent, Leases and Similar Costs” amounted in 2014 to Euro 57,655
thousand (Euro 50,850 thousand in 2013).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
169
Services costs are broken down as follows:
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Sundry services (5,452) (5,040) (412) (107)
Transport (8,290) (8,240) (50) (97)
Warehousing (589) (356) (233) (150)
Maintenance (2,866) (2,037) (829) (94)
Utilities (4,017) (3,391) (626) (114)
Consulting (7,093) (4,277) (2,816) (426)
Directors and Statutory Auditors Fees (3,197) (2,354) (843) (245)
Advertising, Promotions, Shows and Fairs (3,985) (3,382) (603) (47)
Cleaning (323) (314) (9) (8)
Bank Charges (845) (840) (4) (62)
Agents (5,373) (4,950) (423) (363)
Sales representatives (2,109) (1,724) (385) (122)
Sales Commissions (5,947) (5,936) (12) 0
Insurance (1,251) (1,160) (91) (43)
Other Service Costs (539) (1,109) 570 (21)
Hire Charges (3,709) (3,831) 122 (245)
Rental (701) (604) (97) (58)
Operating Leases (941) (891) (49) 0
Royalties and Patents (428) (412) (16) (205)
Total amount (57,655) (50,850) (6,805) (2,409)
Note 23 - SERVICE COSTS AND RENT, LEASES AND SIMILAR COSTS
In 2014, non-recurring service costs amounted to Euro 4,513 thousand, exclusively
relating to extraordinary projects in progress at the F.I.L.A. Group. This movement
principally concerns “Consultancy” for the following companies: F.I.L.A. S.p.A. (Italy
– Euro 4,187 thousand), Omyacolor S.A. (France – Euro 20 thousand), Lyra KG
(Germany – Euro 27 thousand), Beijing F.I.L.A.-Dixon Stationery Company (China –
Euro 14 thousand), Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico – Euro 27 thousand),
Dixon Ticonderoga Co. (U.S.A. – Euro 99 thousand), Industria Maimeri (Italy – Euro
122 thousand) and Fila Dixon Stationery (Kunshan) Co., Ltd. (China – Euro 17
thousand).
The movement on the previous year, in addition to that described, stems mainly from
“Advertising, Promotions, Shows and Trade Fairs” (Euro 603 thousand), principally
incurred by the Parent Company, by Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico), by
the subsidiary Omyacolor S.A. (France), F.I.L.A. S.p.A. and by Dixon Ticonderoga Co.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
170
(U.S.A.), in addition to the account “Directors and Statutory Auditors Remuneration”
(Euro 843 thousand), almost exclusively concerning F.I.L.A. S.p.A..
� Note 24 – Other Costs
“Other Costs” in 2014 totalled Euro 4,947 thousand (Euro 5,641 thousand in 2013).
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Unrealised Exchange Losses on Commercial Transactions (1,795) (818) (977) 0
Realised Exchange Losses on Commercial Transactions (1,578) (1,696) 118 (8)
Other Operating Charges (1,574) (1,171) (403) (11)
Provisions for Risks and Other Provisions 0 (1,956) 1,956 0
Total amount (4,947) (5,641) 694 (19)
Note 24 – OTHER COSTS
“Other Operating Costs” of Euro 1,574 thousand principally concern the subsidiary
Beijing F.I.L.A.-Dixon Stationery Company (China – Euro 669 thousand), the
subsidiary Dixon Ticonderoga Co. (U.S.A. – Euro 343 thousand), the subsidiary Lyra
KG (Germany – Euro 221 thousand), the Parent Company F.I.L.A. S.p.A. (Italy – Euro
153 thousand), the subsidiary Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico – Euro 25
thousand) and the subsidiary Omyacolor S.A. (France – Euro 20 thousand); the account
mainly relates to tax charges other than income taxes, such as municipal taxes on
property, registration taxes and other indirect taxes, in addition to gifts and promotional
items.
� Note 25 – Labour Costs
“Labour Costs” include all costs and expenses incurred for employees.
These costs are broken down as follows:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
171
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Wages and Salaries (36,297) (31,517) (4,780) (1,940)
Social Security Charges (9,547) (8,245) (1,303) (628)
Post-Employment Benefits (1,579) (1,331) (248) (135)
Other Personnel Expenses (1,405) (1,112) (293) (161)
Total amount (48,829) (42,205) (6,624) (2,865)
Note 25 – LABOUR COSTS
The movements in F.I.L.A. Group labour costs concern, in addition to the consolidation
of Industria Maimeri S.p.A., the workforces of Grupo F.I.L.A.-Dixon, S.A. de C.V.
(Mexico) and Fila Dixon Stationery (Kunshan) Co., Ltd. (China), particularly in terms
of skilled workers at the production facilities, in addition to standard wage increases.
Non-recurring F.I.L.A. Group labour costs totalled Euro 591 thousand, of which Beijing
F.I.L.A.-Dixon Stationery Company (China – Euro 212 thousand) concerning the
transfer of the Chinese production base, Omyacolor S.A. (France – Euro 27 thousand)
and Dixon Ticonderoga Co. (U.S.A. – Euro 167 thousand), Industria Maimeri S.p.A.
(Italy – Euro 180 thousand) and Lyra KG (Germany – Euro 5 thousand) for
restructuring.
The F.I.L.A. Group workforce at December 31, 2014 numbered 2,842 FTE compared to
2,401 at December 31, 2013.
The increase principally concerns the expanded workforce, particularly in terms of the
skilled worker category at the subsidiary Grupo F.I.L.A. –Dixon, S.A. de C.V. (Mexico
– 86 employees) and the subsidiary Fila Dixon Stationery (Kunshan) Co., Ltd. (China)
following the transfer of the production base (236 employees). The workforce
increased following the incorporation of the subsidiary Industria Maimeri S.p.A. (Italy -
72 employees) and the subsidiary FILA Cartorama S.A. PTY Ltd (South Africa – 8
employees).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
172
The following table reports the breakdown of the F.I.L.A. Group workforce at
December 31, 2014 and 2013.
-
500
1,000
1,500
2,000
2,500
3,000
Europe North America Central/South
America
Rest of World F.I.L.A. Group
2014 515 103 1,286 938 2,842
2013 435 92 1,187 687 2,401
Personnel F.I.L.A. Group
and the breakdown and movement by worker category:
Manager White-collar Blue-collar Total
Total at 31/12/2013 63 677 1,661 2,401
Increases 9 219 1,035 1,263
Decreases (14) (186) (622) (822)
Total at 31/12/2014 58 710 2,074 2,842
Restructuring Departures (10) (37) (574) (621)
PERSONNEL
Restructuring departures concern the transfer of the Chinese production base. For
further details, reference should be made to the “F.I.L.A. Group consolidated financial
statements”: Note 15: Provision for risks and charges”.
The average number of employees of the companies in the consolidation scope, by
category, is as follows:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
173
Average headcount Manager White-collar Blue-collar Total
Total at 31/12/2013 62 664 1,721 2,446
Total at 31/12/2014 55 752 2,010 2,816
PERSONNEL
The turn-over was affected by the restructuring of the workforce, principally in terms of
the blue-collar category.
� Note 26 – Amortisation and Depreciation
Amortisation and depreciation in 2014 and 2013 is reported below:
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Depreciation of Property, Plant and Equipment (4,139) (4,470) 331 (72)
Amortisation of Intangible Assets (1,559) (1,563) 5 (33)
Total amount (5,698) (6,033) 336 (104)
Note 26 – AMORTISATION AND DEPRECIATION
For further details, reference should be made to “Note 1 – Intangible Assets” and “Note
2 – Property, Plant and Equipment”.
No impairments were recognised in the year.
� Note 27 – Write-Downs
The write-downs in 2014 and 2013 are reported below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
174
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Write-down Property, Plant and Equipment (48) (8) (41) (22)
Doubtful Debt Provision (296) (1,032) 736 (4)
Total amount (344) (1,039) 695 (26)
Note 27 – WRITE-DOWNS
Trade receivable provisions principally concern the Parent Company F.I.L.A. S.p.A.
(Italy), following a solvency assessment.
� Note 28 – Financial Income
Financial income, together with the comment on the main changes on the previous year,
was as follows:
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Interest on Bank Deposits 53 56 (4) 1
Other Financial Income 110 108 3 0
Unrealised Exchange Gains on Financial Transactions 226 106 121 6
Realised Exchange Gains on Financial Transactions 200 371 (172) 0
Total amount 589 641 (52) 7
Note 28 - FINANCIAL INCOME
“Other Financial Income” mainly includes interest from short-term investments of
excess liquidity by the Brazilian subsidiary (Euro 34 thousand), by the Mexican
subsidiary (Euro 26 thousand) and by the Swedish subsidiary (Euro 16 thousand) in
2014.
� Note 29 - Financial Charges
Financial charges, together with the comment on the main changes on the previous
year, were as follows:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
175
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Interest on Bank Overdrafts (278) (272) (6) (71)
Interest on Bank Loans (3,504) (4,088) 584 (5)
Interest to Other Lenders (7) (4) (3) (5)
Other Financial Charges (729) (645) (85) (24)
Unrealised Exchange Losses on Financial Transactions (516) (681) 165 (12)
Realised Exchange Losses on Financial Transactions (50) (420) 370 0
Total amount (5,084) (6,109) 1,025 (117)
Note 29 - FINANCIAL CHARGES
“Bank Loan Interest” includes Euro 693 thousand of interest incurred on the loans
granted by Intesa Sanpaolo and Banca Nazionale del Lavoro to the Parent Company
F.I.L.A. S.p.A.. The remaining interest charges principally concern the subsidiary
Grupo F.I.L.A.-Dixon, S.A. de .V. (Mexico – Euro 1,382 thousand), the subsidiary
Dixon Ticonderoga Company (U.S.A – Euro 426 thousand), the subsidiary Lyra KG
(Germany – Euro 205 thousand) and the subsidiary Beijing F.I.L.A.-Dixon Stationery
Company Limited (China – Euro 111 thousand) following loans undertaken locally
(reference should be made to Note 13 for the breakdown of loans).
� Note 30 - Foreign Currency Transactions
Exchange differences on financial and commercial transactions in foreign currencies in
2014 are reported below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
176
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Unrealised Exchange Gains on Commercial Transactions 1,467 312 1,155 9
Realised Exchange Gains on Commercial Transactions 1,076 1,165 (89) 2
-
Unrealised Exchange Losses on Commercial Transactions (1,795) (818) (977) -
Realised Exchange Losses on Commercial Transactions (1,578) (1,696) 118 (8)
Total exchange differences on commercial transactions (830) (1,039) 207 3
Unrealised Exchange Gains on Financial Transactions 226 106 121 6
Realised Exchange Gains on Financial Transactions 200 371 (172) -
0
Unrealised Exchange Losses on Financial Transactions (516) (681) 165 (12)
Realised Exchange Losses on Financial Transactions (50) (420) 370 -
Total exchange differences on financial transactions (140) (623) 484 (6)
Total net value of exchange differences (970) (1,662) 690 (3)
Note 30 - FOREIGN CURRENCY TRANSACTIONS
Exchange differences in 2014 principally arose from the movement of local currencies
(principally the US Dollar, the Canadian Dollar and the respective South American
currencies) against the Euro, in addition to the movement in the year of assets and
liabilities in foreign currencies, following commercial and financial transactions.
� Note 31 – Income/Charges from Investments Valued at Equity
“Income/Charges from Investments Valued at Equity” total Euro 443 thousand (Euro
337 thousand in 2013) and exclusively concern the adjustment of the share of the 2014
result of the associated company Writefine Products Private Limited (India) on the basis
of the stake held by F.I.L.A. S.p.A. in the year.
� Note 32 - Income Taxes
These amounted to Euro 8,243 thousand in 2014 (Euro 7,433 thousand in 2013) and
concern current taxes for Euro 9,714 thousand (Euro 8,152 thousand in 2013) and net
deferred tax income of Euro 1,471 thousand (Euro 719 thousand in 2013).
� Note 32.A – Current Income Taxes
The breakdown is as follows.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
177
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Current Income Taxes - Italy (2,307) (1,723) (585) (96)
Current Income Taxes - Foreign (7,406) (6,429) (977) (95)
Total amount (9,714) (8,152) (1,562) (192)
Note 32.A INCOME TAXES
Current Italian taxes concern F.I.L.A. S.p.A. (Euro 2,211 thousand) and Industria
Maimeri S.p.A. (Euro 96 thousand).
The breakdown of current overseas taxes is attached.
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope
at December 31,
2014
Omyacolor S.A. (France) (981) (782) (199) -
F.I.L.A. Hispania S.L. (Spain) (492) (375) (117) -
Dixon Ticonderoga Company (U.S.A.) (3,288) (2,792) (496) -
FILALYRA GB Ltd. (United Kingdom) (121) (94) (28) -
Beijing F.I.L.A.-Dixon Stationery Company Limited (China) 31 (682) 713 -
Dixon Ticonderoga Inc. (Canada) (158) (43) (115) -
Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico) (1,952) (1,250) (702) -
FILA Argentina S.A. (Argentina) (194) (155) (39) -
PT. Lyra Akrelux (Indonesia) (41) (82) 42 -
Lyra GmbH & Co. K.G. (Germany) (24) (20) (4) -
Lyra Scandinavia AB (Sweden) (42) (119) 77 -
Licyn Mercantil Industrial Ltda (Brazil) (49) (35) (15) -
Fila Hellas SA (Greece) (95) 0 (95) (95)
Total amount (7,406) (6,429) (977) (95)
Note 32.A.1 INCOME TAXES
The other F.I.L.A. Group companies not presented in “Note 32.A.1 – Income Taxes”
did not report taxes in the current year in line with the respective local tax regulations.
� Note 32.B – Deferred Taxes
The breakdown is provided below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
178
Euro thousands
2014 2013 Change 2013 - 2014
Effect change in
consolidation scope at
December 31, 2014
Deferred Tax Liabilities 515 671 (156) (112)
Deferred Tax Assets 955 49 906 21
Total amount 1,470 719 750 (91)
Note 32.B DEFERRED TAX INCOME AND CHARGES
The overall tax effects in the year, compared to the previous year, are reported below.
Euro thousands
2014 % 2013 %
Pre-Tax Consolidated Result of the F.I.L.A. Group 24,925 20,987
Result of Companies of the F.I.L.A. Group not subject to Current Inc. Taxes 1,495 694
Consolidation Effect of the F.I.L.A. Group - Before Income Taxes 3,637 4,803
Theoretical Tax Base 30,057 26,484
Total current income taxes in accounts (9,714) 32.32% (8,152) 30.78%
Deferred Tax Asset in Year on Temporary Differences 956 671
Deferred Tax Liability in Year on Temporary Differences 515 48
Total deferred tax income & charges in accounts 1,471 -4.89% 719 -2.71%
Total income taxes in accounts (8,243) 27.42% (7,433) 28.07%
Note 32.C TOTAL INCOME TAXES IN YEAR
The “Total taxes recognised to the income statement” of Euro 8,243 thousand represent
the average effective tax rate for the F.I.L.A. Group of 27.42%, reducing slightly
(0.65%) on the previous year.
Current tax levels increased, principally at F.I.L.A. S.p.A. (Italy – Euro 261 thousand)
and mainly due to the reduced level of tax deductions in the year and at Dixon
Ticonderoga Company (U.S.A. – Euro 398 thousand), essentially due to the higher tax
rate on assessable income and the conclusion of the tax benefit deriving from prior tax
losses.
However, thanks to the deferred tax benefit, the Group effective tax rate was lower than
the previous year.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
179
Business Combinations
a) Industria Maimeri S.p.A.
On March 26, 2014, F.I.L.A. S.p.A. acquired 51% of Industria Maimeri S.p.A. for
consideration of Euro 206 thousand.
On March 31, 2014, Industria Maimeri S.p.A. acquired the business unit of Maimeri
S.p.A. for Euro 1,793 thousand, recognising Goodwill of Euro 2,066 thousand. Under
IFRS 3 Industria Maimeri S.p.A. adjusted the initial goodwill value to Euro 1,605
thousand. The consolidated financial statements include the result of Industria Maimeri
S.p.A. for the period from the acquisition date to December 31, 2014. The
consideration for the investment of Euro 206 thousand, plus accessory acquisition
charges, was allocated to assets and liabilities according to the fair value at the
acquisition date.
The cash flows concerning incorporation are reported below:
405
Fair Value of acquisition of Industria Maimeri S.p.A. 401
139
206
67
Net Book Value of acquisition of Industria Maimeri S.p.A. at March 26, 2014
Cash and Cash Equivalents Acquired A)
Price paid by F.I.L.A. S.p.A. B)
Cash Utilised for the acquisition of Industria Maimeri S.p.A. at March 26, 2014 B) - A)
The allocation of the differential between “Investment Cost” and the “Net Carrying
Amount“ of Industria Maimeri S.p.A. at March 26, 2014 and the generation of no
“Goodwill” from the consolidation is reported below:
326
120
206
206
(0)
Acquisition price of the Investment of F.I.L.A. S.p.A in Industria Maimeri S.p.A. net of consultancy
Net Value of acquisition of Industria Maimeri S.p.A. owned by F.I.L.A. S.p.A. (51%)
Differential between the acquisition price of the Investment and the Net Book Value of the acquisition of
Industria Maimeri S.p.A. at March 26, 2014
Value of the Investment of F.I.L.A. S.p.A. in Industria Maimeri S.p.A.
Consultancy charges capitalised in the separate financial statements of F.I.L.A S.p.A. and expensed in the
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
180
The value of assets and liabilities of Industria Maimeri S.p.A. on the incorporation date
were as follows:
Euro thousands Book ValueAlignment
Fair Value - IFRS 3Fair Value
ASSETS 9,307 203 9,510
Non-Current Assets 2,861 (286) 2,576
Intangible Assets 2,284 (499) 1,785 I)
of which Goodwill 2,066 (371) 1,695
Property, Plant and Equipment 328 196 525 II.
Non-Current Financial Assets 5 - 5
Investments measured at Cost 244 (165) 79 III.
Deferred Tax Assets - 182 182 IV.
Current Assets 6,446 489 6,934
Inventories 3,145 559 3,704 V)
Trade and Other Receivables 3,169 (77) 3,092
Cash and Cash Equivalents 132 7 139
LIABILITIES AND EQUITY 9,307 203 9,510
Equity 340 61 401
Share Capital 405 (4) 401
Net Profit/(Loss) (65) 65 ()
NON-CURRENT LIABILITIES 2,412 53 2,465
Non-Current Financial Liabilities 1,185 - 1,185
Employee Benefits 942 (18) 924 VI)
Provisions for Risks and Charges 256 (160) 96 VI)
Deferred Tax Liabilities - 231 231 IV.
Other Payables 29 - 29
Current Liabilities 6,556 89 6,644
Current Financial Liabilities 1,818 - 1,818
Trade and Other Payables 4,738 89 4,826
Other Current Liabilities - - -
The principal adjustments made to the balance sheet following the fair value
measurement of assets and liabilities is reported below:
I) The carrying amount of “Intangible Assets” is adjusted for Euro -499 thousand, of
which Euro -371 thousand concerning Goodwill generated by the acquisition of the
Maimeri S.p.A. business unit and Euro -128 thousand concerning the application of IAS
38 (Intangible Assets), principally relating to advertising costs and long-term deferred
charges.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
181
II) The adjustment of the fair value of “Property, Plant and Equipment” for Euro -525
thousand, exclusively concerns the application of IAS 17 (Leasing).
III) The adjustments to the fair value of “Investments valued at cost” concerns the
write-down of the Maimeri U.S.A. investment following management’s decision to
liquidate and the relative accessory charges.
IV) The adjustments to the fair value of balance sheet items gave rise to a deferred tax
asset of Euro 182 thousand and a liability of Euro 231 thousand, calculated according to
IAS 12 (Taxes).
V) The application of IAS 2 (Inventories) resulted in adjustments to the value of
inventories of Euro 559 thousand.
VI) The application of IAS 19 (Employee Benefits) resulted in a reduction to the
account of Euro -18 thousand and a reduction of Euro -160 thousand to the account
“Risk and Charges Provisions” in the Agents category.
The Balance Sheet and Income Statement at December 31, 2014 are reported below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
182
Euro thousandsAt December 31, 2014
ASSETS 9,581
NON-CURRENT ASSETS 2,662
Intangible Assets 1,773
Property, Plant and Equipment 513
Non-Current Financial Assets 104
Investments measured at Cost 112
Deferred Tax Assets 160
CURRENT ASSETS 6,920
Inventories 3,605
Trade and Other Receivables 3,312
Cash and cash equivalents 3
LIABILITIES AND EQUITY (9,581)
Equity (1,490)
Share Capital (1,614)
Reserves 48
Net Profit/(Loss) 76
Non-Current Liabilities (2,311)
Long-term financial liabilities (1,383)
Post-Employment Benefits (712)
Provisions for Risks and Charges (121)
Deferred Tax Liabilities (97)
Current Liabilities (5,780)
Current Financial Liabilities (2,396)
Current Tax Payables (96)
Trade and Other Payables (3,288)
Liabilities related to Non-Current and Current Assets Held-for-Sale 0
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
183
Euro thousands2014
Operating Revenue 7,362
Other Revenue and Income 31
TOTAL REVENUE 7,393
Raw Materials, Ancillary, Consumables and Goods (2,552)
Services and Rent, Leases and Similar Costs (1,967)
Other Operating Costs (17)
Change in Raw Materials, Semi-Finished, Work-in-progress and Finished Products (100)
Labour Costs (2,648)
Amortisation & Depreciation (80)
Write-downs (26)
TOTAL OPERATING COSTS (7,390)
EBIT 3
Financial Income 1
Financial Charges (106)
Income/Charges from Investments at Equity 33
NET FINANCIAL INCOME/(CHARGES) (73)
PRR-TAX LOSS (70)
Income Taxes (96)
Deferred Tax Income and Charges 91
TOTAL INCOME TAXES (6)
NET LOSS - CONTINUING OPERATIONS (76)
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS 0
NET LOSS FOR THE YEAR (76)
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
184
b) FILA Cartorama SA PTY LTD
On May 15, 2014, a 51% share was acquired in the company.
The consolidated financial statements include the result of FILA Cartorama SA PTY
LTD from the acquisition date to December 31, 2014. The consideration paid was Euro
0.3 thousand.
The company FILA Cartorama PTY LTD is involved solely in the sale of the writing,
arts and design products of the F.I.L.A. Group in South Africa.
The value of assets and liabilities of FILA Cartorama PTY LTD at the incorporation
date was as follows:
Euro thousands Book ValueAlignment
Fair Value - IFRS 3Fair Value
ASSETS 42 - 42
Non-Current Assets 24 - 24
Intangible Assets 2 - 2
Property, Plant and Equipment 17 - 17
Non-Current Financial Assets 5 - 5
Current Assets 18 - 18
Trade and Other Receivables 3 - 3
Cash and Cash Equivalents 15 - 15
LIABILITIES AND EQUITY 42 - 42
Equity (100) - (100)
Share Capital 0.3 - 0.3
Retained Earnings (101) - (101)
Current Liabilities 142 - 142
Current Financial Liabilities 101 - 101
Trade and Other Payables 41 - 41
The cash flows concerning incorporation are reported below:
(100)
Fair Value of acquisition of FILA Cartorama SA (South Africa) (100)
15
0.3
14.7
Net Book Value of acquisition of FILA Cartorama SA (South Africa) at May 15, 2014
Cash and Cash Equivalents Acquired A)
Price paid by F.I.L.A. S.p.A. B)
Cash Utilised for acquisition of FILA Cartorama SA (South Africa) at May 15, 2014
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
185
The allocation of the differential between “Investment Cost” and the “Net Carrying
Amount“ of FILA Cartorama PTY LTD at May 31, 2014 and the generation of
“Goodwill” from the consolidation is reported below:
0.3
0
0.3
(99.8)
101
0
101
Acq. price of the Investment of F.I.L.A. S.p.A in FILA Cartorama SA (South Africa) net of consultancy
Net Value of acquisition of FILA Cartorama SA (South Africa)
Diff. between acquisition price of Invest. & Net Book Value of acquisition of FILA Cartorama SA (South Africa) at May 15, 2014
Allocation of the differential between Investment Cost and the Net Book Value of FILA Cartorama SA PTY LTD
Goodwill generated from the consolidation of FILA Cartorama SA PTY LTD at the acquisition date May 15, 2014
Consultancy charges capitalised in the separate financial statements of F.I.L.A S.p.A. and expensed in the consolidated financial
statements in application of IFRS 3
Value of Investment of F.I.L.A. S.p.A in FILA Cartorama SA (South Africa)
The Balance Sheet and Income Statement at December 31, 2014 are reported below:
Euro thousands
At December 31, 2014
ASSETS 1,015
NON-CURRENT ASSETS 84
Intangible Assets 13
Property, Plant and Equipment 66
Non-Current Financial Assets 5
CURRENT ASSETS 931
Inventories 667
Trade and Other Receivables 189
Cash and cash equivalents 74
Non-Current and Current Assets Held-for-Sale 0
LIABILITIES AND EQUITY (1,015)
Equity 300
Share Capital (1)
Reserves 107
Net Profit/(Loss) 194
Non-Current Liabilities 0
Current Liabilities (1,315)
Current Financial Liabilities (544)
Trade and Other Payables (771)
Liabilities rel. to Non-Cur. & Current Assets Held-for-Sale 0
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
186
Euro thousands 2014
Operating Revenue 184
Other Revenue and Income 7
TOTAL REVENUE 192
Raw Materials, Ancillary, Consumables and Goods (776)
Services and Rent, Leases and Similar Costs (168)
Change in Raw Materials, Semi-Finished, Work-in-progress and Finished Products 650
Labour Costs (73)
Amortisation & Depreciation (8)
TOTAL OPERATING COSTS (374)
EBIT (183)
Financial Income 7
Financial Charges (18)
NET FINANCIAL INCOME/(CHARGES) (11)
PRR-TAX LOSS (194)
TOTAL INCOME TAXES 0
NET LOSS - CONTINUING OPERATIONS (194)
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS 0
NET LOSS FOR THE YEAR (194)
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
187
Other Changes to the consolidation scope
c) Incorporation of FILA Hellas SA
On January 3, 2014, a 50% investment was acquired, for consideration of Euro 12
thousand.
The consolidated financial statements include the result of FILA Hellas SA from the
acquisition date to December 31, 2014.
The company FILA Hellas SA is involved solely in the sale of the writing, arts and
design products of the F.I.L.A. Group in the Balkans area.
The Balance Sheet and Income Statement at December 31, 2014 are reported below:
Euro thousands At December 31, 2014
ASSETS 822
Non-Current Assets 8
Intangible Assets 6
Non-Current Financial Assets 2
Current Assets 814
Inventories 301
Trade and Other Receivables 410
Cash and Cash Equivalents 103
Non-Current and Current Assets Held-for-Sale 0
LIABILITIES AND EQUITY (822)
Equity (295)
Share Capital (24)
Net Profit/(Loss) (271)
Non-Current Liabilities 0
Current Liabilities (527)
Current Tax Payables (95)
Trade and Other Payables (432)
Liabilities related to Non-Current and Current Assets Held-for-Sale 0
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
188
Euro thousands 2014
Operating Revenue 2,147
TOTAL REVENUE 2,147
Raw Materials, Ancillary, Consumables and Goods (1,644)
Services and Rent, Leases and Similar Costs (274)
Other Operating Costs (2)
Change in Raw Materials, Semi-Finished, Work-in-progress & Finished Prod. 301
Labour Costs (143)
Amortisation & Depreciation (16)
TOTAL OPERATING COSTS (1,779)
EBIT 368
Financial Charges (2)
NET FINANCIAL INCOME/(CHARGES) (2)
PRR-TAX PROFIT 366
Income Taxes (95)
TOTAL INCOME TAXES (95)
NET PROFIT - CONTINUING OPERATIONS 271
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS 0
NET PROFIT FOR THE YEAR 271
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
189
Segment Reporting
In terms of segment reporting, the F.I.L.A. Group has adopted IFRS 8, obligatory from
January 1, 2009. This standard was previously applied in 2007, in advance and
voluntarily, under the option permitted by the standard and following the approval of
Regulation (EC) No. 1358/2007 of November 21, 2007 containing IFRS 8 by the
European Commission.
It requires an entity to base segment reporting on internal reporting, which is constantly
reviewed by the highest level of management in order to allocate resources to the
various segments and to analyse performance.
Geographic region is the primary basis of analysis and of decision-making by F.I.L.A.
Group Management, therefore fully in line with the internal reporting prepared for these
purposes.
The products of the F.I.L.A. Group are similar in terms of quality and production, target
market, margins, sales network and clients, even with reference to the different brands
which the Group markets. No diversification is therefore deemed to be present within
the Segment, in consideration of the substantial uniformity of the risks and benefits
relating to the products produced by the F.I.L.A. Group.
The segment disclosure accounting standards are in line with those utilised for the
consolidated financial statements.
Segment disclosure was therefore based on the location of operations (“Entity
Locations”), broken down as follows: “Europe”, “North America”, “Central and South
America” and “Rest of the World”. The “Rest of the World” includes the Chinese
subsidiary.
The “Business Segment Reporting” of the F.I.L.A. Group aggregates companies by
region on the basis of the “operating location”.
The association between the regions, reported in the “Business Segment Reporting” and
the F.I.L.A. Group companies was as follows:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
190
EuropeF.I.L.A. S.p.A. (Italy)
Omyacolor S.A. (France)
F.I.L.A. Hispania S.L. (Spain)
FILALYRA GB Ltd. (United Kingdom)
Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG (Germany)
Lyra Bleistift-Fabrik Verwaltungs GmbH (Germany)
Lyra Scandinavia AB (Sweden)
FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey)
Fila Stationary O.O.O. (Russia)
Industria Maimeri S.p.A. (Italy)
Fila Hellas SA (Greece)
North America
Dixon Ticonderoga Company (U.S.A.)
Dixon Ticonderoga Inc. (Canada)
Maimeri U.S.A. Inc. (U.S.A.)
Central and South America
Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico)
F.I.L.A. Chile Ltda (Chile)
FILA Argentina S.A. (Argentina)
Licyn Mercantil Industrial Ltda (Brazil)
Rest of the World
Beijing F.I.L.A.-Dixon Stationery Company Ltd. (China)
Xinjiang F.I.L.A.-Dixon Plantation Company Ltd. (China)
PT. Lyra Akrelux (Indonesia)
Lyra Asia PTE Ltd. (Singapore)
FILA Dixon Stationery (Kunshan) Co., Ltd. (China)
FILA Australia PTY LTD (Australia)
FILA Cartorama SA PTY LTD (South Africa)
The segment reporting required in accordance with IFRS 8 is presented below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
191
Business Segments – Balance Sheet
The “balance sheet” for the F.I.L.A. Group by region, at December 31, 2014 and
December 31, 2013, is reported below:
Euro thousands EuropeNorth
America
Central & S.
America
Rest of the
WorldConsolidation
F.I.L.A.
Group
December 2014
BALANCE SHEET
Non-Current Assets 36.700 9.053 15.070 4.137 (229) 64.731
of which Intercompany (739) 510
Intangible Assets 8.892 4.032 8.148 267 (75) 21.264
Property, Plant and Equipment 15.868 670 5.149 3.865 25.552
Non-Current Financial Assets 1.463 257 277 5 (1.295) 707
Investments measured at Equity 6.746 6.746
Investments measured at Cost 6.143 (6.113) 31
Deferred Tax Assets 4.332 4.094 1.495 508 10.429
Other Receivables 2 2
Current Assets 92.330 41.763 62.598 30.134 (25.070) 201.755
of which Intercompany (8.127) (3.660) (2.091) (11.192)
Current Financial Assets 1.497 256 1.008 (2.504) 257
Tax Receivables 133 457 155 177 923
Inventories 36.537 22.056 21.362 13.393 (1.312) 92.035
Trade and Other Receivables 34.367 12.018 37.877 13.059 (21.253) 76.067
Cash and Cash Equivalents 19.795 7.232 2.948 2.498 32.473
Non-Current and Current Assets Held-for-Sale 16 16
TOTAL ASSETS 129.029 50.815 77.668 34.287 (25.299) 266.502
of which Intercompany (8.866) (3.150) (2.091) (11.192)
Non-Current Liabilities 28.663 2.683 1.872 (1.603) 31.617
of which Intercompany (1.170) (433)
Non-Current Financial Liabilities 21.323 32 507 (1.728) 20.134
Employee Benefits 3.640 556 729 4.925
Provisions for Risks and Charges 646 85 731
Deferred Tax Liabilities 3.054 2.011 636 125 5.825
Other Payables
Current Liabilities 60.238 23.918 37.821 24.263 (23.324) 122.917
of which Intercompany (6.430) (1.429) (4.887) (10.578)
Current Financial Liabilities 24.378 18.061 22.819 7.850 (2.071) 71.036
Provisions for Risks and Charges 163 99 262
Current Tax Payables 1.008 1.528 2.536
Trade and Other Payables 34.689 5.758 13.475 16.413 (21.253) 49.083
Liabilities rel. to Non-Cur. & Current Assets Held-for-Sale
TOTAL LIABILITIES 88.901 26.601 39.694 24.263 (24.927) 154.533
of which Intercompany (7.600) (1.429) (5.320) (10.578)
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
192
Euro thousands EuropeNorth
America
Central & S.
America
Rest of the
WorldConsolidation
F.I.L.A.
Group
December 2013
BALANCE SHEET
NON-CURRENT ASSETS 33,432 8,012 16,200 2,626 (2,623) 57,647
of which Intercompany 2,290 333
Intangible Assets 7,493 3,753 11,082 168 (2,717) 19,778
Property, Plant and Equipment 14,953 603 4,524 2,458 22,539
Non-Current Financial Assets 468 237 42 (400) 347
Investments measured at Equity 6,130 6,130
Investments measured at Cost 6,115 (6,113) 2
Deferred Tax Assets 4,400 3,420 551 478 8,849
Other Receivables 2 2
Current Assets 82,831 30,651 58,167 19,275 (12,509) 178,415
of which Intercompany 6,492 2,704 1,659 1,654
Current Financial Assets 1,096 118 722 (1,818) 118
Tax Receivables 433 39 285 12 770
Inventories 29,773 15,578 19,394 10,907 (1,442) 74,210
Trade and Other Receivables 28,988 12,238 33,274 2,270 (9,249) 67,520
Cash and Cash Equivalents 22,542 2,796 5,096 5,363 35,797
Non-Current and Current Assets Held-for-Sale 572 89 661
of which Intercompany (89)
TOTAL ASSETS 116,263 38,663 74,367 22,472 (15,043) 236,723
of which Intercompany 8,782 3,037 1,659 1,565
Non-Current Liabilities 34,391 2,346 2,251 (275) 38,713
of which Intercompany 195 80
Non-Current Financial Liabilities 28,030 10 657 (400) 28,297
Employee Benefits 2,731 479 637 3,847
Provisions for Risks and Charges 464 101 565
Deferred Tax Liabilities 3,166 1,755 957 125 6,004
Current Liabilities 49,180 20,562 34,317 12,497 (10,895) 105,662
of which Intercompany 4,426 804 3,761 1,904
Current Financial Liabilities 25,786 16,280 23,510 5,504 (1,736) 69,343
Provisions for Risks and Sharges 419 50 1,913 2,382
Current income tax payables 393 429 347 193 1,362
Trade and Other Payables 22,582 3,803 10,461 4,887 (9,159) 32,575
Liabilities rel. to Non-Cur. & Current Assets Held-for-Sale 0
TOTAL LIABILITIES 83,571 22,908 36,569 12,497 (11,170) 144,375
of which Intercompany 4,621 804 3,841 1,904
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Goegraphic Area - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
193
F.I.L.A. Group “Assets” at December 31, 2014 totalled Euro 266,502 thousand (Euro
236,723 thousand at December 31, 2013), broken down between “Non-Current” for
Euro 64,731 thousand (Euro 57,647 thousand at December 31, 2013), “Current” for
Euro 201,755 thousand (Euro 178,415 thousand at December 31, 2013) and “Non-
Current and Current Assets held-for-sale” for Euro 16 thousand (Euro 661 thousand at
December 31, 2013).
“Assets” at December 31, 2014 increased Euro 29,778 thousand on December 31, 2013.
The percentages of the various asset categories did not change significantly in 2014,
with the exception of “Inventories” which accounted for 4% more of “Total Assets”.
“Non-Current Assets” principally comprise “Property, Plant and Equipment” for Euro
25,552 thousand (Euro 22,539 thousand at December 31, 2013) and “Intangible Assets”
for Euro 21,264 thousand (Euro 19,778 thousand at December 31, 2013).
“Intangible Assets” in “Central-South America” and “Europe” comprise a significant
portion of the Group value and “North America” contributes significantly. The
category trademarks, patents and licences of F.I.L.A. S.p.A., of Lyra KG (Germany),
Dixon Ticonderoga Company (U.S.A.), Grupo F.I.L.A.-Dixon, S.A. de C.V. (Mexico),
Industria Maimeri S.p.A. (Italy) and Licyn Mercantil Industrial Ltda (Brazil) are the
principal items comprising “Intangible Assets”.
“Property, Plant and Equipment” in “Europe” and in “Central - South America”
comprise a significant share of the Group value. Specifically, the “core” production
facilities are located in Italy, France, Germany and Mexico.
“Non-Current Assets” increased Euro 7,085 thousand.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
194
“Current Assets” principally comprise “Inventories” for Euro 92,035 thousand (Euro
74,210 thousand in December 31, 2013) and “Trade and Other Receivables” for Euro
76,067 thousand (Euro 67,520 thousand in December 31, 2013).
“Inventories” in “Europe” comprise the most significant share of the Group value.
“Trade and Other Receivables” in “Central - South America” total Euro 37,877
thousand (Euro 33,274 thousand in December 31, 2013) and in “Europe” amount to
Euro 34,368 thousand (Euro 28,988 thousand in 2013), comprising a significant share
of the total F.I.L.A. Group value.
“Current Assets” increased Euro 23,340 thousand.
“Non-Current and Current Assets held-for-sale” decreased Euro 645 thousand and
exclusively concern Lyra Asia PTE Ltd. (Singapore) and Maimeri U.S.A. (U.S.A.),
following the liquidation in progress.
The “Liabilities” of the F.I.L.A. Group at December 31, 2014 amounted to Euro
154,534 thousand (Euro 144,375 thousand at December 31, 2013), broken down
between “Non-Current” for Euro 31,615 thousand (Euro 38,713 thousand at December
31, 2013) and “Current” for Euro 122,919 thousand (Euro 105,662 thousand at
December 31, 2013).
“Liabilities” at December 31, 2014 increased Euro 10,158 thousand on December 31,
2013.
The respective proportions at December 31, 2014 by asset category did not change
significantly in the year, with the exception of “Financial Liabilities (Non-Current and
Current)”, which accounted for 6% less of “Total Liabilities” and the “Trade and Other
Payables Category”, which represents 4% more of “Total Liabilities”.
“Non-Current Liabilities” principally include “Non-Current Financial Liabilities” for
Euro 20,134 thousand (Euro 28,297 thousand at December 31, 2013) and concerning
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
195
“Europe”. Specifically, bank loans undertaken by F.I.L.A. S.p.A. represent the majority
of this account.
“Non-Current Liabilities” decreased Euro 7,099 thousand.
“Current Liabilities” essentially concern “Current Financial Liabilities” for Euro 71,037
thousand (Euro 69,343 thousand at December 31, 2013) and “Trade and Other
Payables” for Euro 49,084 thousand (Euro 32,575 thousand at December 31, 2013).
“Current Financial Liabilities” in “Europe” and “Central - South America” comprise the
majority of the Group total.
“Trade and Other Payables” in “Europe” comprise the majority of the group total.
“Current Liabilities” increased Euro 17,257 thousand.
Reference should be made to the “Directors’ Report” for complete analysis and to
“Note 13 – Financial Liabilities”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
196
Business Segments – Income Statement
The “income statement” for the F.I.L.A. Group by region for 2014 and 2013 is reported
below:
Euro thousands EuropeNorth
America
Central & S.
America
Rest of the
WorldConsolidation
F.I.L.A.
Group
FY 2014
INCOME STATEMENT
Operating Revenue 140.203 63.463 68.842 31.250 (70.174) 233.585
Other revenue and income 3.879 2.262 1.678 355 (4.356) 3.817
TOTAL REVENUE 144.082 65.726 70.520 31.605 (74.530) 237.402
of which Intercompany (24.266) (2.733) (18.398) (29.133)
Raw Materials, Ancillary, Consumables and Goods (68.872) (41.210) (40.873) (21.072) 70.311 (101.716)
Services and Rent, Leases and Similar Costs (34.261) (12.530) (11.900) (3.743) 4.779 (57.655)
Other Operating Costs (1.034) (948) (1.549) (736) (680) (4.947)
Change in Inventory 3.199 4.106 1.934 1.240 285 10.764
Labour Costs (26.343) (4.754) (10.615) (7.118) (48.829)
TOTAL OPERATING COSTS (127.310) (55.335) (63.004) (31.429) 74.695 (202.383)
of which Intercompany 31.647 26.340 8.768 7.939
EBITDA 16.772 10.390 7.516 176 165 35.019
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (3.401) (270) (1.603) (768) (6.042)
EBIT 13.371 10.120 5.913 (592) 165 28.977
Interest and Income from Group Companies 58 (59) ()
Interest on Bank Deposits 30 7 8 8 53
Interest Charges 88 7 8 8 (59) 53
Dividends 2.646 1.565 (4.211)
Other Financial Income 33 18 60 () 110
Unrealised Exchange Gains on Financial Transactions 220 6 226
Realised Exchange Gains on Financial Transactions 191 9 200
Rivalutazioni di Partecipazioni al Costo 33 (33)
Other Financial Income 3.122 1.592 60 6 (4.244) 536
Interest and charges from Group Companies (51) (5) (4) 60
Interest on Bank Overdrafts (260) (18) (278)
Interest on Bank Loans (1.126) (426) (1.725) (227) (3.504)
Interest to Other Lenders (5) (2) (7)
Interest Expense (1.441) (429) (1.730) (249) 60 (3.789)
Oneri da Partecipazioni valutate al costo
Other Financial Charges (450) (74) (203) (3) (729)
Unrealised Exchange Losses on Financial Transactions (438) (64) (12) (2) (516)
Realised Exchange Losses on Financial Transactions (24) (26) (50)
Other Financial Charges (912) (99) (267) (15) (2) (1.295)
Revaluations of Investments at Equity 443 443
Income/Charges from Investments at Equity 443 443
NET FINANCIAL INCOME/(CHARGES) 857 1.071 (1.929) (250) (3.802) (4.052)
of which Intercompany (2.246) (1.565) 5 4
PRR-TAX PROFIT/(LOSS) 14.228 11.191 3.985 (842) (3.637) 24.925
TOTAL INCOME TAXES (4.114) (3.185) (908) (9) (27) (8.244)
of which Intercompany 161 (188)
NET PROFIT/(LOSS) - CONTINUING OPERATIONS 10.114 8.006 3.077 (851) (3.663) 16.681
NET PROFIT/(LOSS) - DISCONTINUED OPERATIONS (150) (91) 165 (76)
NET PROFIT/(LOSS) FOR THE YEAR 10.114 7.856 3.077 (943) (3.498) 16.606
Minority interest profit/loss 159 (74) (55) 30
F.I.L.A. GROUP NET PROFIT/(LOSS) 9.955 7.856 3.077 (943) (3.529) 16.575
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
197
Euro thousands EuropeNorth
America
Central and
South
Rest of the
WorldConsolidation
F.I.L.A.
Group
FY 2013
INCOME STATEMENT
Operating Revenue 126.182 62.885 63.564 27.299 (61.066) 218.864
Other Revenue and Income 3.635 2.374 1.141 471 (4.329) 3.291
TOTAL REVENUE 129.817 65.258 64.704 27.771 (65.395) 222.155
of which Intercompany (20.680) (2.493) (16.822) (25.400)
Raw Materials, Ancillary, Consumables and Goods (57.209) (37.348) (36.452) (16.409) 61.510 (85.908)
Services and Rent, Leases and Similar Costs (27.782) (12.506) (11.141) (3.452) 4.031 (50.850)
Other Operating Costs (1.132) (879) (1.184) (2.296) (150) (5.641)
Change in Inventory (6.660) (326) 1.443 1.036 143 (4.365)
Labour Costs (21.427) (4.715) (10.134) (5.929) (42.205)
TOTAL OPERATING COSTS (114.210) (55.773) (57.469) (27.050) 65.534 (188.969)
of which Intercompany (27.953) (25.501) (11.520) (560)
EBITDA 15.606 9.485 7.235 721 139 33.186
AMORTISATION, DEPRECIATION AND WRITE-DOWNS (3.987) (526) (1.906) (652) (1) (7.072)
of which Intercompany 1
EBIT 11.619 8.958 5.329 67 138 26.114
Interest and Income from Group Companies 43 (44) 0
Interest on Bank Deposits 37 7 5 8 56
Interest Income 80 7 5 8 (43) 56
Dividends 3.702 1.571 (5.272) 0
Other Financial Income 62 45 108
Unrealised Exchange Gains on Financial Transactions 44 62 106
Realised Exchange Gains on Financial Transactions 369 3 371
Other Financial Income 4.177 1.573 45 (5.211) 585
Interest and charges from Group Companies (36) (3) 39 0
Interest on Bank Overdrafts (255) (17) (272)
Interest on Bank Loans (1.193) (592) (2.106) (196) (4.088)
Interest to Other Lenders (4) () (4)
Interest Charges (1.489) (593) (2.109) (213) 39 (4.364)
Other Financial Charges (458) (54) (133) (644)
Unrealised Exchange Losses on Financial Transactions (616) (2) (63) (681)
Realised Exchange Losses on Financial Transactions (389) (30) (420)
Other Financial Charges (1.464) (84) (134) (63) (1.745)
Revaluations of Investments at Equity 337 337
Income/Charges from Investments at Equity 337 337
NET FINANCIAL INCOME/(CHARGES) 1.304 903 (2.193) (205) (4.941) (5.131)
of which Intercompany 3.373 1.571 (3)
PRR-TAX PROFIT/(LOSS) 12.924 9.861 3.137 (137) (4.803) 20.983
TOTAL INCOME TAXES (3.648) (2.668) (212) (907) 2 (7.432)
of which Intercompany 90 (92)
NET PROFIT/(LOSS) - CONTINUING OPERATIONS 9.276 7.194 2.925 (1.044) (4.800) 13.550
NET PROFIT/(LOSS) DISCONTINUED OPERATIONS 196 (4) 192
of which Intercompany 4
NET PROFIT/(LOSS) FOR THE YEAR 9.276 7.194 2.925 (1.240) (4.796) 13.358
Minority interest profit/loss 18 (31) (13)
F.I.L.A. GROUP NET PROFIT/(LOSS) 9.258 7.194 2.925 (1.209) (4.796) 13.371
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
198
In 2014, the F.I.L.A. Group “EBITDA” totalled Euro 35,019 thousand (Euro 33,186
thousand in 2013).
“Europe” represents the core of the Group “EBITDA”, followed by “North America”
and “Central - South America”.
For the “EBIT” which in 2014 totalled Euro 28,977 thousand (Euro 24,114 thousand in
2013), “Europe”, “Central - South America” and “North America” contributed to the
same degree as the previous year.
“Net Financial Charges“ of the F.I.L.A. Group in 2014 totalled Euro 4,052 thousand
(Euro 5,131 thousand in 2013). The principal consolidation adjustments concerning
“Net Financial Charges” relate to the dividends received from F.I.L.A. Group parent
companies; specifically F.I.L.A. S.p.A. received Euro 2,599 thousand, Dixon
Ticonderoga Company (U.S.A.) received Euro 1,153 thousand, Dixon Ticonderoga Inc.
(Canada) received Euro 413 thousand, Johann Froescheis Lyra Bleistift-Fabrik GmbH
& Co. KG (Germany) received Euro 46 thousand and Lyra Verwaltungs GmbH
(Germany) received Euro 1 thousand.
The F.I.L.A. Group in 2014 reported a “Net Profit” of Euro 16,575 thousand (Euro
13,371 thousand in 2013).
“Europe” and “North America” were the principal contributors to the overall F.I.L.A.
Group “Net Profit”, respectively contributing Euro 9,955 thousand (Euro 9,258
thousand in 2013) and Euro 7,930 thousand (Euro (7,194 thousand in 2013).
For further analysis, reference should be made to the relevant section of the “Directors’
Report”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
199
Business Segments – Other Complementary Information
The “other complementary information” for the F.I.L.A. Group by region for 2014 and
2013 is reported below:
Euro thousands Europe North AmericaCentral and
South America
Rest of the
World
F.I.L.A.
Group
December 2014
OTHER INFORMATION
Investments
Intangible assets 232 () 12 244
Property, Plant and Equipment 3,284 109 1,469 3,207 8,068
TOTAL INVESTMENTS 3,516 109 1,468 3,219 8,312
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
200
Euro thousands Europe North AmericaCentral and
South America
Rest of the
World F.I.L.A. Group
December 2013
OTHER INFORMATION
Investments
Intangible assets 119 120
Property, Plant and Equipment 2,268 192 658 600 3,717
TOTAL INVESTMENTS 2,387 192 658 600 3,837
* Allocation by "Entity Location"
REPORTING FORMAT - BUSINESS SEGMENTS*
Geographic Area - F.I.L.A. Group
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
201
Transactions relating to atypical or unusual operations
In accordance with Consob Communication of July 28, 2006, during 2014 the F.I.L.A.
Group did not undertake any atypical and/or unusual operations as defined by this
communication, whereby atypical and/or unusual operations refers to operations which
for size/importance, nature of the counterparties, nature of the transaction, method in
determining the transfer price or time period (close to the year-end) may give rise to
doubts in relation to: the correctness/completeness of the information on the financial
statements, conflicts of interest, the safeguarding of the company’s assets and the
protection of minority shareholders.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
202
Final Considerations
The present explanatory notes, as is the case for the entire financial statements of which
they are an integral part, provide a true and correct representation of the balance sheet
and financial position of the F.I.L.A. Group and the result for the year.
The present consolidated financial statement comprise the Consolidated Balance Sheet,
the Consolidated Statement of Comprehensive Income, the Consolidated Cash Flow
Statement, the Consolidated Statement of Changes in Shareholders’ Equity and the
Explanatory Notes and reflect the underlying accounting records.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
203
F.I.L.A – Fabbrica Italiana Lapis ed Affini – S.p.A.
Registered Office in Milano, Via Pozzone 5
Share Capital: Euro 3,039,654.60 fully paid in
Tax, VAT and Milan Company’s Office Registration No: 00843550153
Milan REA No.: 396855
*************
Board of Statutory Auditors’ Report
on the Consolidated Financial Statements at December 31, 2014
*************
Dear Shareholders,
The consolidated financial statements at December 31, 2014,
accompanied by the Directors’ Report and Explanatory Notes, were
prepared in accordance with International Financial Reporting
Standards (I.F.R.S.), the relative interpretations of the International
Financial Reporting Interpretations Committee (I.F.R.I.C.) and the
Standing Interpretations Committee (S.I.C.) and approved by the
European Commission (hereafter also I.F.R.S.).
In the Explanatory Notes and the Directors’ Report, the Board of
Directors provided adequate disclosure on the performance of the
companies included in the consolidation and on operations, illustrated
in the individual accounts.
The present Report therefore refers to this documentation, also in
relation to the accounting policies adopted.
In accordance with Article 13 of Legislative Decree 39/2010, the audit
of FILA S.p.A. was assigned to the audit firm KPMG S.p.A. which, in
accordance with the Civil Code, verified the correct maintenance of
the underlying accounting records.
The Board of Statutory Auditors notes the absence of critical
assessments by the firm appointed to audit the financial statements at
December 31, 2014: KPMG S.p.A.’s audit opinion was issued on
March 27, 2015 and did not raise any issues.
The activities carried out by the Board of Statutory Auditors during
the year ended December 31, 2014 are illustrated in its Report on the
separate financial statements of the company, to which reference
should be made.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
204
The Board of Statutory Auditors did not note any administrative
irregularities, any potentially damaging operations, complaints or the
raising of issues by shareholders or third parties.
The Board of Directors in its Directors’ Report outlined the situation
of the Companies included in the consolidation, their operating
performances, the subsequent events, the outlook, in addition to the
description of the principal risk and uncertainties.
The financial statements of the companies included in the
consolidation scope were prepared in accordance with the methods
indicated in the “Consolidation principles” paragraph of the Directors’
Report.
In relation to the activities carried out specifically on the consolidated
financial statements, the Board of Statutory Auditors highlights in
particular:
• The adequacy of the organisational structure of the Parent
Company for the acquisition and exchange of information with the
consolidated companies;
• The obtaining from the Board of Directors of adequate information
on the major economic, financial and equity operations undertaken
by the Group;
• The compliance of the general drafting, formation and structure of
the consolidated financial statements with applicable regulations;
• The adequacy of the Directors’ Report to illustrate the performance
of the Group in 2014 and its compliance with the consolidated
financial statements.
In consideration of that outlined above, the Board of Statutory
Auditors invites the Shareholders’ Meeting to consider the resolutions
concerning the result.
Milan, March 30, 2015
THE BOARD OF STATUTORY AUDITORS
Mr. Stefano Amoroso
Ms. Nicola Bruni
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
205
KPMG S.p.A. Telefono +39 02 6763 1
Revisione e organizzazione contabile Telefax +39 01 67632445
Via Vittor Pisani, 25 e-mail [email protected]
20124 MILANO MI PEC [email protected]
Auditors’ Report
To the Shareholders of
F.I.L.A. S.p.A.
1 The present consolidated financial statements consist of the Balance Sheet, Statement
of Comprehensive Income, Statement of changes in Shareholders’ Equity, Cash Flow
Statement and the Explanatory Notes to the financial statements, of the F.I.L.A.
Group for the year ended December 31, 2014. The responsibility to prepare the
financial statements in accordance with International Financial Reporting Standards
adopted by the European Union is that of the directors of F.I.L.A S.p.A.. Our
responsibility is to express an opinion on these financial statements based on our
audit.
2 Our work was conducted in accordance with the Auditing Standards issued by the
Italian Accounting Profession (Consigli Nazionali dei Dottori Commercialisti degli
Esperti Contabili) and recommended by Consob. They require that we plan and
perform the audit to obtain the necessary assurance about whether the consolidated
financial statements are free of material misstatement and, taken as a whole, are
presented fairly. An audit includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit also includes assessing
the accounting principles used and the significant estimates made by the directors. We
believe that our audit provides a reasonable basis for our opinion.
For the opinion on the consolidated financial statements of the prior year, presented
for comparative purposes, reference should be made to our report issued on April 7,
2014.
3 In our opinion, the consolidated financial statements of the F.I.L.A. Group as of
December 31, 2014 are in accordance with International Financial Reporting
Standards adopted by the European Union and give a true and fair view of the balance
sheet, financial position and of the results of the F.I.L.A. Group as at that date.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
206
F.I.L.A. GroupAuditors’ Report
December 31, 2014
4 The responsibility for the preparation of the Directors’ Report in compliance with
applicable legislation is that of the Directors of F.I.L.A. S.p.A.. Our responsibility is
to provide an opinion on the consistency of the Directors’ Report with the financial
statements, as legally required. Therefore, we have carried out the procedures
indicated in auditing principle No. 001 issued by the Italian accounting profession and
recommended by Consob. It is our opinion that the Directors' Report is consistent
with the 2014 consolidated financial statements of the F.I.L.A. Group.
Milan, March 27, 2015
KPMG S.p.A.
Domenico Bellini
Partner
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
207
III. Basis Of Preparation of the Explanatory Notes to the Separate
Financial Statements of F.I.L.A. S.p.A. at December 31, 2014
Accounting principles and policies
The financial statements of the Parent Company F.I.L.A. S.p.A. (hereafter also “Parent
Company”, “Company”) at December 31, 2014, prepared by the Board of Directors of
F.I.L.A. S.p.A., were drawn up in accordance with International Financial Reporting
Standards (I.F.R.S.), the relative interpretations of the International Financial Reporting
Interpretations Committee (I.F.R.I.C.) and the Standing Interpretations Committee
(S.I.C.), approved by the European Commission (hereafter I.F.R.S.) at December 31,
2014.
The IFRS were applied consistently for all the periods presented in the present
document.
IFRS were recently introduced in Italy and in other countries and numerous new
standards have been published or revised and, therefore, a consolidated practice does
not exist for their interpretation and application. Consequently, the separate financial
statements at December 31, 2014, although prepared on the basis of the best knowledge
of the Directors of the IFRS and the relative interpretations, also in consideration of
regularly updated accounting practices, in the coming years may be subject to
amendments to take into account different interpretations to those adopted in their
preparation.
For the separate financial statements of F.I.L.A. S.p.A. the first year of application of
IFRS was 2007.
The IAS/IFRS standards and relative S.I.C./I.F.R.I.C. interpretations applicable to the
financial statements for the current year are illustrated below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
208
Basis of presentation
The separate financial statements of F.I.L.A. S.p.A. are comprised of the balance sheet,
statement of comprehensive income, cash flow statements, statement of changes in
equity and the explanatory notes.
In relation to the presentation of the balance sheet at December 31, 2014 F.I.L.A.
S.p.A., consistent with the presentation in the consolidated financial statements, made
the following choices:
• balance sheet: in accordance with IAS 1, the assets and liabilities must be
classified between current and non-current or, alternatively, according to the
liquidity order. The Company chose the classification between current and non-
current;
• statement of comprehensive income: IAS requires alternatively classification
based on the nature or allocation of the items. The Company chose the
classification by nature of income and expenses;
• statement of changes in equity: IAS 1 requires that this statement illustrates the
changes in the year of each individual equity account or which illustrates the
nature of income and charges recorded in the financial statements. The
Company chose to utilise this latter in the statement, providing the reconciliation
statement of the opening and closing amounts of each item within the
explanatory notes;
• cash flow statement: IAS 7 requires that the cash flow statement includes the
cash flows for the period between operating, investing and financing operations.
The cash flows deriving from operating activities may be represented by the
direct method or utilising the indirect method. The Company decided to utilise
the indirect method.
The financial statements of F.I.L.A. S.p.A. are presented together with the Directors’
Report, to which reference should be made in relation to the business activities,
subsequent events to year-end and transactions with related parties, the cash flow
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
209
statement, the reclassified income statement and balance sheet and the outlook.
The financial statements of F.I.L.A. S.p.A. were prepared in accordance with the
general historical cost criterion.
During the year, no special circumstances arose requiring recourse to the exceptions
allowed under IAS 1.
The preparation of the financial statements and the relative notes in application of IFRS
require that management make estimates and assumptions. These estimates and relative
assumptions are based on historical experience and other factors considered reasonable
and were adopted to determine the carrying amount of the assets and liabilities which
are not easily obtained from other sources, are reviewed periodically and the effects of
each change are immediately reflected in the income statement. However as they
concern estimates, it should be noted that the actual results may differ from such
estimates reflected in the financial statements.
The estimates are used to value the provisions for risk on receivables, depreciation and
amortisation, write-down of assets, employee benefits, income taxes and other
provisions.
The accounting policies utilised in the preparation of the financial statements and the
composition and changes of the individual accounts are illustrated below.
For a better comparison of the data, the figures for the prior year were adjusted where
necessary.
All values are expressed in thousands of Euro, unless otherwise stated.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
210
Accounting Policies of the Separate Financial Statements
Introduction
The accounting policies described below, adopted for the preparation of the separate
consolidated financial statements, were applied consistently for all periods considered
in the present document.
The main accounting policies are described below.
Intangible assets
An intangible asset is a clearly identifiable non-monetary asset without physical
substance, subject to control and capable of generating future economic benefits. These
assets are recorded at purchase and/or production cost, including the directly
attributable costs, net of accumulated amortization and any loss in value.
The interest charge on loans for the purchase and the construction of intangible assets,
which would not have been incurred if the investment was not made, are not capitalised.
• Intangible assets with indefinite useful lives
Intangible assets with indefinite useful lives mainly consist of assets which do not have
limitations in terms of useful life as per contractual, legal, economic and competitive
conditions. This category includes only the “goodwill” account. Goodwill is
represented by the excess of the purchase cost incurred compared to the net fair value at
the acquisition date of assets and liabilities or of business units. The goodwill relating to
investments measured at equity is included in the value of the investments.
This is not subject to systematic amortisation but an impairment test is made annually
on the carrying amount in the accounts. This test is made with reference to the “cash
generating unit” to which the goodwill is attributed. Any reduction in value of the
goodwill is recorded where the recoverable value of the goodwill is lower than the
carrying amount; the carrying amount is the higher between the fair value of a cash
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generating unit, less selling costs, and the value in use, represented by the present value
of the estimated revenue streams for the years of operation of the cash generating units
and deriving from its disposal at the end of the useful life.
The principal assumptions adopted in the determination of the value in use of the “cash
generating units”, or rather the present value of the estimated future cash flows which is
expected to derive from the continuing use of the activities, relates to the discount rate
and the growth rate.
In particular, F.I.L.A. S.p.A. utilised the discount rate which it considers correctly
expresses the market valuations, at the date of the estimate, of the present value of
money and the specific risks related to the individual cash generating units.
The operating cash flow forecasts derive from the most recent budgets and plans
prepared by F.I.L.A. S.p.A. for the next three years.
The cash flow forecasts refer to current business conditions, therefore they do not
include cash flows related to events of an extraordinary nature.
The forecasts are based on reasonableness and consistency relating to future general
expenses, expected capital investments, financial conditions, as well as macro-
economic assumptions, with particular reference to increases in product prices, which
take into account expected inflation rates. The results of the “impairment tests” did not
generate, in the current or previous year, permanent losses in value.
In the event of a write-down for impairment, the value of goodwill may not be restated.
Reference should be made to Note 1 of the consolidated financial statements of the
Group for further information on the indicators utilised for the impairment analysis.
• Intangible assets with finite useful lives
Intangible assets with finite useful lives are amortised systematically on a monthly basis
over the useful life of the asset, which is an estimate of the period in which the assets
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will be utilised by the enterprise. Amortisation commences when the asset is available
for use.
The amortisation policies adopted by the Company provide for the following useful
lives:
o Trademarks: based on the useful life
o Concessions, Licences and Patents: based on the duration relating to the right
under concession or license and based on the duration of the patent
o Other intangible assets: 3 years
Research and development costs
Research and development costs are recorded in the income statement in the year
incurred, with the exception of development costs recorded under intangible assets,
when they satisfy the following conditions:
o the project is clearly identified and the related costs are reliably identifiable and
measurable;
o the technical feasibility of the project is demonstrated;
o the intention to complete the project and sell the assets generated from the
project are demonstrated;
o a potential market exists or, in the case of internal use, the use
of the intangible asset is demonstrated for the production of the intangible assets
generated by the project;
o the technical and financial resources necessary for the completion of the project
are available;
o the intangible asset will generate probable future economic benefits.
Amortisation of development costs recorded under intangible assets begins from the
date in which the result generated from the project is commercialised. Amortisation is
calculated, on a straight-line basis, over the useful life of the project.
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Property, plant and equipment
Property, plant and equipment are measured at purchase cost, net of accumulated
depreciation and any loss in value. The cost includes all charges directly incurred for
the purchase and/or production. The interest charge on loans for the purchase and the
construction of tangible fixed assets, which would not have been incurred if the
investment was not made, are not capitalised but expensed to the income statement
based on the accruals of the costs. Where an asset relating to property, plant and
equipment is composed of various components with differing useful lives, these
components are recorded separately (significant components) and depreciated
separately.
The expense incurred for maintenance and repairs are directly charged to the income
statement in the year in which they are incurred. The costs for improvements,
modernisation and transformation of an incremental nature of tangible fixed assets are
allocated as an asset.
The purchase price or construction cost is net of public grants which are recognised
when the conditions for their concession are confirmed. At the date of the present
financial statements there are no public grants recorded as a reduction within “Property,
Plant and Equipment”.
The initial value of property, plant and equipment is adjusted for depreciation on a
systematic basis, calculated on a straight-line basis monthly, when the asset is available
and ready for use, based on the estimated useful life.
The estimated useful lives for the current and previous years are as follows:
o Buildings 25 years
o Plant and machinery 8.7 years
o Equipment 2.5 years
o Other intangible assets:
o Office equipment: 8.3 years
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o Furniture and EDP: 5 years
o Transport vehicles: 5years
o Motor vehicles: 4 years
o Other: 4 years
• Finance leases
� The assets held through finance lease contracts, where the majority of the risks and
rewards related to the ownership of an asset have been transferred to F.I.L.A. S.p.A.,
are recognised as assets at their fair value or, if lower, at the present value of the
minimum lease payments, including any redemption amounts to be paid. The
corresponding liability due to the lessor is recorded under “Financial Liabilities”. The
assets are depreciated applying the criteria and rates previously indicated for the
account “Property, Plant and Equipment”, except where the duration of the lease
contract is lower than the useful life and there is not a reasonable certainty of the
transfer of ownership of the asset at the normal expiry date of the contract; in this case,
depreciation is over the duration of the lease contract.
� The leased assets where the lessor bears the majority of the risks and rewards related
to an asset are recorded as operating leases. Costs related to operating leases are
recognised on a straight-line basis over the duration of the lease.
• Impairment of non-financial assets
At each reporting date, the tangible and intangible fixed assets are analysed to identify
the existence of any indicators, either internally or externally to the Company, of
impairment. Where these indications exist, an estimate of the recoverable value of the
above-mentioned assets is made, recording any write-down in the income statement. In
the case of goodwill and other indefinite intangible assets, this estimate is made
annually independently of the existence of such indicators. The recoverable value of an
asset is the higher between the fair value less costs to sell and its value in use. The fair
value is estimated on the basis of the values in an active market, from recent
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transactions or on the basis of the best information available to reflect the amount which
the entity could obtain from the sale of the asset. The value in use is the present value of
the expected future cash flows to be derived from an asset. In defining the value in use,
the expected future cash flows are discounted utilising a pre-tax discount rate that
reflects the current market assessment of the time value of money, and the specific risks
of the asset.
For an asset that does not generate sufficient independent cash flows, the realisable
value is determined in relation to the cash-generating unit to which the asset belongs. A
reduction in value is recognised in the income statement when the carrying amount of
the asset, or of the cash-generating unit to which it is allocated, is higher than the
recoverable amount.
The losses in value of cash-generating units are firstly attributed to the reduction in the
carrying amount of any goodwill allocated to the cash-generating unit and, thereafter, to
a reduction of other assets, in proportion to their carrying amount. The losses relating to
goodwill may not be restated. In relation to assets other than goodwill, where the
reasons for the write-down no longer exist, the book value of the asset is restated
through the income statement, up to the value at which the asset would be recorded if
no write-down had taken place and amortisation had been recorded.
Investments
Investments in companies represent investments in the share capital of enterprises.
They are carried at acquisition or subscription cost, adjusted for any impairment, and
measured under the cost method. Where the reasons for a write-down no longer exist,
the original value is restated.
Current and non-current financial assets
Financial assets are initially recognised at fair value.
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After initial recognition, financial assets are measured at fair value, without any
deduction for transaction costs which may be incurred in the sale or other disposal, with
the exception for the following “Financial Assets”:
� “Loans and Receivables”, as defined in paragraph 9 of IAS 39, which must
be measured at amortised cost utilising the effective interest criterion;
� investments held-to-maturity, as defined in paragraph 9 of IAS 39, which
must be measured at amortised cost utilising the effective interest criterion;
� investments in equity instruments which do not have a listed market price on
an active market and whose fair value may not be reliably measured and
related derivatives and which must be settled with the delivery of these non-
listed equity instruments, which must be measured at cost.
• Impairment of financial assets
Financial assets are measured at each reporting date to determine whether there is any
indication that an asset may have incurred a loss in value. A financial asset has
incurred a loss in value if there is an objective indication that one or more events had a
negative impact on the estimated future cash flows of the asset. A loss in value of a
financial asset measured at amortised cost corresponds to the difference between the
book value and the present value of the estimated cash flows discounted at the original
effective interest rate. The loss in value of financial asset available-for-sale is
calculated based on the fair value of the asset.
Financial assets individually recorded are measured separately to determine if they have
incurred a loss in value. The other financial assets are cumulatively measured, for
groups with similar credit risk characteristics. All the losses are recognised in the
income statement. Any accumulated loss of a financial asset available-for-sale
previously recognised in equity is transferred to the income statement.
Losses in value are restated if subsequently the increase in value can be objectively
associated to an event which occurred after the reduction in value. For financial assets
Consolidated Financial Statements of the F.I.L.A. Group
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217
measured at amortised cost and financial assets available-for-sale corresponding to debt
securities, the restated amount is recognised in the income statement. For financial
assets available-for-sale corresponding to equity securities, the restated amount is
recognised directly to equity.
Cash and cash equivalents
Cash and cash equivalents principally include cash, bank deposits on demand and other
highly liquid short-term investments (converted into liquidity within ninety days). They
are measured at fair value and the relative changes are recorded in the income
statement. Bank overdrafts are classified under “Current Financial Liabilities”.
Trade and other receivables
Trade and other receivables are measured, on initial recognition, at fair value. Initial
book value is subsequently recorded at amortised cost adjusted to account for
redemptions in principal, any write-downs and amortisation of the difference between
the redemption value and initial book value. Amortisation is made on the basis of the
internal effective interest rate represented by the rate equal to, at the moment of initial
recognition, the present value of expected cash flows and the initial book value
(amortised cost method). When there is an indication of a reduction in value, the asset is
reduced to the value of the discounted future cash flows obtainable. Impairments are
recognised to the income statement. When, in subsequent periods, the reasons for the
write-down no longer exist, the value of the assets is restated up to the value deriving
from the application of the amortised cost where no write-down had been applied.
The doubtful debt provision is accrued to record receivables at realisable value,
including write-downs for any indicators of a reduction in value of trade receivables.
The write-downs, which are based on the most recent information and on the best
estimates of the Directors, are made so that the assets are reduced to the present value
of the expected future revenue streams.
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218
The doubtful debt provision is recorded as a direct reduction.
These provisions are classified in the income statement account “Write-downs”; the
same classification was used for any utilisations.
Inventories
Inventories of raw materials, semi-finished and finished products are measured at the
lower of purchase or production price, including accessory charges, determined in
accordance with the weighted average cost method, and the net realisable value. Net
realisable value is the estimated selling price in the ordinary course of business, less the
estimated costs of completion and the estimated selling costs.
Obsolete and slow-moving inventories are written down in relation to their possible
utilisation or realisable value.
The purchase cost is utilised for direct and indirect materials, purchased and utilised in
the production cycle. The production cost is however used for the finished products or
in work-in-progress.
For the determination of the purchase price, consideration is taken of the actual costs
sustained net of commercial discounts.
Production costs include, in addition to the costs of the materials used, as defined
above, the direct and indirect industrial costs allocated. The indirect costs were
allocated based on the normal production capacity of the plant.
Distribution costs were excluded from purchase cost and production cost.
Provisions for risks and charges (current and non-current)
Provisions are recorded when:
� it is probable the existence of a present obligation, legal or implicit, deriving
from a past event;
� it is probable that compliance with the obligation will result in a charge;
� the amount of the obligation can be estimated reliably.
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219
Provisions are recorded at the value representing the best estimate of the amount that
the company would reasonably pay to discharge the obligation or to transfer it to a third
party. When the financial effect of time is significant and the payment dates of the
obligations can be reliably estimated, the provision is discounted. The rate used in the
determination of the present value of the liability reflects the current market values and
includes the further effects relating to the specific risk associated to each liability. The
increase of the provision due to the passage of time is recognised in the income
statement account “Financial income/(charges)”.
The provisions are periodically updated to reflect the changes in the estimate of the
costs, of the time period and of the discount rate; the revision of estimates are recorded
in the same income statement accounts in which the provision was recorded, or when
the liability relates to an asset, against the asset account to which it refers.
The explanatory notes illustrate the potential liabilities represented by: (i) possible
obligations (but not probable) deriving from past events, whose existence will be
confirmed only on the occurrence or otherwise of one or more uncertain future events
not fully under the control of the entity; (ii) current obligations deriving from past
events whose amount cannot be reliably estimated or whose fulfilment will likely not
incur a charge.
• Restructuring provision
The Company records a restructuring provision only in the event there is an implied
restructuring obligation and there exists, at the same time, a detailed formal programme
which has raised a valid expectation in those affected that it will carry out the
restructuring by starting to implement that plan or announcing its main features to those
affected by it.
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220
Employee benefits
• Defined contribution plans
Defined contribution plans are post-employment benefit plans under which the entity
pays fixed contributions to a separate entity and will not have a legal or implied
obligation to pay further contributions. The contributions to be paid to defined
contribution plans are recognised as costs in the income statement when incurred.
Contributions paid in advance are recognised under assets up to the advanced payment
which will determine a reduction in future payments or a reimbursement.
• Defined benefit plans
Defined benefit plans are post-employment benefit plans other than defined
contribution plans. The net obligation of the Company deriving from defined benefit
plans is calculated separately for each plan estimating the amount of the future benefit
which the employees matured in exchange for the services provided in the current and
previous years; this benefit is discounted to calculate the present value, while any costs
relating to past services not recorded in the financial statements and the fair value of
any assets to service the plan are deducted from liabilities. The discount rate is the
return, at the reporting date, of the primary obligations whose maturity date
approximates the terms of the obligations of the Company and which are expressed in
the same currency in which it is expected the benefits will be paid. The calculation is
made by an independent actuary utilising the projected credit unit method. Where the
calculation generates a benefit for the Company, the asset recognised is limited to the
total, net of all costs relating to past services not recognised and the present value of all
economic benefits available in the form of refunds from the plan or reductions in future
contributions to the plan. Where improvements are made to the plan benefits, the
portion of increased benefits relating to past services is recognised as an expense on a
straight-line basis over the average period until the benefits become vested. If the
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Separate Financial Statements of F.I.L.A. S.p.A.
221
benefits mature immediately, the cost is recognised immediately in the income
statement.
F.I.L.A. S.p.A. records all actuarial gains and losses from a defined benefit plan directly
and immediately to equity, as the Company does not apply the corridor method.
In relation to the Post-Employment Benefit Provision, following the amendments to
Law No. 296 of December 27, 2006 and subsequent Decrees and Regulations (“Pension
Reform”) issued in the first months of 2007, the Parent Company F.I.L.A. S.p.A.
adopted the following accounting treatment:
� the Post-Employment Benefit Provision matured at December 31, 2006 is
considered a defined benefit plan as per IAS 19. The benefits guaranteed to
employees, under the form of the Post-Employment Benefit Provision, paid
on the termination of employment, are recognised in the period the right
matures. The relative liability is determined based on actuarial assumptions
and the effective payable matured and not settled at the reporting date,
applying criteria in accordance with current regulations. The discounting
process, based on demographic and financial assumptions, is undertaken
applying the “Projected Unit Credit Method” by professional actuaries.
Under this method the valuation is based on the average present value of the
pension obligations matured based on the employment service up to the time
of the valuation. In consideration of the new provisions introduced by the
reform, the component related to the expected future salary increases was
excluded from the discounting calculation from January 1, 2007;
� the Post-Employment Benefits matured from January 1, 2007 are considered
a defined contribution plan and therefore the contributions matured in the
period were fully recognised as a cost and recorded as a payable in the
account “Post-Employment Benefit Provision”, after deduction of any
contributions already paid.
Consolidated Financial Statements of the F.I.L.A. Group
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222
It is also noted that the difference resulting from the re-measurement of the Post-
Employment Benefit Provision matured at December 31, 2006 on the basis of the new
assumptions introduced by the Pension Reform was fully recognised in the income
statement in the account “Labour Costs”.
• Other long-term employee benefits
The net obligation of the Company for long-term employee benefits, other than those
deriving from pension plans, corresponds to the amount of the future benefits which
employees matured for services in current and previous years. This benefit is
discounted, while the fair value of any assets is deducted from the liabilities. The
discount rate is the return, at the reporting date, of the primary obligations whose
maturity date approximates the terms of the obligations of F.I.L.A. S.p.A.. The
obligation is calculated using the projected unit credit method. Any actuarial gains or
losses are recorded in the balance sheet in the year in which they arise.
• Employee termination benefits
Employee termination benefits are recorded as costs when the Company has committed,
in a demonstrable way and without a realistic possibility of withdrawal, to a formal
detailed plan that provides for the termination of employment before the normal
retirement date or following an offer prepared to encourage voluntary redundancy. In
the case of an offer made by the Company to encourage voluntary redundancy, the
measurement of termination benefits shall be based on the number of employees
expected to accept the offer.
• Short-term employee benefits
Short-term employee benefits are recorded as non-discounted expenses when the
services to which they arise are provided.
F.I.L.A. S.p.A. records a liability for the amount that it expects will be paid in the
presence of a present obligation, legal or implicit, as a consequence of past events and
for which the obligation can be reliably estimated.
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223
Financial liabilities (current and non-current)
Financial liabilities are initially recognised at fair value, including directly attributable
transaction costs. Subsequently these liabilities are measured at amortised cost. In
accordance with this method all the accessory charges relating to the provision of the
loan are recorded as a direct change of the payable, recording any differences between
cost and repayment amount in the income statement over the duration of the loan, in
accordance with the effective interest rate method.
Trade and other payables
Trade and other payables are measured on initial recognition at fair value. Initial book
value is subsequently adjusted to account for redemptions in principal and amortisation
of the difference between the redemption value and initial book value. Amortisation is
made on the basis of the internal effective interest rate represented by the rate equal to,
at the moment of initial recognition, the present value of expected cash flows related to
the liabilities and the initial book value (amortised cost method).
When there is a change in the cash flows and it is possible to estimate them reliably, the
value of the payables are recalculated to reflect this change, based on the new present
value of the cash flows and on the internal yield initially determined.
Current, deferred and other taxes
Income taxes include all the taxes calculated on the assessable income of the Company
applying the tax rates in force at the date of the present report
Income taxes are recorded in the income statement, except those relating to accounts
directly credited or debited to equity, in which case the tax effect is recognised directly
to equity.
Other taxes not related to income, such as taxes on property and share capital, are
included under other operating charges (“Service costs”, “Rent, lease and similar” and
“Other charges”). The liabilities related to indirect taxes are classified under “Other
Payables”.
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224
Deferred tax assets and liabilities are determined in accordance with the global
assets/liability method and are calculated on the basis of the temporary differences
arising between the carrying amounts of the assets and liabilities and the corresponding
values recognised for tax purposes, taking into account the tax rate within current fiscal
legislation for the years in which the differences will reverse, with the exception of
goodwill not fiscally deductible and those differences deriving from investments in
subsidiaries for which it is not expected the cancellation in the foreseeable future, and
on the tax losses carried forward.
“Deferred Tax Assets” are classified under non-current assets and are recognised only
when there exists a high probability of future assessable income to recover the asset.
The recovery of the “Deferred Tax Assets” is reviewed at each reporting date and for
the part for which recovery is no longer probable recorded in the income statement.
Revenues and costs
Revenue recognition
The revenues and income are recorded net of returns, discounts, rebates and premiums
as well as direct taxes related to the sale of products and services. In particular, the
revenues for the sale of products are recognised when the risks and rewards of
ownership are transferred to the buyer. This normally occurs on shipping of the goods.
Recognition of costs
Costs are recorded when relating to goods and services acquired or consumed in the
year or when there is no future utility.
The costs directly attributable to share capital operations are recorded as a direct
reduction of equity.
Commercial costs relating to the acquisition of new clients are expensed to the income
statement when incurred.
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225
Financial income and charges
Financial income includes interest income on liquidity invested, dividends received and
income from the sale of available-for-sale financial assets. Interest income is recorded
in the income statement on an accruals basis utilising the effective interest method.
Dividend income is recorded when the right of F.I.L.A. S.p.A. to receive the payment is
established which, in the case of listed securities, corresponds to the coupon date.
Financial charges include interest on loans, discounting of provisions, dividends
distributed on preference shares reimbursable, changes in the fair value of financial
assets recorded through P&L and losses on financial assets. Finance costs are recorded
in the income statement utilising the effective interest method. The currency operations
are recorded as the net amount.
Other accounting policies
Translation of accounts in currencies other than the Euro
The financial statements were prepared in Euro, which is the functional currency of the
company. Foreign currency transactions are converted into Euro using the exchange
rate at the transaction date. The foreign exchange gains and losses resulting from the
settlement of transactions and from the conversion at the balance sheet date of monetary
assets and liabilities denominated in foreign currencies are recognised in the income
statement.
Non-monetary assets and liabilities in foreign currencies measured at cost are recorded
at the transaction date exchange rate; where the measurement is at fair value or
recoverable value or realisable value the current exchange rate at the measurement date
is adopted. All amounts in Euro are rounded to the nearest thousand.
Consolidated Financial Statements of the F.I.L.A. Group
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226
Dividends
Dividends recognised to shareholders are recorded on the date of the Shareholders’
Meeting resolution.
Treasury shares
Treasury shares are recorded as a reduction of equity. The original cost of the treasury
shares and the revenues deriving from any subsequent sale are recognised as equity
movements.
Earnings per share
The basic earnings per share is calculated by dividing the result of F.I.L.A. S.p.A. by
the weighted average number of ordinary shares outstanding during the year, excluding
any treasury shares in portfolio. The diluted earnings per share coincide with the basic
earnings per share as there are no potential ordinary shares (financial instruments or
other contracts which may entitle its holder to ordinary shares).
Use of estimates
The preparation of the financial statements require the Directors to apply accounting
principles and methods that, in some circumstances, are based on difficulties and
subjective valuations and estimates based on the historical experience and assumptions
which are from time to time considered reasonable and realistic based on the relative
circumstances. The application of these estimates and assumptions impact upon the
amounts reported in the financial statements, such as the balance sheet, the income
statement and the cash flow statement, and on the disclosures in the notes to the
accounts. The final outcome of the accounts in the financial statements, which use the
above-mentioned estimates and assumptions, may differ from those reported in the
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
227
financial statements due to the uncertainty which characterises the assumptions and
conditions upon which the estimates are based.
The accounting principles which require greater judgement by the Directors in the
preparation of the estimates and for which a change in the underlying conditions or the
assumptions may have a significant impact on the condensed financial statements are
briefly described below.
� Measurement of receivables: trade receivables are adjusted by the doubtful debt
provision, taking into account the effective recoverable value. The calculation of
the write-downs requires the Directors to make valuations based on the
documentation and the information available relating to the solvency of the
clients, and from market and historical experience.
� Measurement of goodwill and indefinite intangible assets: in accordance with
the accounting principles applied by the Company, the goodwill and the
intangible assets are subject to an annual verification (“impairment test”) in
order to verify whether a reduction in value has taken place, which is recorded
as a write-down, when the net book value of the cash-generating unit to which
the asset is allocated is higher than the recoverable value (defined as the higher
value between the value in use and the fair value of the asset). The verification
of the value requires the Directors to make valuations based on the information
available within F.I.L.A. S.p.A. and from the market, as well as historical
experience. In addition, when it is determined that there may be a potential
reduction in value, the Company determines this through using the most
appropriate technical valuation methods available. The same verifications of
value and the same valuation techniques are applied on the intangible and
tangible assets with a finite useful life when there are indications of the
difficulty for the recovery of the relative net book value through its use. The
correct identification of the indicators of the existence of a potential reduction in
value as well as the estimates for their determination depends on factors which
may vary over time impact upon the valuations and estimates made by the
Directors.
Consolidated Financial Statements of the F.I.L.A. Group
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228
� Risk provisions: the identification of the existence of a present obligation (legal
or implied) in some circumstances may be difficult to determine. The Directors
evaluate these factors case-by-case, together with the estimate of the amount of
the economic resources required to comply with the obligation. When the
Directors consider that a liability is only possible, the risks are disclosed in the
notes under the section on commitments and risks, without any provision.
� Measurement of inventories: inventories of products which are obsolescence or
slow moving are periodically subject to valuation tests and written down where
the recoverable value is lower than the book value. The write-downs are made
based on assumptions and estimates of management deriving from experience
and historic results.
� Pension plans and other post-employment benefits: the company participates in
pension plans and other post-employment benefit plans. Management utilises
multiple statistical assumptions and valuation techniques with the objective of
anticipating future events for the calculation of the charges, liabilities and assets
relating to these plans. The assumptions relate to the discount rate, the expected
return of the plan assets and the rate of future salary increases. In addition, the
actuarial consultants of the Company utilise subjective factors, for example
mortality and employee turnover rates.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
229
IV. Separate Financial Statements of F.I.L.A. S.p.A. at December
31,2014
Balance Sheet
Euro thousands December 31, 2014 December 31, 2013
ASSETS 121,121 119,008
Non-Current Assets 70,512 66,978
Intangible Assets 468 399 Note 1
Property, Plant and Equipment 9,147 8,727 Note 2
Non-Current Financial Assets 1,282 387 Note 3
Investments Measured at Cost 57,498 55,221 Note 4
Deferred Tax Assets 2,117 2,244 Note 5
Other Receivables 0 0
Current Assets 50,609 52,030
Current Financial Assets 1,497 1,096 Note 3
Tax Receivables 0 399 Note 6
Inventories 19,354 17,415 Note 7
Trade and Other Receivables 18,537 18,247 Note 8
Cash and Cash Equivalents 11,221 14,873 Note 9
LIABILITIES AND EQUITY 121,121 119,008
Equity 63,822 59,508 Note 11
Share Capital 2,748 2,748
Reserves 13,277 13,450
Retained Earnings 41,778 37,475
Net profit for the year 6,019 5,835
Non-Current Liabilities 23,029 30,722
Non-Current Financial Liabilities 18,890 26,580 Note 12
Post-Employment Benefits 2,068 1,977 Note 13
Provisions for Risks and Charges 526 464 Note 14
Deferred Tax Liabilities 1,545 1,701 Note 15
Current Liabilities 34,270 28,778
Current Financial Liabilities 11,017 13,730 Note 12
Provisions for Risks and Charges 91 96 Note 14
Current Tax Payables 305 0 Note 16
Trade and Other Payables 22,857 14,952 Note 17
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
230
Statement of Comprehensive Income
Euro thousands 2014 2013
Revenue from Sales and Service 77,232 71,806 Note 18
Other Revenue and Income 1,745 1,351 Note 19
TOTAL REVENUE 78,977 73,157
Raw Materials, Ancillary, Consumables and Goods (37,852) (31,234) Note 20
Services and Rent, Leases and Similar Costs (22,128) (17,792) Note 21
Other Operating Costs (357) (410) Note 22
Change in Raw Materials, Semi-Finished, Work-in-progress and Finished Products 1,939 (4,999) Note 20
Labour Costs (11,676) (9,855) Note 23
Amortisation & Depreciation (1,837) (2,186) Note 24
Write-downs (239) (542)
TOTAL OPERATING COSTS (72,150) (67,018)
EBIT 6,827 6,139
Financial Income 2,741 3,271 Note 25
Financial Charges (1,285) (1,572) Note 26
NET FINANCIAL INCOME/(CHARGES) 1,456 1,699
PRR-TAX PROFIT 8,283 7,838
Income Taxes (2,211) (1,723)
Deferred Tax Income and Charges (53) (280)
TOTAL INCOME TAXES (2,264) (2,003) Note 28
NET PROFIT FOR THE YEAR 6,019 5,835
Other Comprehensive Income Items which may be reclassified subsequently in the P&L account
Actuarial Gains/(Losses) on Employee Benefits (289) (28)
Income Taxes on income and charges recorded directly to Equity 110 9
OTHER COMPREHENSIVE INCOME ITEMS (net of tax effect) (179) (19)
Total Comprehensive Income 5,840 5,816
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
231
Cash Flow Statement
Euro thousands 2014 2013
EBIT 6,827 6,139
adjustments for non-cash items: 1,840 2,858
Amortisation & Depreciation 1,837 2,186
Doubtful Debt Provision 239 542
Exch. effect on Assets and Liabilities in Foreign Curr. of Commercial Transactions (202) 130
Gain/Loss on Fixed Asset Disposals (35) (0)
integrations for: (1,249) (1,409)
Income Taxes Paid (1,507) (1,258)
Unrealised Exchange Differences on Assets and Liabilities in Foreign Currencies 156 (49)
Realised Exchange Differences on Assets and Liabilities in Foreign Currencies 102 (103)
CASH FLOW FROM OPERATING ACTIVITIES BEFORE CHANGES IN
NET WORKING CAPITAL7,419 7,588
Changes in Net Working Capital: 5,373 2,874
Change in Inventories (2,070) 5,209
Change in Trade and Other Receivables (527) (2,215)
Change in Trade and Other Payables 7,905 (4)
Change in Other Assets/Liabilities (26) (36)
Change in Post-Employment and Employee Benefits 91 (80)
NET CASH FLOW FROM OPERATING ACTIVITIES 12,791 10,462Investments in Intangible Assets (173) (96)
Total Investment/Divestment in Intangible Assets (173) (96)
Investments in Property, Plant and Equipment (2,220) (1,967)
Divestments in Property, Plant and Equipment 39 0
Total Investment/Divestment in Property, Plant and Equipment (2,181) (1,967)
Total Investment/Divestment in Holdings Measured at Cost (1,567) (390)
Investments in Other Financial Assets (2,561) (617)
Divestments in Other Financial Assets 577 352
Total Investment/Divestment in Other Financial Assets (1,984) (265)
Dividends from Group companies 2,599 3,203
Interest Received 55 56
CASH FLOW FROM INVESTING ACTIVITY (3,251) 540
Contribution/Reimbursement of Share Capital 6,063
Dividends Distributed (1,526) (1,507)
Total Change in Equity (1,526) 4,555
Interest Paid (902) (1,164)
Total Change Loans and Other Financial Liabilities (10,777) (9,752)
CASH FLOW FROM FINANCING ACTIVITY (13,204) (6,361)
Other Non-Cash Items 12 (227)
NET CASH FLOW IN THE YEAR (3,651) 4,415
Cash and Cash Equivalents net of Bank Overdrafts at beginning of the year 14,873 10,458
CASH AND CASH EQUIVALENTS NET OF BANK OVERDRAFTS AT
END OF THE YEAR11,221 14,873
1) Cash and cash equivalents at December 31, 2014 totalled Euro 11,221 thousand; current account
overdrafts amounted to Euro 0 thousand net of relative interest.
2) Cash and cash equivalents at December 31, 2013 totalled Euro 14,873 thousand; current account
overdrafts amounted to Euro 0 thousand net of relative interest.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
232
Euro thousands 2014 2013
OPENING CASH AND CASH EQUIVALENTS 14,873 10,458
Cash and Cash Equivalents 14,873 10,545
Bank Overdrafts 0 (87)
CLOSING CASH AND CASH EQUIVALENTS 11,221 14,873
Cash and Cash Equivalents 11,221 14,873
Bank Overdrafts 0 0
Reference should be made to the “Directors’ Report” for comment and analysis.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
233
Statement of changes in Shareholders’ Equity
Euro thousands
Share capitalLegal
ReserveIAS 19 Reserve
Other
ReservesRetained Earnings Profit/(Loss) for year Equity
January 1, 2014 2,748 602 (79) 12,927 37,475 5,835 59,508
Changes in the year 0 0 (179) 0 0 0 (179)
Net Profit 0 0 0 0 0 6,019 6,019
Gains/(losses) recorded directly to equity 0 0 (179) 0 0 6,019 5,840
Allocation of the 2013 result 0 6 0 0 5,829 (5,835) 0
Dividend distribution to shareholders 0 0 0 0 (1,526) 0 (1,526)
December 31, 2014 2,748 608 (258) 12,927 41,778 6,019 63,822
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
234
Notes to the Main Financial Statement Accounts
Introduction
The company F.I.L.A. S.p.A. operates in the creativity tools market, producing writing
and design objects such as crayons, paints, modelling dough and pencils etc..
The company F.I.L.A. S.p.A., Società Italiana Lapis ed Affini (hereafter “the
Company”), is a limited liability company with registered office in Milan (Italy), Via
Pozzone 5.
The information relating to the shareholding structure at December 31, 2014 is shown
below:
Shareholder Number of shares
% of share
capital
% of voting
rights
781,649 ordinary shares 41.658% 31.545% Pencil S.p.A.
390,824 “B” shares 20.829% 47.317%
Intesa Sanpaolo S.p.A. 222,843 ordinary shares 11.877% 8.993%
Venice European Investment
Capital S.p.A. 300,939 ordinary shares 16.039% 12.145%
F.I.L.A. S.p.A. (treasury shares) 180,075 ordinary shares 9.597% 0%
Total 1,876,330 100% 100%
The present financial statements, concerning the year ending December 31, 2014, are
presented in Euro, as the functional currency in which the Company operates and
comprise the Balance Sheet, the Statement of Comprehensive Income, the Cash Flow
Statement, the Statement of Changes in Shareholders’ Equity, the Explanatory Notes
and are accompanied by the Directors’ Report. All amounts reported in the Balance
Sheet, the Statement of Comprehensive Income, the Cash Flow Statement, the
Statement of Changes in Shareholders’ Equity and in the Explanatory Notes are
expressed in thousands of Euro, except where otherwise stated.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
235
� Note 1 - Intangible assets
The intangible assets at December 31, 2014 amount to Euro 468 thousand (Euro 399
thousand at December 31, 2013) and consist only of intangible assets with finite useful
lives.
The table below shows the changes in the year.
Note 1. INTANGIBLE ASSETS WITH FINITE LIFE
Euro thousands
Industrial Patents and
Intellectual Property Rights
Concessions, Licenses,
Trademarks & Similar
Rights
Other Intangible Assets Total Amount
Change in Historical Cost
December 31, 2013 158 2,691 2,006 4,855
Increases in the year 17 156 0 173
Increases (Investments) 17 156 0 173
Decreases in the year 0 0 0 0
Decreases (Divestments) 0 0 0 0
December 31, 2014 175 2,847 2,006 5,028
Change in Amortisation
December 31, 2013 (96) (2,360) (2,000) (4,456)
Increases in the year (14) (86) (4) (104)
Amortisation in Year (14) (86) (4) (104)
Decreases in the year 0 0 0 0
Decreases (Divestments) 0 0 0 0
December 31, 2014 (110) (2,446) (2,004) (4,560)
Net Book Value at December 31, 2013 62 331 6 399
Net Book Value at December 31, 2014 65 401 2 468
Change in year 2014 - 2013 3 70 (4) 69
“Industrial Patents and Intellectual Property Rights” amount to Euro 65 thousand at
December 31, 2014 (Euro 62 thousand at December 31, 2013).
The average residual useful life of the “Industrial Patents and Intellectual Property
Rights”, recorded in the financial statements of December 31, 2014, is 5 years.
“Concessions, Licences, Trademarks and Similar Rights” amount to Euro 401 thousand
at December 31, 2014 (Euro 331 thousand at December 31, 2013) and includes the
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
236
costs incurred for the registration and acquisition of trademarks necessary for the
marketing of the Fila brand products.
The average residual useful life of the “Concessions, Licenses, Trademarks and Similar
Rights”, recorded in the financial statements of December 31, 2014, is 3 years.
“Other Intangible Assets” amount to Euro 2 thousand at December 31, 2014 (Euro 6
thousand at December 31, 2013) and mainly include costs relating to the capitalisation
of software related to the Pro-J software system. The average residual useful life of
“Other Intangible Assets”, recorded in the financial assets at December 31, 2014, is 3
years.
There are no intangible assets subject to restrictions (for further information in relation
to secured guarantees on property, reference should be made to the “Directors’ Report -
Commitments and Guarantees”).
� Note 2 - Property, plant and equipment
At December 31, 2014, “Property, Plant and Equipment” amounted to Euro 9,147
thousand (Euro 8,727 thousand at December 31, 2013). The table below shows the
changes in the year:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
237
Note 2 - PROPERTY, PLANT AND EQUIPMENT
Euro thousands
Land BuildingsPlant and
Machinery
Industrial and
Commercial
Equipment
Other
AssetsAssets in Progress Total amount
Change in Historical Cost
December 31, 2013 1,977 9,367 13,186 7,129 928 183 32,770
Increases in the year 0 76 1,144 983 56 (35) 2,223
Increases (Investments) 0 76 843 723 56 521 2,219
Capitalisation from Assets in Progress 0 0 296 260 0 (556) 0
Other Increases 0 0 5 0 0 0 5
Decreases in the year 0 0 (183) 0 (1) (62) (246)
Decreases (Divestments) 0 0 (183) 0 (1) 0 (184)
Other Decreases 0 0 0 0 0 (62) (62)
December 31, 2014 1,977 9,443 14,147 8,112 983 86 34,748
Change in Accumulated Depreciation
December 31, 2013 (5,400) (11,409) (6,515) (718) (24,042)
Increases in the year (363) (638) (660) (77) (1,738)
Depreciation in Year (363) (633) (660) (77) (1,733)
Other Increases 0 (5) 0 0 (5)
Decreases in the year 0 179 0 0 179
Decreases (Divestments) 0 179 0 0 179
December 31, 2014 (5,763) (11,868) (7,175) (795) (25,601)
Net Book Value at December 31, 2013 1,977 3,966 1,777 614 210 183 8,727
Net Book Value at December 31, 2014 1,977 3,680 2,279 937 188 86 9,147
Change in year 2014 - 2013 0 (286) 502 323 (22) (97) 420
“Land” at December 31, 2014, amounting to Euro 1,977 thousand (Euro 1,977 thousand
at December 31, 2013), is comprised of land adjacent to the building owned by F.I.L.A.
S.p.A. at the production site in Rufina Scopeti (Florence - Italy).
“Buildings” at December 31, 2014 amount to Euro 3,680 thousand (Euro 3,966
thousand at December 31, 2013). The decrease mainly concerns depreciation in the
year (Euro 363 thousand), partially offset by the increase in building improvements
(Euro 76 thousand).
“Plant and Machinery” amounts to Euro 2,279 thousand at December 31, 2014 (Euro
1,777 thousand at December 31, 2013) and includes investments in new machinery for
the production plant at Rufina Scopeti (Florence-Italy). The account also includes
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
238
disposals of machinery at the Rufina Scopeti plant (Florence-Italy), completely
depreciated (Euro 183 thousand).
Investment in new plant and machinery seeks to drive the efficiency of the current
production capacity through upgrading and expanding the current “assets”.
“Industrial and Commercial Equipment” amounts to Euro 937 thousand at December
31, 2014 (Euro 614 thousand at December 31, 2013) and mainly relates to investments
in new production moulds and plant and the updating of the production plant at Rufina
Scopeti (Florence-Italy).
“Other Assets” amount to Euro 188 thousand at December 31, 2014 (Euro 210 thousand
at December 31, 2013) and include furniture and office equipment, EDP and motor
vehicles.
Finance leases at December 31, 2014 amounted to Euro 278 thousand, relating to “Plant
and Machinery”. The present value of payables relating to finance lease contracts in
place at December 31, 2014 amounts to Euro 15 thousand, maturing in the next year
(for further information on financial liabilities, reference should be made to “Note 12 -
Financial liabilities”).
There are no fixed assets subject to restrictions with the exception of the mortgage on
the building at Rufina (Florence) following the loan granted by Banca Nazionale del
Lavoro and Intesa Sanpaolo.
� Note 3 – Financial Assets
“Financial Assets” amount to Euro 2,779 thousand at December 31, 2014 (Euro 1.483
thousand at December 31, 2013).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
239
The breakdown of the account in 2014 is as follows:
Euro thousands
Loans & Receivables:
Subsidiaries
Other Financial Assets: Third
parties
Total Amount
December 31, 2013 1,476 7 1,483
non-current portion 380 7 387
current portion 1,096 0 1,096
December 31, 2014 2,772 7 2,779
non-current portion 1,275 7 1,282
current portion 1,497 0 1,497
Change in year 1,296 0 1,296
non-current portion 895 0 895
current portion 401 0 401
Note 3.A - FINANCIAL ASSETS
The account “Loans and Receivables - subsidiaries -non-current portion” includes:
� portion of the residual loan of Euro 100 thousand granted to FILALYRA GB Ltd.
(United Kingdom);
� loans of Euro 1,175 thousand granted to Industria Maimeri S.p.A. (Italy) and
provided by F.I.L.A. S.p.A. in 2014 in two tranches for Euro 325 thousand and
Euro 850 thousand respectively. The contract establishes interest at a variable rate
equal to Euribor at 6 months, plus a spread of 200 basis points for the first tranche.
The second tranche is non-interest bearing.
The account “Loans and Receivables - subsidiaries -current portion” includes:
� the short-term portion of the loan granted to FILALYRA GB Ltd. (United
Kingdom), described in the previous point, amounting to Euro 200 thousand.
The contract establishes interest at a variable rate equal to Euribor at 6 months,
plus a spread of 260 basis points;
� the short-term portion of the loan, amounting to Euro 550 thousand, granted to
FILA Stationary O.O.O. (Russia). An additional loan was granted of Euro 200
thousand in 2014, further to the residual loan at December 31, 2013. The
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
240
amount includes Euro 19 thousand interest accrued. The contract establishes
interest at a variable rate equal to Euribor at 3 months, plus a spread of 280 basis
points;
� the short-term portion of the loan, amounting to Euro 430 thousand, granted to
Licyn Mercantil Industrial Ltda (Brazil). An additional loan was granted of Euro
350 thousand in 2014, further to the residual loan at December 31, 2013. The
amount includes Euro 3 thousand interest accrued. The contract establishes
interest at a variable rate equal to Euribor at 6 months, plus a spread of 280 basis
points;
� the short-term portion of the loan, amounting to Euro 286 thousand, granted to
FILA Cartorama S.A. (Pty) Ltd. (South Africa). The amount includes Euro 4
thousand interest accrued. The contract establishes interest at a variable rate
equal to Euribor at 3 months, plus a spread of 280 basis points.
The loan outstanding at December 31, 2013 of Euro 82 thousand was repaid during
2014, including Euro 2 thousand of interest, by the company Lyra Asia PTE Ltd.
(Singapore).
We also report the conversion into share capital on September 30, 2014 of the loan
granted by F.I.L.A. S.p.A. to the company FILA Stationary and Office Equipment
Industry Ltd. Co. (Turkey), amounting to Euro 710 thousand (reference should be made
to Note 4 “Investments Measured at Cost”).
The book value approximates the “fair value” of these assets at the reporting date.
Details on the timing of financial cash flows and “Financial Assets” at December 31,
2014 are illustrated in the following table:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
241
Current Financial
Assets
Principal Interest Variable Spread 2015 2016 2017 2018 Beyond 2018
Euro thousands
Guarantee Deposits 7 0 7 2004 EUR Italy 0% 0% 0 0 0 0 7 None None
Loan FILALYRA GB Ltd. (United Kingdom) 300 0 300 2010 EUR UK Euribor 6 mth. 2.60% 200 100 0 0 0 None None
Loan Industria Maimeri S.p.A. (Italy) 325 2 327 2014 EUR Italy Euribor 6 mth. 2.00% 2 0 325 0 0 None None
Loan Industria Maimeri S.p.A. (Italy) 850 0 850 2014 EUR Italy 0.00% 0.00% 0 0 0 850 0 None None
Loan FILA Turkey (Turkey) 0 3 3 2012 EUR Turkey Euribor 3 mth. 2.80% 3 0 0 0 0 None None
Loan Licyn Mercantil Industrial Ltda (Brazil) 430 3 433 2012 EUR Brazil Euribor 6 mth. 2.80% 433 0 0 0 0 None None
Loan FILA Stationery O.O.O. (Russia) 550 19 569 2013 EUR Russia Euribor 3 mth. 2.80% 569 0 0 0 0 None None
FILA Cartorama S.A. (Pty) Ltd (South Africa) 286 4 290 2014 EUR South Africa Euribor 3 mth. 2.80% 290 0 0 0 0 None None
Total amount 2,748 31 2,779 1,497 100 325 850 7
Non-Current Financial Assets
NOTE 3.B - FINANCIAL ASSETS
Description
General information Amount
Guarantees ReceivedGuarantees
GrantedAmountTotal Year Currency Country
Interest
“Other Financial Assets from third parties” relates to deposits paid to third parties as
contractual guarantees for the provision of services and goods.
Reference should be made to Note 10 concerning the “Net Financial Position” at
December 31, 2014 of F.I.L.A. S.p.A..
� Note 4 - Investments Measured at Cost
Note 4.A Investments Measured At Cost
Euro thousandsInvestments in Subsidiaries
Investments in
Associates
Investments in Other
CompaniesTotal Amount
December 31, 2013 49,104 6,115 2 55,221
Increases in the year 2,249 28 0 2,277
Increases (Investments) 2,249 28 0 2,277
Decreases in the year 0 0 0 0
Decreases (Divestments) 0 0 0 0
December 31, 2014 51,353 6,143 2 57,498
Change in year 2,249 28 0 2,277
Investments in subsidiaries at December 31, 2014 and the changes in the year are
illustrated in the table below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
242
Note 4.B - INVESTMENTS IN SUBSIDIARIES
Euro thousands
F.I.L.A.
Hispania S.L.
(Spain)
Omyacolor
S.A.
(France)
Dixon
Ticonderoga Co.
(U.S.A.)
F.I.L.A. Chile
Ltda
(Chile)
Lyra Bleistift-Fabrik
GmbH & Co. KG
(Germany)
FILA Stationary and
Office Equipment
Industry Ltd. Co.
(Turkey)
Licyn Mercantil
Industrial Ltda
(Brazil)
FILA Stationery
O.O.O.
(Russia)
Industria
Maimeri S.p.A.
(Italy)
FILA Cartorama S.A.
(Pty) Ltd. (South
Africa)
FILA Hellas
S.A. (Greece)
FILA Australia
Pty Ltd
(Australia)
Total Amount
December 31, 2013 90 2,506 30,541 62 12,454 9 3,347 95 0 0 0 0 49,104
Increases 0 0 0 0 0 1,290 0 0 946 1 12 1 2,249
Decreases 0 0 0 0 0 0 0 0 0 0 0 0 0
December 31, 2014 90 2,506 30,541 62 12,454 1,299 3,347 95 946 1 12 1 51,353
Change in year 0 0 0 0 0 1,290 0 0 946 1 12 1 2,249
Investments in subsidiaries measured at cost increased by Euro 2,249 thousand, due to
the incorporation of Industria Maimeri S.p.A. (Italy – Euro 946 thousand), FILA Hellas
S.A. (Greece – Euro 12 thousand), FILA Cartorama S.A. (Pty) Ltd. (South Africa –
Euro 1 thousand), FILA Australia Pty Ltd. (Australia – Euro 1 thousand) during the
year, as well as the increase of the share capital of the company FILA Stationary and
Office Equipment Industry Ltd. Co. (Turkey – Euro 1,290 thousand) undertaken by
F.I.L.A. S.p.A. which derives from a conferment in cash, amounting to Euro 579
thousand, and conversion of the loan at September 30, 2014 of Euro 710 thousand.
A comparison between the value of the investment and the equity of the subsidiaries at
December 31, 2014 is illustrated in the table below:
Investments Measured at Equity - Euro thousands
Subsidiaries Equity Net Profit/ % Share of Net Value
at December 31, 2014 (Loss) Holding Equity Book according to
Value equity method
Dixon Ticonderoga Company (U.S.A.)* 69,754 10,037 100.00% 69,754 30,603 70,410
Licyn Mercantil Industrial Ltda (Brazil) 954 (957) 99.99% 954 3,347 1,025
Omyacolor S.A. (France) 14,407 1,881 99.9% 14,393 2,505 12,099
F.I.L.A. Hispania S.L. (Spain) 2,780 1,116 96.77% 2,690 90 2,780
Johann Froescheis Lyra Bleistift-Fabrik GmbH & Co. KG (Germany) 10,406 1,168 100.00% 10,406 12,454 11,623
FILA Stationary and Office Equipment Industry Ltd. Co. (Turkey) 40 (9) 99.99% 40 1,300 40
Fila Stationary O.O.O. (Russia) (508) (674) 90.00% (457) 95 (508)
Fila Hellas SA (Greece) 1,602 271 51.00% 817 12 295
Industraia Maimeri S.p.A. (Italy) 1,490 (76) 51.00% 760 946 1,490
Fila Cartorama SA PTY LTD (South Africa) (300) (194) 50.00% (150) 0 (200)
51,352 99,054
(1) figures from last approved financial statements
* includes 1% share of F.I.L.A CHILE LTDA held by F.I.L.A. S.p.A.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
243
The carrying amount of the investment held by F.I.L.A. S.p.A. at December 31, 2014 in
Johann Froescheis Lyra-Bleitstitift-Fabrik GmbH&Co-KG (Germany) is considered
recoverable based on the future profitability and the “sensitivity analysis” undertaken.
The carrying amount in the investments held by F.I.L.A. S.p.A. at December 31 in the
following companies are considered recoverable: FILA Stationary and Office
Equipment Industry Ltd Co. (Turkey), FILA Stationary O.O.O. (Russia), Licyn
Mercantil Industrial Ltda (Brazil) and FILA Cartorama S.A. (Pty) Ltd. (South Africa)
as they relate to companies in start-up phases and for which future profitability is
forecast.
At December 31, 2014 there were no privileges or restrictions of any nature on the
shares of the company. We report liens relating to the shares held by F.I.L.A. S.p.A. in
Omyacolor S.A. (France), Dixon Ticonderoga Co. (U.S.A.) and Lyra KG (Germany) to
guarantee the bank loans in place at December 31, 2014.
� Note 5 – Deferred Tax Assets
“Deferred Tax Assets” amount to Euro 2,117 thousand at December 31, 2014 (Euro
2,244 thousand at December 31, 2013).
Euro thousands
December 31, 2013 2,244
Provisions 44
Utilisations (171)
December 31, 2014 2,117
Change in year (127)
Note 5.A - CHANGES IN DEFERRED TAX ASSETS
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
244
The account at December 31, 2014 concerns temporary deductible differences in future
years and were recorded as there is a reasonable certainty of the existence, in the years
in which the temporary differences will reverse, of assessable income not lower than the
amount of these differences.
At December 31, 2014, F.I.L.A. S.p.A. did not have tax losses carried forward.
The breakdown of “Deferred Tax Assets” is illustrated below.
Euro thousands 2014 2013 2014 2013
Deferred tax assets relating to:
Intangible Assets 124 131 (7) (3)
Property, Plant and Equipment 442 504 (62) 99
Directors Remuneration 266 208 58 (52)
Doubtful Debt Provision not Deductible 257 234 23 (106)
Inventories 96 60 36 (58)
Agents Contributions 263 263 0 0
Exchange adjustments 20 21 (1) 3
Provisions for Risks and Charges 5 6 (1) 0
Fiscal Losses Carried Forward "Lyra KG (Germania)" 634 805 (171) (274)
Other 10 12 (2) 1
Total deferred tax assets 2,117 2,244 (127) (390)
NOTE 5.B - BREAKKDOWN OF DEFERRED TAX ASSETS
Balance Sheet Income Statement
“Tax Losses carried forward” relates to the deferred tax asset on the tax losses of Lyra
KG (Germany) amounting to Euro 634 thousand, relating to the taxation of the parent
company pursuant to German tax legislation.
The table below illustrates the expected reversal of the deferred tax assets through the
income statement:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
245
Balance Sheet Values
Euro thousands December 31, 2014 2015 2016 2017 2018
Beyond
2018
Deferred tax assets relating to:
Intangible Assets 124 30 30 30 34 0
Property, Plant and Equipment 442 80 80 80 80 122
Directors Remuneration 266 110 140 16 0 0
Doubtful Debt Provision not Deductible 257 50 50 50 50 57
Inventories 96 96 0 0 0 0
Agent Social Contributions 263 65 65 65 68 0
Exchange Adjustments 20 20 0 0 0 0
Provisions for Risks and Charges 5 5 0 0 0 0
Tax Losses Carried Forward "Lyra KG (Germany)" 634 200 200 200 34 0
Other 10 10 0 0 0 0
Total deferred tax assets 2,117 666 565 441 266 179
Note 5.C BREAKDOWN OF DEFERRED TAX ASSETS
Expiry Date
The deferred tax asset calculation is made by F.I.L.A. S.p.A., evaluating the projected
future recovery of these assets based on updated strategic plans, together with the
relative tax plans.
The table below illustrates the temporary differences giving rise to deferred tax assets
for I.R.E.S. and I.R.A.P. purposes:
Euro thousands
I.R.E.S. I.R.A.P.
27.50% 3.90%
Intangible Assets 114 10 124
Property, Plant and Equipment 442 0 442
Directors Remuneration 266 0 266
Doubtful Debt Provision not Deductible 257 0 257
Inventories 96 0 96
Agent Social Contributions 230 33 263
Exchange Adjustments 20 0 20
Provisions for Risks and Charges 5 0 5
Tax Losses Carried Forward "Lyra KG (Germany)" 634 0 634
Other 10 0 10
Total deferred tax assets 2,074 43 2,117
NOTE 5.D DEFERRED TAX ASSETS: I.R.E.S - I.R.A.P
Deferred tax assets relating to:Income
Tax
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
246
� Note 6 - Current Tax Assets
At December 31, 2014 tax receivables, relating to income taxes, amount to Euro 0
(Euro 399 thousand at December 31, 2013) concerning payments on account paid in the
year.
� Note 7 - Inventories
Inventories at December 31, 2014 amount to Euro 19,354 thousand (Euro 17,415
thousand at December 31, 2013).
The breakdown of inventories is as follows:
Note 7.A - INVENTORIES
Euro thousands
Raw Materials,
Ancillary and
Consumables
Work-in-progress and
Semi-finished
Products
Finished Products
and Goods
Total Amount
December 31, 2013 3,405 2,518 11,492 17,415
December 31, 2014 3,767 3,179 12,408 19,354
Change in year 362 661 916 1,939
The values reported in the previous table are shown net of the inventory obsolescence
provision relating to raw materials, products in work-in-progress and finished products,
amounting respectively at December 31, 2014 to Euro 117 thousand (Euro 100
thousand at December 31, 2013), Euro 36 thousand (Euro 0 thousand at December 31,
2013) and Euro 195 thousand (Euro 117 thousand at December 31, 2013), which refer
to obsolete or slow moving materials for which it is not considered possible to recover
through sales.
No inventory is provided as a guarantee on liabilities.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
247
The changes in the inventory obsolescence provision in the year were as follows:
Note 7.B- CHANGE IN INVENTORY OBSOLESCENCE PROVISION
Euro thousands
Raw Materials, Ancillary
and Consumables
Work-in-progress and Semi-
finished Products
Finished Products
and Goods
December 31, 2013 100 0 117 217
Provisions 61 185 104 349
Utilisations (44) (149) (27) (219)
December 31, 2014 117 36 195 348
Change in year 17 36 78 131
Inventory Obsolescence ProvisionTotal Amount
During 2014 the provision was utilised for disposals and product scrapping. The
provision for the year was recorded against slow moving inventories at year end.
� Note 8 – Trade and Other Receivables
These amount to Euro 18,537 thousand and increased on the previous year by Euro 290
thousand.
The breakdown is illustrated below.
Note 8.A - TRADE AND OTHER RECEIVABLES
Euro thousands Dec. 31, 2014 Dec. 31, 2013 Change in year
Trade Receivables 12,557 13,753 (1,196)
Tax Receivables 767 535 232
Other Receivables 619 1,001 (382)
Prepayments & Acc. Income 71 14 57
Third parties 14,014 15,303 (1,289)
Trade Receiv. - Subsidiaries 4,496 2,944 1,552
Subsidiaries 4,496 2,944 1,552
Trade Receiv. - Associates 27 0 27
Total amount 18,537 18,247 290
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
248
Trade receivables are also impacted by a without recourse factoring contract with the
company International Factors Italia S.p.A. signed in 2009. In particular, the decrease
in trade receivables in 2014 (Euro 1,196 thousand) is due to the greater use of without
recourse factoring (Euro 10,077 thousand in 2014 compared to Euro 9,130 thousand in
2013), together with higher revenues in 2014 and an improved average DSO.
“Trade Receivables from Subsidiaries” amount to Euro 4,496 thousand at December 31,
2014 (Euro 2,944 thousand at December 31, 2013).
“Trade Receivables from Associates” amount to Euro 27 thousand (Euro 0 thousand at
December 31, 2013) and refer to commercial transactions with the company Writefine
Products Private Limited (India).
The change is related to business levels in the period.
The amounts of the previous table are shown net of the doubtful debt provision.
At December 31, 2014 there were no trade receivables subject to guarantees.
All of the above receivables are due within 12 months.
The geographic breakdown of trade receivables (by customers) are illustrated in the
table below:
Note 8.B -TRADE RECEIVABLES THIRD PARTIES - REGIONAL BREAKDOWN
Euro thousands December 31, 2014 December 31, 2013 Change in year
Europe 11,976 13,380 (1,404)
North America 1 0 1
Rest of the World 580 373 207
Third parties 12,557 13,753 (1,196)
The changes in the doubtful debt provision to cover difficult recovery positions are
illustrated in the table below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
249
Note 8.C CHANGES IN DOUBTFUL DEBT PROVISION
Doubtful debt provision
Euro thousands
December 31, 2013 962
Provisions 239
Utilisations (165)
December 31, 2014 1,036
Change in year 74
“Tax Receivables” includes V.A.T. and other local taxes other than corporation taxes.
Current tax receivables amount to Euro 767 thousand at December 31, 2014 (Euro 535
thousand at December 31, 2013) and includes VAT receivables at December 31, 2014,
as well as tax credits arising from the reimbursement request for IRES relating to IRAP
on labour costs in previous years.
“Other Receivables” includes personnel and social security receivables and payments
on account to suppliers. At December 31, 2014 the account amounts to Euro 619
thousand (Euro 1,001 thousand at December 31, 2013).
The book value of “Other Receivables” represents the “fair value” at the reporting date.
All of the above receivables are due within 12 months.
� Note 9 - Cash and cash equivalents
“Cash and Cash Equivalents” at December 31, 2014 amount to Euro 11,221 thousand
(Euro 14,873 thousand at December 31, 2013).
The breakdown and comparison with the previous year is illustrated in the table below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
250
Note 9.A - CASH AND CASH EQUIVALENTS
Euro thousands
Bank and Post Office
Deposits
Cash in hand and
similar
Total Amount
December 31, 2013 14,860 13 14,873
December 31, 2014 11,196 25 11,221
Change in year (3,664) 12 (3,652)
"Bank and postal deposits" consist of temporary liquidity positions with banks
generated in conjunction with treasury management and relating to ordinary current
accounts of F.I.L.A. S.p.A..
The book value approximates the “fair value” at the reporting date.
Bank and postal deposits are remunerated at rates which approximate the Euribor.
There are no bank and postal deposits subject to restrictions.
For comments on cash flows in the year, reference should be made to the cash flow
statement.
� Note 10 - Net Financial Position
The “Net Financial Position” at December 31, 2014 was as follows:
Euro thousands 2014 2013
Cash and Cash Equivalents 11,221 14,873
Financial Liabilities - Bank Overdrafts 0 0
Financial Assets - Loans & Current & Non-Current Receivables 2,772 1,476
Financial Liabilities - Bank Current (11,017) (13,730)
Financial Liabilities - Bank Non-Current (18,890) (26,580)
Total Net Financial Position (15,914) (23,961)
The “Net debt” at December 31, 2014 amounted to Euro 15,914 thousand, improving
on the previous year by Euro 8,047 thousand, principally due to operating cash flow
generated in the year, net of capex, equity investments, dividends and interest paid.
Reference should be made to the “Directors’ Report -Balance Sheet” for comments on
the Net Financial Position of F.I.L.A. S.p.A.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
251
� Note 11 - Share Capital and Equity
The changes in the account “Share Capital and Equity” are illustrated for the two years
in the table below:
Euro thousands
Share capitalLegal
ReserveIAS 19 Reserve
Other
ReservesRetained Earnings Profit for year Equity
December 31, 2012 2.626 602 (60) 6.987 32.063 6.919 49.136
Changes in the year 122 0 (19) 5.940 0 0 6.044
Net Profit 0 0 0 0 0 5.835 5.835
Gains/(losses) recorded directly to equity 122 0 (19) 5.940 0 5.835 11.878
Allocation of the 2012 result 0 0 0 0 6.919 (6.919) 0
Dividends 0 0 0 0 (1.507) 0 (1.507)
December 31, 2013 2.748 602 (79) 12.927 37.475 5.835 59.508
Changes in the year 0 0 (179) 0 0 0 (180)
Net Profit 0 0 0 0 0 6.019 6.019
Gains/(losses) recorded directly to equity 0 0 (179) 0 0 6.019 5.840
Allocation of the 2013 result 0 6 0 0 5.829 (5.835) 0
Dividends 0 0 0 0 (1.526) 0 (1.526)
December 31, 2014 2.748 608 (258) 12.927 41.778 6.019 63.822
NOTE 11.A - Statement of Changes in Equity
Share capital
The Share Capital, fully paid-in, amounts to Euro 3,039,654.60, divided into 1,876,330
shares for a par value of Euro 1.62 each.
The nominal value of the Share Capital is reduced by the purchase of treasury shares, in
accordance with IAS 32, for a value of Euro 292 thousand.
The following table shows the reconciliation between the number of shares of all
classes in circulation at December 31, 2014 and the number of shares in circulation at
December 31, 2013:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
252
In Euro31-12-2014 31-12-2013 31-12-2014 31-12-2013
In circulation at the beginning of the Year 1,876,330 1,800,750 3,039,655 2,917,215
Issued in the year 0 75,580 0 122,440
Sales in the year 0 0 0 0
Outstanding at the end of the year 1,876,330 1,876,330 3,039,655 3,039,655
Total treasury shares held 180,075 180,075 291,722 291,722
% treasury shares on share capital 9.60% 9.60% 9.60% 9.60%
Note 11.B - SHARES IN CIRCULATION
Number of Shares Nominal Value
At December 31, 2014 there were no privileges or restrictions of any nature on the
shares of the company. We report liens relating to the shares held by F.I.L.A. S.p.A. in
Omyacolor S.A. (France), Dixon Ticonderoga Co. (U.S.A.) and Lyra KG (Germany) to
guarantee the bank loans in place at December 31, 2014.
Each ordinary share attributes voting rights without limitations. Each class B share
gives the right to 3 exercisable votes in Shareholders’ Meeting (ordinary and
extraordinary) of F.I.L.A. S.p.A..
There are no other restrictions in the distribution of dividends and in the repayment of
capital with the exception of restrictions concerning loan contracts signed between
F.I.L.A. S.p.A. and Intesa Sanpaolo in 2009 and between F.I.L.A. S.p.A. and BNL -
Intesa Sanpaolo in 2011. The restriction relates to the payment and/or distribution of
dividends to shareholders within an annual maximum limit of Euro 2,500 thousand or,
in any case 15% of the profits of the Group.
The availability and distributability of shareholders’ equity is outlined in the following
table:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
253
Equity accounts Balance at
31-12-2014
Possibility of
Utilisation
Quota
Available
Euro thousandscover losses
other
reasons
Share capital 2,748 0 0 292
Capital Reserves:
Legal Reserve 608 A 608 0 0
IAS 19 Reserve (258) 0 0 0
Other Reserves 12,927 B, C 12,927 0 0
Retained Earnings 41,778 B, C 41,778 0 (19,436)
Total 57,803 55,313 0 (19,144)
Key:
A - Available only to cover losses
B - Available to cover losses and capital increases
C - Distributable
Note 11.C ORIGIN, POSSIBILITY FOR UTILISATION AND DISTRIBUTION OF EQUITY
Summary of Utilisations in Last
3 Years
(2012-2014)
Legal reserve
The account at December 31, 2014 amounts to Euro 608 thousand, equal to 22.13% of
the share capital. The increase compared to December 31, 2013 of Euro 6 thousand is
attributable to the allocation of part of the 2013 result approved by the Shareholders’
Meeting on April 28, 2014. The allocation of this amount to the legal reserve
represents the amount necessary to re-establish the statutory obligations as per Article
2431 of the Civil Code.
Other reserves
The account amounts to Euro 12,927 thousand at December 31, 2014, unchanged
compared to December 31, 2013. The account includes the share premium reserve of
Euro 5,940 thousand at December 31, 2014 and December 31, 2013.
IAS 19 Reserve
The account at December 31, 2014 amounts to Euro 258 thousand (Euro 79 thousand at
December 31, 2013) and reports a decrease in the year of Euro 289 thousand as well as
an increase of Euro 110 thousand relating to deferred tax liabilities recognised directly
to equity.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
254
Retained earnings
The account at December 31, 2014 amounts to Euro 41,778 thousand (Euro 37,475
thousand at December 31, 2013) and increased by Euro 4,303 thousand relating to the
allocation of the 2013 result and decreased by Euro 1,526 thousand relating to the
distribution of dividends to shareholders of F.I.L.A. S.p.A..
Dividends
In 2014, F.I.L.A. S.p.A. distributed to shareholders Euro 0.93 per share, taking into
account treasury shares, corresponding to a value of Euro 1,526 thousand.
In 2014, the Board of Directors F.I.L.A. S.p.A. proposed the allocation of the profit of
Euro 6,018,519.50 entirely to retained earnings.
F.I.L.A. S.p.A. expects to receive in 2015 approx. Euro 4.7 million from subsidiary
companies.
In the last three years and in its forecasts, the F.I.L.A. Group coordinates its dividend
policy in line with the financial needs of extraordinary acquisition operations.
� Note 12 - Financial Liabilities
The balance at December 31, 2014 amounts to Euro 29,907 thousand (Euro 40,310
thousand at December 31, 2013), of which Euro 18,890 thousand long-term and Euro
11,017 thousand short-term.
The account refers to both non-current and current portions of the loans granted by
banking institutions, other lenders and bank overdrafts.
The breakdown at December 31, 2014 is illustrated below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
255
Banks Other Lenders: Third Parties Bank Overdrafts
Euro thousands Principal Interest Principal Interest Principal Interest
December 31, 2013 40,050 100 154 0 0 6 40,310
non-current portion 26,750 (190) 20 0 0 0 26,580
current portion 13,300 290 134 0 0 6 13,730
December 31, 2014 29,750 84 73 0 0 0 29,907
non-current portion 19,000 (112) 2 0 0 0 18,890
current portion 10,750 196 71 0 0 0 11,017
Change in year (10,300) (16) (81) 0 0 (6) (10,403)
non-current portion (7,750) 79 (19) 0 0 0 (7,690)
current portion (2,550) (94) (63) 0 0 (6) (2,713)
Note 12.A - FINANCIAL LIABILITIES
Total
Amt.
“Bank Loans – non-current portion” includes:
� loan underwritten with Intesa Sanpaolo in 2009 and drawn down in 2010,
amounting to Euro 14.5 million (original amount of Euro 40 million) to support the
operating needs of the F.I.L.A. Group;
� loan underwritten with Banca Nazionale del Lavoro and Intesa Sanpaolo in July
2011, amounting to Euro 4.5 million (original loan of Euro 8 million) to support the
investment plans of the F.I.L.A. Group and working capital requirements.
“Bank Loans – current portion” includes:
� current portion equal to Euro 6.5 million of the loan granted by Intesa Sanpaolo;
� current portion equal to Euro 1,250 thousand of the loan granted by Nazionale del
Lavoro and Intesa Sanpaolo;
� Euro 3,000 thousand of the credit line issued in 2011, within the contract
underwritten with Banca Nazionale del Lavoro and Intesa Sanpaolo in July 2011;
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
256
The table below shows the breakdown of the capital portion of the “Financial
Liabilities” of F.I.L.A. S.p.A., with indication of the relative interest applied and
contract maturity dates.
Euro thousands
Interest RateMaturity December 31, 2014 December 31, 2013
Non-current liabilities: bank payables
Loan Intesa Sanpaolo
Euribor at 6
months
+ spread 1.40%
January 2017 14,500 21,000
Loan Banca Nazionale del Lavoro / Intesa Sanpaolo
Euribor at 6
months
+ spread 1.90%
March 2018 4,500 5,750
Total non-current financial liabilities 19,000 26,750
Current liabilities: bank payables
Loan Intesa Sanpaolo
Euribor at 6
months
+ spread 1.40%
January 2015
6,500 6,000
Loan Banca Nazionale del Lavoro
Euribor at 6
months
+ spread 1.85%
December 2014
0 1,050
Loan Banca Nazionale del Lavoro / Intesa Sanpaolo
Euribor at 6
months
+ spread 1.90%
March 2015 1,250 750
Credit Line Banca Nazionale del Lavoro
Euribor at 6
months
+ spread 1.85%
December 2014
0 1,500
Credit Line Banca Nazionale del Lavoro / Intesa Sanpaolo
Euribor at 6
months
+ spread 1.70%
September 2015 *
3,000 4,000
Total current financial liabilities 10,750 13,300
* For further information, reference should be made to the comments below
Note 12.B FINANCIAL LIABILITIES BANKS: INTEREST RATE AND MATURITY
The original loan signed by F.I.L.A. S.p.A. of Euro 40 million in December 2009,
drawn down from Intesa Sanpaolo in December 2010, duration of 8 years. The
repayment of the residual debt at December 31, 2014 is over 3 increasing annual
instalments, from January 2015 and with final instalment in January 2017. The interest
rate applied is the base Euribor at 6 months plus a spread of 1.40%. The average
effective interest rate applied on the loan in 2014 was 1.854%.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
257
The residual loan signed by F.I.L.A. S.p.A. (original loan of Euro 5 million) from
Banca Nazionale del Lavoro in 2010, with duration of 5 years, was repaid in June and
September 2014, for a total amount of Euro 1,050 thousand.
The loan signed by F.I.L.A. S.p.A., amounting to Euro 8 million, granted by Banca
Nazionale del Lavoro and Intesa Sanpaolo in December 2011, duration 7 years. The
repayment of the residual debt at December 31, 2014 is over 4 annual instalments in
arrears, from March 2015. The interest rate applied is the base Euribor at 6 months, plus
a spread of 1.90%. The average effective interest rate applied on the loan in 2014 was
2.345%.
The credit line signed by F.I.L.A. S.p.A., originally of Euro 4 million, granted by Banca
Nazionale del Lavoro and Intesa Sanpaolo in December 2011, duration 5 years. The
repayment of the residual debt at December 31, 2014 is over 2 annual instalments in
arrears, in September 2015 and June 2016. The instalment due at December 31, 2014
of Euro 1 million was paid in October 2014. The interest rate applied is the base
Euribor at 6 months, plus a spread of 1.70%. The average effective interest rate applied
on the loan in 2014 was 2.145%.
We note the extinction of the credit line agreed by F.I.L.A. S.p.A., originally of Euro 5
million, granted by Banca Nazionale del Lavoro in 2010, duration 5 years, in December
2014 for an amount of Euro 1.5 million.
Financial liabilities are initially recognised at fair value, including directly attributable
transaction costs. Initial book value is subsequently adjusted to account for
redemptions in principal, any write-downs and amortisation of the difference between
the redemption value and initial book value. Amortisation is made on the basis of the
internal effective interest rate represented by the rate equal to, at the moment of initial
recognition, the present value of expected cash flows and the initial book value
(amortised cost method). The effect at December 31, 2014 of the amortised cost method
is Euro 112 thousand.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
258
This loan provides for covenants, calculated based on the consolidated financial
statements, whose violation is considered as non-fulfilment of such and which, if not
settled, may result in a request for immediate return of the sums received. In relation to
the covenants, reference should be made to the “Directors’ Report - Commitments and
Guarantees”.
The spread applied by banking institutions on loans reduced on the previous year,
following compliance with financial and operating parameters (“covenants”) by 20
basis points.
Details on the timing of financial cash flows and “Bank Loans” at December 31, 2014
are illustrated in the following table:
Current Financial
Liabilities
Non-Current Financial
Liabilities
Euro thousands Per contractAmortized
Cost
Loan Intesa Sanpaolo 21,000 151 (74) 21,077 2009 EUR Italy Euribor 6 mths. 1.40% 6,651 7,000 7,426 0
Loan BNL / Intesa Sanpaolo 5,750 31 (38) 5,743 2011 EUR Italy Euribor 6 mths. 1.90% 1,281 1,250 1,500 1,712
Credit Lines BNL / Intesa Sanpaolo 3,000 14 0 3,014 2011 EUR Italy Euribor 6 mths. 1.70% 3,014 0 0 0
Total amount 29,750 196 (112) 29,834 10,946 8,250 8,926 1,712
Principal
Interest
Variable 2017 2018Spread
Country
Interest
Note 12.C BANK LOANS
Description
General information Loan Repayments
Amount
Total Year Currency
2015 2016
“Financial “liabilities to Other Lenders” includes the payables of F.I.L.A. S.p.A. to
BNP Paribas for leasing contracts and factoring companies for advances on transfer of
receivables (Ifitalia). The loan with the Industry and Commerce Ministry was settled in
October 2014. This loan related to an incentive recognised to F.I.L.A. S.p.A. for
innovative technological capital investments in accordance with Law 46/1982.
Payables to other lenders at December 31, 2014 totalled Euro 73 thousand (Euro 154
thousand at December 31, 2013), with the non-current portion totalling Euro 2 thousand
(Euro 20 thousand at December 31, 2013).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
259
Details on the timing of financial cash flows and “Other Lenders” at December 31,
2014 are illustrated in the following table:
General information
Current Financial
Liabilities
Non-
Current
Financial
Guarantees
Granted
Principal Interest Variable Spread 2015 2016
Euro thousands
BNP Paribas (Leasing) 15 0 15 2009 EUR Italy 0.00% 0.00% 15 0 None
Safety Kleen Italia S.p.A. (Leasing) 4 0 4 2013 EUR Italy 0.00% 0.00% 2 2 None
International Factors S.p.A. (Ifitalia) 54 0 54 2014 EUR Italy Euribor 3 mths. 0.75% 54 0 None
Total amount 73 0 73 71 2
Note 12.D - LOANS FROM OTHER LENDERS
Description
Loan Repayments
Amount Total Year
Currenc
yCountry
Interest
“Bank Overdrafts” at December 31, 2014 amounted to Euro 0 thousand corresponding
to the capital portion.
Reference should be made to “Note 10 - Net Financial Position” and the “Directors’
Report – Key Financial Highlights of the F.I.L.A. Group – Financial Position” in
relation to the net financial position at December 31, 2014.
� Note 13 - Employee Benefits
The benefits recognised to employees of F.I.L.A. S.p.A. concern salary based Post-
Employment Benefits, governed by Italian legislation and in particular Article 2120 of
the Italian Civil Code. The amount of these benefits is in line with the contractually-
established compensation agreed between the parties on hiring.
The Post-Employment Benefit Provision matured at December 31, 2006 is considered a
defined benefit plan as per IAS 19. The benefits guaranteed to employees, under the
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
260
form of the Post-Employment Benefit Provision, paid on the termination of
employment, are recognised in the period the right matures. The relative liability is
based on actuarial assumptions and the effective payable matured and not settled at the
reporting date. The discounting process, based on demographic and financial
assumptions, is undertaken applying the “Projected Unit Credit Method” by
professional actuaries.
The Post-Employment Benefits matured since January 1, 2007 are considered a defined
contribution plan and therefore contributions matured in the period were fully
recognised as a cost and recorded as a payable in the account “Other Current
Liabilities”, after the deduction of any contributions already paid.
The amounts at December 31, 2014 were as follows:
Note 13.A POST-EMPLOYMENT BENEFITS
Euro thousands
December 31, 2013 1,977
Disbursements (689)
Financial Charges 59
Pension Cost for Service 531
IAS 19 Reserve 217
Other Decreases (27)
December 31, 2014 2,068
Change in year 91
The “Actuarial Loss” recorded in 2014 amounts to Euro 217 thousand. The actuarial
changes in the year, net of the tax effect, are recognised directly to equity.
The following table illustrates the disclosures required by I.F.R.S. in relation to
“Employee Benefits”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
261
1. Obligations for Employee Benefits
31-12-2014 31-12-2013
Present Value of Obligations Not Covered by Assets to Service Plan 2,068 1,977
Total amount 2,068 1,977
There are no financial assets at December 31, 2014 invested by F.I.L.A. S.p.A. to cover
financial liabilities relating to Post-Employment Benefits.
The table below highlights the net cost recognised to the income statement in 2014 and
2013:
2. Cost Recognised in Income Statement
31-12-2014 31-12-2013
Pension Cost for Service (531) (490)
Financial Charges (59) (67)
Cost Recognised in Income Statement (590) (557)
The obligations deriving from the above-mentioned plans are calculated based on the
following actuarial assumptions:
3. Main Actuarial Assumptions at Reporting Date (average values)
31-12-2014 31-12-2013
Annual Technical Discounting Rate 1.5% 3.2%
Increase Cost of Living 1.8% 2.0%
Future Increase in Pensions 2.8% 3.0%
For comparative purposes we illustrate the actuarial assumptions applied in 2013.
Details on the timing of financial cash flows relating to post-employment benefits at
December 31, 2014 are illustrated in the following table:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
262
Amount 2015 2016 2017 2018 Beyond 2018
Euro thousands
Post-Employment Benefits
Post-Employment Benefits 2,068 150 150 110 110 1,548
Total amount 2,068
Note 13.B POST-EMPLOYMENT BENEFITS: TIMING CASH FLOWS
Timing cash flows
Nature
� Note 14 - Provisions for Risks and Charges
The “Provision for Risks and Charges” amounts to Euro 617 thousand and increased
Euro 57 thousand on the previous year.
Euro thousands
Risks Provisions
for Tax Disputes
Risks Provisions
for Legal Disputes
Provisions for
Agents
Other
Provisions
Total Amount
December 31, 2013 39 21 464 36 560
non-current portion 0 0 464 0 464
current portion 39 21 0 36 96
December 31, 2014 39 16 526 36 617
non-current portion 0 0 526 0 526
current portion 39 16 0 36 91
Change in year 0 (5) 62 0 57
non-current portion 0 0 62 0 62
current portion 0 (5) 0 0 (5)
Note 14.A PROVISION FOR RISKS AND CHARGES
The movement in the account “Provision for Risks and Charges” at December 31, 2014
was as follows:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
263
Provisions for Legal
DisputesProvisions for Agents
Other
Provisions
Total Amount
December 31, 2013 39 21 464 36 560
Utilisation of Provisions 0 (5) (44) 0 (49)
Provisions Accrued 0 0 34 0 34
Discounting 0 0 72 0 72
December 31, 2014 39 16 526 36 617
Change in year 0 (5) 62 0 57
Note 14.B PROVISION FOR RISKS AND CHARGES
The relative “Provisions for Risk and Charges” are classified, by nature, in the related
income statement accounts.
� Risk Provisions for Tax Disputes:
this provision represents the best estimate by management and tax consultants of
liabilities, principally concerning a tax assessment by the public tax departments
concerning financial year 2004 and relating to direct and indirect taxes.
� Legal Dispute Provisions:
this provision represents the best estimate by management of liabilities to be
discharged concerning:
• legal proceedings arising from ordinary operating activities;
• legal proceedings concerning disputes with employees or former employees.
� Provisions for Pensions and Similar Obligations:
the provision for pensions and similar obligations concerns the agent
supplementary indemnity provision. The “Actuarial Loss” for 2014 amounts to
Euro 72 thousand. The actuarial changes in the year, net of the tax effect, are
recognised directly to equity.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
264
� Other provisions:
this provision represents the best estimate by management of liabilities to be
discharged concerning a possible liability relating to the acquisition of Lyra.
Details on the timing of financial cash flows relating to the provisions for risks and
charges at December 31, 2014 are illustrated in the following table:
AmountActuarial Value Year
2014
Discount Rate Applied
for Actuarial Value2015 2016 Beyond 2017
Euro thousands
Provisions for Tax Disputes
Assessment Year 2004 39 0 0 39 0 0
Provisions for Legal Disputes
Appeal against Sentence 16 0 0 16 0 0
Provisions for Agents
Agents’ Supplementary Indemnity Provision 526 526 1.50% 0 0 526
Other Provisions
Other Provisions for Risks and Charges 36 0 0 36 0 0
Total amount 617 91 0 526
Note 14.C - PROVISION FOR RISKS AND CHARGES: TIMING CASH FLOWS
Timing cash flows
Nature
� Note 15 - Deferred tax liabilities
The account amounts to Euro 1,545 thousand (Euro 1,701 thousand at December 31,
2013).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
265
Euro thousands
December 31, 2013 1,701
Provisions 44
Utilisations (118)
Change in Equity (82)
December 31, 2014 1,545
Change in year (156)
Note 15.A CHANGES IN DEFERRED TAX
LIABILITIES
The nature of the deferred tax liabilities and the relative effects on the Balance Sheet,
Income Statement and Equity are illustrated in the table below.
Euro thousands 2014 2013 2014 2013 2014 2013
Deferred tax liabilities relating to:
Intangible Assets (8) (5) (3) (1) 0 0
Property, Plant and Equipment 1,532 1,637 (105) (105) 0 0
Personnel 51 133 0 0 (110) (9)
Other (30) (64) 34 (4) 0 0
Total deferred tax liabilities 1,545 1,701 (74) (110) (110) (9)
NOTE 15.B - BREAKDOWN OF DEFERRED TAX LIABILITIES
Balance Sheet Income Statement Equity
In 2014, charges on deferred tax liabilities were recorded directly through Profit and
Loss for Euro 74 thousand and through Equity for Euro 110 thousand. The deferred tax
liabilities recorded directly to Equity relate to “Actuarial Gains/Losses” on the Post-
Employment Benefit Provision.
“Deferred Tax Liabilities” on “Property, Plant and Equipment” mainly relate to the
application of international accounting standard 17 (Leasing) to the production plant at
Rufina Scopeti (Florence); the temporary differences refer to the difference between the
leasing instalments paid and deducted until the redemption date and the net book value
of the assets.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
266
The expected timeframes for the reversal of deferred tax liabilities is reported in the
table below.
Balance Sheet Values
Euro thousands December 31, 2014 2015 2016 2017 2018
Beyond
2018
Deferred tax liabilities relating to:
Intangible Assets (8) (8) 0 0 0 0
Property, Plant and Equipment 1532 105 105 105 105 1,112
Personnel 51 30 21 0 0
Other (30) (30) 0 0 0 0
Total deferred tax liabilities 1,545 97 126 105 105 1,112
NOTE 15.C - REVERSAL IN YEAR OF DEFERRED TAX LIABILITIES
Expiry Date
The amount of deferred taxes that are estimated to reverse to the income statement
within 12 months at the reporting date total Euro 97 thousand.
The table below illustrates the temporary differences giving rise to deferred tax
liabilities for I.R.E.S. and I.R.A.P. purposes:
Euro thousands
I.R.E.S. I.R.A.P.
27.50% 3.90%
Intangible Assets (8) 0 (8)
Property, Plant and Equipment 1,342 190 1,532
Personnel 51 0 51
Other (30) 0 (30)
Total deferred tax liabilities 1,355 190 1,545
NOTE 15.D - REVERSAL DEFERRED TAX LIABILITIES I.R.E.S - I.R.A.P
Deferred tax liabilities relating to:Income
Tax
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
267
� Note 16 - Tax Liabilities
At December 31, 2014 current tax payables amount to Euro 305 thousand (Euro 0
thousand at December 31, 2013) relating to the tax provision for the year. Reference
should be made to “Note 6 - Current Tax Assets”.
� Note 17 - Trade and Other Payables
The breakdown of “Trade and Other Payables” of F.I.L.A. S.p.A.is reported below:
Note 17.A - TRADE AND OTHER PAYABLES
Euro thousands December 31, 2014 December 31, 2013 Change in year
Trade Payables 18,801 12,999 5,802
Tax Payables 311 358 (47)
Other Payables 1,758 1,031 727
Third parties 20,870 14,388 6,482
Trade payables - Subsidiaries 1,965 564 1,401
Subsidiaries 1,965 564 1,401
Trade Payables - Associates 22 0 22
Total Amount 22,857 14,952 7,905
“Trade and Other Payables” at December 31, 2014 amount to Euro 22,857 thousand
(Euro 14,952 thousand at December 31, 2013).
The increase in “Trade Payables” (Euro 7,905 thousand) relates to a temporary delay in
the payment of amounts due in December to the following year.
The breakdown of trade payables by region is reported below:
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
268
Note 17.B - TRADE PAYABLES THIRD PARTIES - REGIONAL BREAKDOWN
Euro thousands December 31, 2014 December 31, 2013 Change in year
Europe 18,296 12,832 5,464
North America 5 0 6
Central/South America 12 12 0
Rest of the World 488 155 333
Third parties 18,801 12,999 5,802
The carrying amount of trade payables at the reporting date approximates their “fair
value”.
The trade payables reported above are due within 12 months.
Trade payables from subsidiaries at December 31, 2014 amount to Euro 1,965 thousand
(Euro 564 thousand at December 31, 2013). Payables to associates amount to Euro 22
thousand and refer to commercial transactions with Writefine Products Private Ltd.
(India).
The movement is related to business levels in the period.
“Tax Payables” to third parties includes taxes other than corporation tax. Other tax
payables refer to consultant withholding taxes.
Current tax payables amount to Euro 311 thousand at December 31, 2014 (Euro 358
thousand at December 31, 2013).
“Other Payables” amount to Euro 1,758 thousand at December 31, 2014 (Euro 1,031
thousand at December 31, 2013).
� social security contributions to be paid amount to Euro 489
thousand (Euro 480 thousand at December 31, 2013);
� employee payables for remuneration amount to Euro 1,036 thousand (Euro 337
thousand at December 31, 2013).
The book value of “Other Payables”, “Tax Payables” and “Accrued Liabilities and
Deferred Income” at the reporting date approximate their fair value.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
269
� Note 18 – Operating Revenue
Operating revenue in 2014 amounted to Euro 77,232 thousand (Euro 71,806 thousand
in 2013).
Revenue was broken down as follows:
Note 18.A REVENUE
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Revenue from Sales and Service 82,527 76,791 5,736
Adjustments on Sales (5,295) (4,985) (310)
Returns on Sales (564) (679) 115
Discounts, Allowances and Premiums (4,731) (4,306) (425)
Total amount 77,232 71,806 5,426
The breakdown of revenue by end customer location is reported in the following table:
Note 18.B REVENUE BY REGIONAL BREAKDOWN
Euro thousands FY 2014 FY 2013 Change 2014 - 2013
Europe 71,821 66,775 5,046
North America 877 815 62
Central/South America 2,287 2,126 161
Rest of the World 2,248 2,090 158
Total amount 77,232 71,806 5,426
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
270
� Note 19 – Other Revenue and Income
The account other income relates to ordinary operations and does not include the sale of
goods and provision of services.
“Other Revenue and Income” in 2014 amounted to Euro 1,745 thousand (Euro 1,351
thousand in 2013).
Note 19 – OTHER REVENUE AND INCOME
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Gains on Sale of Property, Plant and Equipment 35 0 35
Unrealised Exchange Gains on Commercial Transactions 166 1 165
Realised Exchange Gains on Commercial Transactions 171 127 44
Other Revenue and Income 1,373 1,223 150
Total amount 1,745 1,351 394
“Other Revenues and Income” (Euro 1,373 thousand) mainly include:
� recharging for services and consultants by F.I.L.A. S.p.A. on behalf of the
Mexican subsidiary (Euro 177 thousand), the French subsidiary (Euro 165
thousand), the American subsidiary (Euro 156 thousand), the Chinese subsidiary
(Euro 131 thousand), the German subsidiary (Euro 113 thousand), the Spanish
subsidiary (Euro 45 thousand), the Chilean subsidiary (Euro 33 thousand), the
UK subsidiary (Euro 33 thousand), the Brazilian subsidiary (Euro 17 thousand),
the Turkish subsidiary (Euro 16 thousand) and the Scandinavian subsidiary
(Euro 11 thousand);
� recharging of costs to subsidiaries for sureties granted by the parent company
F.I.L.A. S.p.A. in favour of Lyra KG (Germany - Euro 106 thousand), FILA
Stationary and Office Equipment Industry Ltd. Co. (Turkey - Euro 12 thousand)
and Licyn Mercantil Industrial Ltda (Brazil - Euro 15 thousand), to guarantee of
the credit lines undertaken with Unicredito Italiano S.p.A. and Banca Nazionale
del Lavoro;
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
271
� recharging of costs to subsidiaries to cover insurance guarantees by F.I.L.A.
S.p.A. on behalf of the French subsidiary (Euro 46 thousand), German
subsidiary (Euro 33 thousand), Spanish subsidiary (Euro 8 thousand,
Scandinavian subsidiary (Euro 5 thousand) and the Brazilian subsidiary (Euro 5
thousand) .
� Note 20 - Costs for Raw Materials, Ancillary, Consumables and Goods
The account includes all purchases of raw materials, semi-processed products, transport
for purchases, goods and consumables for operating activities.
The breakdown is provided below:
Note 20 - COSTS FOR RAW MATERIALS, ANCILLARY, CONSUMABLES AND GOODS
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Raw materials, Ancillary, Consumables and Goods (32,557) (27,210) (5,347)
Shipping Expenses on Purchases (1,880) (1,127) (753)
Packaging (201) (191) (10)
Other Accessory Charges on Purchases (3,214) (2,706) (508)
Total amount (37,852) (31,234) (6,618)
The change in the “Cost of Raw Materials, Ancillaries, Consumables and Goods”
relates to the significant increase in “Operating Revenues” in the year and the provision
of adequate inventories for future sales.
The increase in “Transport for Purchases” on 2013 (Euro 753 thousand) is in line with
the movements to the account “Purchases of Raw Materials, Ancillary, Consumables
and Goods”.
“Other Accessory Charges and Other Raw Material, Consumable and Goods
Purchases” include all accessory charges concerning purchases made, such as
outsourcing and consortium contributions.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
272
The increases in inventories in 2014 totalled Euro 1,939 thousand (decrease in 2013 of
Euro 4,999 thousand), of which:
• increase of “Raw Materials, Ancillary, Consumables and Goods” for Euro 422
thousand (decrease of Euro 353 thousand in 2013);
• increase in “Contract Work in Progress and Semi-Finished products” of Euro
847 thousand (decrease of Euro 768 thousand in 2013);
• increase in “Finished Products” of Euro 670 thousand (decrease of Euro 3.878
thousand in 2013).
� Note 21 - Service Costs and Rent, Leases and Similar Costs
“Service Costs and Rent, Leases and Similar Costs” amounted in 2014 to Euro 22,128
thousand (Euro 17,792 thousand in 2013).
Services costs are broken down as follows:
Note 21 - SERVICE COSTS AND RENT, LEASES AND SIMILAR COSTS
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Sundry services (3,361) (3,127) (234)
Transport (3,527) (3,481) (46)
Maintenance (415) (270) (145)
Utilities (1,309) (1,095) (214)
Consulting (4,654) (2,027) (2,627)
Directors and Statutory Auditors Fees (2,519) (1,958) (561)
Advertising, Proms., Shows & Fairs (1,204) (928) (276)
Cleaning (80) (70) (10)
Bank Charges (401) (466) 65
Agents (1,958) (1,836) (122)
Sales representatives (434) (378) (56)
Sales Commissions (685) (717) 32
Insurance (266) (256) (10)
Other Service Costs (212) (102) (110)
Hire Charges (362) (363) 1
Rental (212) (204) (8)
Operating Leases (126) (78) (48)
Royalties and Patents (403) (436) 33
Total amount (22,128) (17,792) (4,336)
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
273
The most significant increases relate to consultancy costs incurred for projects of a non-
recurring nature, such as the acquisition of the English Group Daler Rowney in 2014
but not more realized and advertising and promotion costs to support sales in 2014.
“Operating Leases” amount to Euro 126 thousand, concerning operating leases
undertaken by F.I.L.A. S.p.A. for company motor vehicles. Operating lease instalments
to be paid in the following year amount to Euro 71 thousand and to be paid in the next 5
years amount to Euro 136 thousand.
� Note 22 – Other Costs
“Other Costs” in 2014 totalled Euro 357 thousand (Euro 410 thousand in 2013).
Note 22 – OTHER COSTS
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Unrealised Exchange Losses on Commercial Transactions (10) (45) 35
Realised Exchange Losses on Commercial Transactions (125) (213) 88
Other Operating Charges (222) (152) (70)
Total amount (357) (410) 53
“Other Operating Charges” include residual costs such as:
� property taxes (Euro 76 thousand);
� association contributions (Euro 53 thousand).
� Note 23 – Labour Costs
“Labour Costs” include all costs and expenses incurred for employees.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
274
These costs are broken down as follows:
Note 23.A LABOUR COSTS
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Wages and Salaries (8,212) (6,867) (1,345)
Social Security Charges (2,695) (2,242) (453)
Defined benefit plan charges (531) (490) (41)
Other Personnel Expenses (238) (256) 18
Total amount (11,676) (9,855) (1,821)
Salaries and wages and relative contribution charges increased significantly compared
to the previous year due to the renewal of the collective national contract during 2014
as well as the expanded labour force, with particular reference to the skilled blue-collar
category.
At December 31, 2014, the workforce of F.I.L.A. S.p.A. was as follows:
Managers White-collar Blue-collarTotal Number
Total at 31/12/2013 6 81 129 216
Increases 0 4 29 33
Decreases 0 (4) (26) (30)
Total at 31/12/2014 6 81 132 219
Average headcount al 31-12-2014 6 81 130 217
Note 23.B PERSONNEL
Turn-over in 2014 related to normal staffing changes, which mainly involved the blue-
collar category.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
275
� Note 24 – Amortisation and Depreciation
Amortisation and depreciation in 2014 and 2013 is reported below:
Note 24 – AMORTISATION AND DEPRECIATION
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Depreciation of Property, Plant & Equipment (1,733) (2,076) 343
Amortisation of Intangible Assets (104) (110) 6
Total amount (1,837) (2,186) 349
-
For further details, reference should be made to “Note 1 – Intangible Assets” and “Note
2 – Property, Plant and Equipment”.
No impairments were recognised in the year.
� Note 25 – Financial Income
Financial income, together with the comment on the main changes on the previous year,
was as follows:
Note 25 - FINANCIAL INCOME
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Investment income 2,599 3,203 (604)
Interest and Income from Group Companies 57 41 16
Interest on Bank Deposits 13 14 (1)
Other Financial Income 5 10 (5)
Realised Exchange Gains on Financial Transactions 67 3 64
Total amount 2,741 3,271 (530)
“Investment Income” includes dividends distributed by the subsidiary Omyacolor S.A.
(France – Euro 878 thousand), the subsidiary F.I.L.A. Hispania S.L. (Spain – Euro 532
thousand), the subsidiary Dixon Ticonderoga Co. (U.S.A. – Euro 1,173 thousand) and
the associate Writefine Products PVT Ltd (India – Euro 16 thousand).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
276
During 2013 F.I.L.A. S.p.A. received dividends from the subsidiary Omyacolor S.A.
(France – Euro 902 thousand), the subsidiary F.I.L.A. Hispania S.L. (Spain – Euro 532
thousand), the subsidiary Dixon Ticonderoga Co. (U.S.A. – Euro 1,172 thousand) and
the subsidiary Lyra KG “Johann Froescheis Lyra-Bleitstitift-Fabrik GmbH&Co-KG”
(Germany – Euro 597 thousand) for a total amount of Euro 3,203 thousand.
“Interest and Income from Group companies” mainly relates to interest recharged to the
subsidiary Fila Stationery O.O.O. (Russia – Euro 16 thousand), the subsidiary
FILALYRA GB Ltd (United Kingdom – Euro 14 thousand), the subsidiary FILA
Stationary and Office Equipment Industry Ltd. Co. (Turkey – Euro 13 thousand), the
subsidiary Industria Maimeri S.p.A. (Italy - Euro 5 thousand), the subsidiary Licyn
Mercantil Industrial Ltda (Brazil – Euro 5 thousand) and the subsidiary FILA
Cartorama S.A. (Pty) Ltd. (South Africa – Euro 4 thousand), calculated on loans
granted to the subsidiaries by F.I.L.A. S.p.A.
For further information, reference should be made to “Note 3 - Financial Assets”.
� Note 26 - Financial charges
Financial charges, together with the comment on the main changes on the previous
year, were as follows:
Note 26 - FINANCIAL CHARGES
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Interest on Bank Overdrafts (185) (196) 11
Interest on Bank Loans (693) (920) 227
Other Financial Charges (396) (432) 36
Unrealised Exchange Losses on Financial Transactions 0 (4) 4
Realised Exchange Losses on Financial Transactions (11) (20) 9
Total amount (1,285) (1,572) 287
“Financial Charges” amount to Euro 1,285 thousand in 2014 (Euro 1,572 thousand in
2013) and includes interest on loans contracted by F.I.L.A. S.p.A. (Euro 693 thousand)
described in “Note 12 - “Financial Liabilities”. The decrease in “Interest Expense on
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
277
Bank Loans” in 2014 benefitted from the reduction in the “Euribor” compared to the
previous year.
� Note 27 - Foreign Currency Transactions
Exchange differences on financial and commercial transactions in foreign currencies in
2014 are reported below.
Euro thousands FY 2014 FY 2013
Unrealised Exchange Losses on Commercial Transactions (10) (45)
Realised Exchange Losses on Commercial Transactions (125) (213)
Unrealised Exchange Gains on Commercial Transactions 166 1
Realised Exchange Gains on Commercial Transactions 171 127
Total exchange differences on commercial transactions 202 (130)
Unrealised Exchange Gains on Financial Transactions 0 0
Realised Exchange Gains on Financial Transactions 67 3
Unrealised Exchange Losses on Financial Transactions 0 (4)
Realised Exchange Losses on Financial Transactions (11) (20)
Total exchange differences on financial transactions 56 (21)
Total net value of exchange differences 258 (151)
Note 27 - FOREIGN CURRENCY TRANSACTIONS
Exchange differences in 2014 arose from transactions in US Dollars against the Euro, in
addition to the movement in the year of assets and liabilities in foreign currencies,
following commercial and financial transactions.
� Note 28 - Income taxes
They amount to Euro 2,264 thousand in 2014 (Euro 2,003 thousand in 2013) and
concern current taxes for Euro 2,211 thousand (Euro 1,723 thousand in 2013) and a net
deferred tax charge of Euro 53 thousand (Euro 280 thousand in 2013).
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
278
� Note 28A - Current Income Taxes
The breakdown is as follows.
Note 28.A - INCOME TAXES
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Current taxes (2,211) (1,723) (488)
Total amount (2,211) (1,723) (488)
Current income taxes in 2014 refer to IRES and IRAP calculated on assessable income
in accordance with current legislation.
� Note 28.B – Deferred Taxes
The breakdown is provided below:
Note 28.B - DEFERRED TAX INCOME AND CHARGES
Euro thousandsFY 2014 FY 2013 2014 - 2013 Change
Deferred Tax Assets (127) (390) 263
Deferred Tax Liabilities 74 110 (36)
Total amount (53) (280) 227
The overall tax effects in the year, compared to the previous year, are reported below.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
279
Euro thousands
I.R.E.S. I.R.A.P. I.R.E.S. I.R.A.P.
Assessable Income 8,283 6,723 7,838 6,232
Tax deductions (2,786) 9,748 (3,810) 8,105
Tax non deductible 5,497 16,471 4,028 14,337
Total current income taxes (1,512) (642) (2,154) (1,108) (559) (1,667)
IRES tax credit on profits produced abroad (57) 0 (57) (56) 0 (56)
Total current income taxes (1,569) (642) (2,211) (1,164) (559) (1,723)
Deferred Tax Asset in Year on Temporary Differences (121) (6) (127) (401) 11 (390)
Deferred Tax Liability in Year on Temporary Differences 74 0 74 110 0 110
Total deferred tax income & charges (47) (6) (53) (291) 11 (280)
Total income taxes in accounts (1,616) (648) (2,264) (1,455) (548) (2,003)
Note 28.C TOTAL INCOME TAXES IN YEAR
FY 2014Total inc. tax.
FY 2013Total inc. tax.
The breakdown of current and deferred income taxes recognised to the income
statement was as follows:
Euro thousands FY 2014 FY 2013
Current Taxes (2,211) (1,723)
Current income taxes (2,211) (1,723)
Deferred Tax Charges (53) (280)
Deferred tax charges (53) (280)
Total amount (2,263) (2,003)
Note 28.D - CURRENT AND DEFERRED INCOME TAXES FOR THE YEAR
In relation to deferred tax liabilities recorded through equity, reference should be made
to “Note 15 - “Deferred Tax Liabilities”.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
280
Transactions relating to atypical or unusual operations
In accordance with Consob Communication of July 28, 2006, during 2014, F.IL.LA.
S.p.A. did not undertake any atypical and/or unusual operations as defined by this
communication, whereby atypical and/or unusual operations refers to operations which
for size/importance, nature of the counterparties, nature of the transaction, method in
determining the transfer price or time period (close to the year end) may give rise to
doubts in relation to: the correctness/completeness of the information in the financial
statements, conflicts of interest, the safeguarding of the company’s assets and the
protection of minority shareholders
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
281
Final Consideration
The present explanatory notes, as is the case for the entire financial statements of which
they are an integral part, provide a true and correct representation of the balance sheet
and financial position of F.I.L.A. S.p.A. and the result for the year.
The present financial statements comprise the Balance Sheet, the Statement of
Comprehensive Income, the Cash Flow Statement, the Statement of changes in
Shareholders’ Equity and the Explanatory Notes, and reflect the underlying accounting
records.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
282
F.I.L.A – Fabbrica Italiana Lapis ed Affini – S.p.A.
Registered Office in Milan, Via Pozzone 5
Share Capital: Euro 3,039,654.60 fully paid-in
Tax, VAT and Milan Company’s Office Registration No: 00843550153
Milan REA No.: 396855
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Board of Statutory Auditors’ Report
on the separate financial statements at December 31, 2014
*************
Dear Shareholders,
during the year ended December 31, 2014, the Board of Statutory
Auditors performed the supervisory activities required by law, in
accordance with the Conduct principles for the Board of Statutory
Auditors endorsed by the Italian Accounting Profession (Consiglio
Nazionale dei Dottori Commercialisti e degli Esperti Contabili).
The audit of the financial statements, pursuant to Article 16 of
Legislative Decree No. 39/2011, was undertaken by the audit firm
KPMG S.p.A..
As part of its duties, during the year ended December 31, 2014, the
Board of Statutory Auditors
- attended the Shareholder and Board of Directors’ meetings held
during the year;
- received from the directors timely and appropriate information on
the operations undertaken, in accordance with statutory provisions.
Through attendance at Board of Directors’ meetings, the Board of
Statutory Auditors verified, inter alia, that the Executive Bodies
reported on the operations undertaken in accordance with the
powers attributed, on the operating performance and the business
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
283
- outlook, as well as on the most important operations, in terms of
size and nature, undertaken by the company and its subsidiaries;
- acquired appropriate information to undertake the activities in
relation to the adequacy of the organisational structure of the
Company, compliance with law and the Company By-Laws and
compliance with the principles of correct administration, through
direct investigation, obtaining information from department heads
and the exchange of information and data with the audit firm;
- supervised (in relation to our remit) on the functioning of the
internal control system and the adequacy of the administrative and
accounting system;
- verified compliance with law in relation to the formation,
presentation and preparation of the Financial Statements, drawn up
in accordance with International Financial Reporting Standards
(I.F.R.S.);
- verified that the Directors’ Report, relating to the year ended
December 31, 2014, complied with applicable legislation and was
consistent with the motions adopted by the Board of Directors, as
well as the events presented in the draft Financial Statements.
During our activities, undertaken as outlined above, no significant
matters arose to be reported to the relevant bodies. Based on our
reviews and the information received, the decisions undertaken by the
Directors are in compliance with law, the company By-Laws and
principles of correct administration, as well as consistent and
compatible with the size of the Company.
With the present “Report” we state our conclusions.
1. Considerations on the most significant economic, financial and
equity operations undertaken by the company and their compliance
with law and the company By-Laws
We received information on the most significant economic and
financial operations undertaken in the year, including by subsidiary
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
284
companies, ensuring that they were in conformity with law and the
company By-Laws and were not manifestly imprudent;
In relation to the major initiatives undertaken during the year,
contained in the Directors’ Report, we declare that, to the best of our
knowledge, they were undertaken in accordance with correct
administrative principles and that issues relating to potential or
possible conflicts of interest were subject to close evaluation.
Against the debt contracted with primary credit institutions, the
Company is subject to the commitments and “covenants” as outlined
in the consolidated financial statements of the F.I.L.A. Group,
prepared in accordance with international accounting standards and
which had been complied with at December 31, 2014, as illustrated in
the Directors’ Report.
1. Atypical and/or unusual transactions, including inter-company or
related party transactions
We were not informed of any atypical and/or unusual transactions,
including inter-company or related transactions.
Ordinary transactions, undertaken inter-company or with related
parties, and their principal effects on the balance sheet and income
statement are presented in the Directors’ Report. Transactions
between Group companies are principally of a commercial nature and
executed at normal market conditions. In addition, transactions of a
financial nature (inter-company loans) between the Parent Company
and the subsidiary companies are undertaken at normal market
conditions.
With reference to the transactions between the Parent Company FILA
S.p.A. and its subsidiaries, we report that there were no significant
changes in the contractual conditions which govern transactions
between the Parent Company and the subsidiaries, such as to be
presented in the present Report.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
285
1. Adequacy of the information provided in the Directors’ Report in
relation to atypical and/or unusual transactions, including inter-
company and related party transactions.
The Board of Statutory Auditors report that the Directors, in their
report pursuant to Article 2428 of the Civil Code and Consob
Communication of July 28, 2006 concerning atypical and/or unusual
transactions and transactions of an extraordinary nature, as per the
previous point, did not issue any communications, given the absence
of such transactions.
2. Observations and proposals on exceptions or matters arising in the
Auditors’ Report.
The audit firm KPMG S.p.A. who were awarded, pursuant to Article
14 of Legislative Decree No. 39/2010, the audit of the financial
statements for the year ended December 31, 2014, and with which
during the year the Board of Statutory Auditors held periodic meetings
for the exchange of information, issued on March 27, 2015 their
Auditors’ Report.
The Auditors issued a clean audit opinion without any exceptions or
information drawn to the attention of the reader.
3. Presentation of any complaints pursuant to Article 2408 of the
Civil Code, of any initiatives undertaken and relative outcomes
At the present date no complaints were received from shareholders
pursuant to Article 2408 of the Civil Code.
4. Presentation of any petitions pursuant to Article 2408 of the Civil
Code, of any initiatives undertaken and relative outcomes
At the present date, the Board of Statutory Auditors had received no
petitions or other notices.
5. Conferment of other assignments to the audit firm
The audit firm, as indicated in the Report to the Separate Financial
Statements and to which reference should be made, did not receive
any further assignments or mandates by companies of the Group,
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
286
except for the audit of the interim financial statements (as per IAS 34)
at September 30, 2014, undertaken in relation to the operation
illustrated at point 17.
1. Conferment of assignments to parties related to the audit company
The company did not confer any such assignments (other than those
relating to the audit of the financial statements).
2. Opinions issued in accordance with law
During the year ended December 31, 2014, the Board of Statutory
Auditors did not issue any opinions, with the exception of a
favourable opinion pursuant to Article 2389, paragraph 3, of the Civil
Code.
3. Meetings of the Board of Directors, Executive Committee and the
Board of Statutory Auditors
During the year ended December 31, 2014, the following meetings
were held:
- 7 meetings of the Board of Directors with the presence of the
majority of the Board of Statutory Auditors;
- 6 meetings of the Board of Statutory Auditors.
4. Observations on compliance with the principles of correct
administration.
In relation to the administration structure and substantial compliance
with correct administration, within our remit we do not report
particular observations, as based on the verifications undertaken and
meetings with the audit firm, these matters have been complied with.
5. Observations on the adequacy of the organisational structure
The Board of Statutory Auditors, through direct observations,
investigations, requests for information and dealings with the
department heads, have acquired information upon and supervised the
adequacy of the organisational structure of the company.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
287
In this regard we report that the Board of Directors did not undertake
any motions in relation to the adoption of the Ethics Code of the
Group and the Organisation, Management and Control Model of the
Company pursuant to Legislative Decree No. 231/2001,
The organisational structure – in relation to the remit of the Board of
Statutory Auditors – is considered adequate for the current operating
levels of the Company.
1. Observations on the adequacy of the internal control system, in
particular on the activities undertaken by the internal control manager
and any corrective actions undertaken and/or those to be undertaken
The internal control system, for the year ended December 31, 2014,
was adequate for the size and the current operational characteristics of
the Company.
The Internal Control Manager participated in the activities of the
Board of Statutory Auditors, providing where necessary, information
on the verifications undertaken and the results thereon.
In consideration of the continual updating and adjustment, also
according to new legislation and regulations, we consider the Internal
Control of the Company overall to be adequate and there are no
particular issues to be reported on.
2. Considerations on the adequacy of the administrative and
accounting system and the reliability of the system to correctly
represent operating events
There are no particular matters to be reported upon on the adequacy of
the administrative and accounting system and on the reliability to
correctly represent operating events.
3. Observations on the adequacy of the instructions issued by the
Company to subsidiaries
The co-ordination of the companies of the Group is ensured by the
presence of directors of the Parent Company on the boards of the main
subsidiary companies.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
288
In addition, the FILA Group, relating to the Subsidiaries declares that:
• FILA S.p.A. receives on a continuous basis information and
documentation relating to the composition of the Boards of all
subsidiary companies;
• the accounting and administrative systems and the reporting in
place at the FILA Group permits an adequate exchange of
information, ensuring the Group operates in accordance with
current regulations;
• the current communication process with the audit firm, appointed
as auditor of the financial statements, in accordance with Articles
13 and 14 of Legislative Decree No. 39 of January 27, 2010, allows
for an adequate exchange of information ensuring the Group
operates in accordance with current regulations.
1. Issues arising during meetings with the auditors as per Article
2409-septies of the Civil Code
The Board of Statutory Auditors, in accordance with Article 2409-
septies of the Civil Code, held meetings with the audit firm for the
exchange of information relating to their respective activities. From
these meetings no matters arose requiring specific initiatives or further
investigation.
2. Conclusions on the supervision activities undertaken and
information on any omissions, censurable events or irregularities
recorded during the year
With reference to our activities, we report the following:
- Acquisition of treasury shares
During the year ended December 31, 2014, the Company did not
undertake transactions on treasury shares held in portfolio. Reference
should be made in this regard to the Directors’ Report relating to the
Financial Statements for the year ended December 31, 2014.
- Stock option plans
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
289
In this regard, the Board of Statutory Auditors reports that the
Company does not recognise additional benefits to any executives,
employees or consultants through stock options plans.
- Further information relating to the principal events in the year and
subsequent to year-end
The Board of Statutory Auditors finally recalls that within the
development plans of the Group, FILA approved with Extraordinary
Shareholders’ Motion of November 19, 2014 the adoption of a new
class of multi-voting shares, eliminating indication of the nominal
value of the share and converting part of the ordinary shares into
multi-voting shares, in addition to a change in the company By-Laws.
In addition, as outlined in detail in the “Subsequent Events” paragraph
of the Directors’ Report, FILA began the preparatory activities in
2014 to the undertaking of an agreement with Space S.p.A., an Italian
limited company acting as a SIV (Special Investment Vehicle) and a
special purpose acquisition company in accordance with Article
2.2.42, paragraph 1 of the Regulation for Markets Organised and
Managed by Borsa Italiana S.p.A., whose shares are traded on the
Investments Vehicle Segment organised and managed by Borsa
Italiana S.p.A. – SIV professional segment, reserved exclusively for
qualifying investors as defined by the applicable regulations. The
agreement provides for the merger of FILA S.p.A. into Space S.p.A.,
as approved by the Board of Directors on January 15, 2015 and the
Extraordinary Shareholders’ Meeting on February 19, 2015.
The merger of FILA S.p.A. into Space S.p.A. takes place through the
allocation to Fila shareholders of Space shares from a share capital
increase in service of the share swap, enabling in 2015 the consequent
listing on the Stock Exchange of Fila S.p.A.. The Merger assists
FILA’s growth, through the contribution of financial resources by
Space, in addition to access to the risk capital markets as a result of
the Merger into the listed Space.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
290
FILA also approved with Extraordinary Shareholders’ Meeting
motion of February 19, 2015 the cancellation of 180,075 treasury
shares, without a reduction of the share capital.
1. Any proposals for Shareholders’ Meeting representation
As part of the oversight activities carried out in the year, we do not
report any observations in relation to the Financial Statements at
December 31, 2014, its approval and upon the matters within our
scope, nor in relation to the allocation of the net profit for the year, as
indicated in the Directors’ Report.
Milan, March 30, 2015
THE BOARD OF STATUTORY AUDITORS
Mr. Stefano Amoroso
Ms. Nicola Bruni
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
291
KPMG S.p.A. Telefono +39 02 6763 1
Revisione e organizzazione contabile Telefax +39 01 67632445
Via Vittor Pisani, 25 e-mail [email protected]
20124 MILANO MI PEC [email protected]
Auditors’ Report
To the Shareholders of
F.I.L.A. S.p.A.
1 The present financial statements consist of the Balance Sheet, Statement of
Comprehensive Income, Statement of changes in Shareholders’ Equity, Cash Flow
Statement and the Explanatory Notes to the financial statements, of F.I.L.A. S.p.A. for
the year ended December 31, 2014. The responsibility to prepare the financial
statements in accordance with International Financial Reporting Standards adopted by
the European Union is that of the directors of F.I.L.A S.p.A.. Our responsibility is to
express an opinion on these financial statements based on our audit.
2 Our work was conducted in accordance with the Auditing Standards issued by the
Italian Accounting Profession (Consigli Nazionali dei Dottori Commercialisti degli
Esperti Contabili) and recommended by CONSOB. They require that we plan and
perform the audit to obtain the necessary assurance about whether the financial
statements are free of material misstatement and, taken as a whole, are presented
fairly. An audit includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes assessing the
accounting principles used and the significant estimates made by the Directors. We
believe that our audit provides a reasonable basis for our opinion.
For the opinion on the financial statements of the prior year, presented for
comparative purposes, reference should be made to our report issued on April 7, 2014.
3 In our opinion, the financial statements of F.I.L.A. S.p.A. as of December 31, 2014
are in accordance with International Financial Reporting Standards adopted by the
European Union and give a true and fair view of the balance sheet, financial position
and of the results of F.I.L.A. S.p.A. as at that date.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
292
F.I.L.A. S.p.A.
Auditors’ Report
December 31, 2014
4 The responsibility for the preparation of the Directors’ Report in compliance
with applicable legislation is that of the Directors of F.I.L.A. S.p.A.. Our
responsibility is to provide an opinion on the consistency of the Directors’
Report with the financial statements, as legally required. Therefore, we have
carried out the procedures indicated in auditing principle No. 001 issued by the
Italian accounting profession and recommended by Consob. It is our opinion
that the Directors' Report is consistent with the 2014 financial statements of
F.I.L.A. S.p.A..
Milan, March 27, 2015
KPMG S.p.A.
Domenico Bellini
Partner