Additional periodic financial information at
SEPTEMBER 30, 2024
Milan, November 12, 2024
ITALMOBILIARE
Società per Azioni
Headquarters: Via Borgonuovo, 20
20121 Milan - Italy
Share capital €100,166,937
Milan Companies Register
2 |
ADDITIONAL PERIODIC FINANCIAL INFORMATION AT SEPTEMBER 30, 2024
Information on operations
INTRODUCTION
In accordance with the regulatory framework that transposed the EU Transparency Directive into Italian law, Italmobiliare issues a quarterly report that focuses on information that gives a concise overview of its business.
In particular, the information relates to the main economic and financial indicators of the Group (revenue, interim results, net financial position and net asset value) which are expressed on a consistent basis with the information already provided in the Annual and Interim Reports.
The periodic financial information, together with a summary of the main events that occurred during the quarter and a comment on the performance of the main subsidiaries and associates of the Italmobiliare Group, is approved by the Board of Directors and published on the Company's website.
Additional periodic financial information at September 30, 2024 | 3
NET ASSET VALUE (NAV)
The NAV per share (excluding treasury shares) at September 30, 2024 is equal to 50.6 euro and, given the distribution of dividends of 3.0 euro per share, shows an increase of 3.0% compared with the same figure at December 31, 2023.
The Net Asset Value of Italmobiliare S.p.A., excluding treasury shares, comes to 2,141.2 million euro (2,201.4 million euro at December 31, 2023); considering the distribution of 126.9 million euro of dividends during the first half of the year, the net performance is positive for 66.7 million euro.
NAV | NAV per share | ||
(in millions of euro) | (euro) | ||
December 31, 2023 | 2,201.4 | 52.1 | |
September 30, 2024 | 2,141.2 | 50.6 | |
Change | (60.2) | (1.5) | |
Dividends paid | 126.9 | 3.0 | |
Net performance | 66.7 | 1.5 | |
Net performance % | 3.0% | ||
The net performance at September 30, 2024 amounts to 66.7 million euro and is mainly due to the positive performance of the Portfolio Companies, for 22.1 million euro, particularly Italgen and Officina Profumo-Farmaceutica di Santa Maria Novella; other equity investments, for 15.0 million euro, particularly New Flour (Casa della Piada), Fin.Priv. (Mediobanca) and Heidelberg Materials AG; private equity funds, for 13.6 million euro; trading activities, for 8.9 million euro, and positive taxes of 27.9 million euro due to the reimbursement related to the favourable resolution of certain company tax disputes (approximately 8.0 million euro) and the net positive balance of the 2023 IRES tax and the Group's first 2024 IRES advance payment (approximately 17.9 million euro). This positive performance was more than offset by the distribution of dividends of 126.9 million euro and holding costs and incentive plans of total 16.8 million euro, thus entailing a negative change in NAV of approximately 60 million euro.
(in millions of euro) | Net performance |
Portfolio Companies1 | 22.1 |
Other Equity Investments | 15.0 |
Financial assets, trading, cash and cash equivalents | 8.9 |
Properties and related assets | (4.1) |
Private Equity Funds | 13.6 |
Gross performance | 55.6 |
Costs | (16.8) |
Income tax | 27.9 |
Italmobiliare NAV net performance | 66.7 |
Dividends paid | (126.9) |
Change | (60.2) |
1. "Portfolio Companies" include the investments in Italgen S.p.A., Caffè Borbone S.r.l., Clessidra Holding S.p.A., Tecnica Group S.p.A., Iseo Serrature S.p.A., Capitelli S.r.l., Officina Profumo-Farmaceutica di Santa Maria Novella S.p.A., Callmewine S.r.l., CDS-Casa della Salute S.p.A., Bene Assicurazioni S.p.A. Società Benefit and SIDI Sport S.r.l.
The composition of NAV at September 30, 2024 is shown below:
(in millions of euro) | December 31, | June 30, | September 30, | % of total | |||
2023 | 2024 | 2024 | |||||
Portfolio Companies1 | 1,518.3 | 1,420.9 | 1,411.2 | 65.9% | |||
Other Equity Investments2 | 166.7 | 154.0 | 135.4 | 6.3% | |||
Private Equity Funds | 239.4 | 256.0 | 252.8 | 11.8% | |||
Properties and related assets | 72.2 | 68.9 | 68.2 | 3.2% | |||
Financial assets, trading, cash and cash equivalents3 | 204.9 | 229.1 | 273.7 | 12.8% | |||
Total Net Asset Value (*) | 2,201.4 | 2,128.9 | 2,141.2 | 100.0% |
- "Portfolio Companies" include the investments in Italgen S.p.A., Caffè Borbone S.r.l., Clessidra Holding S.p.A., Tecnica Group S.p.A., Iseo Serrature S.p.A., Capitelli S.r.l., Officina Profumo-Farmaceutica di Santa Maria Novella S.p.A., Callmewine S.r.l., CDS-Casa della Salute S.p.A., Bene Assicurazioni S.p.A. Società Benefit and SIDI Sport S.r.l. Note that the investment in Bene Assicurazioni S.p.A. was classified for NAV purposes to Portfolio Companies due to the significant amount of the investment.
- "Other Equity Investments" include the equity investment in Archimede S.p.A. (parent company of Formula Impresoft S.p.A.) including reclassification of the 6 million euro loan granted to Archimede S.p.A.
- Note that "Financial assets, trading, cash and cash equivalents" include the net financial position of the parent company Italmobiliare, the 2.7 million euro investment in Sirap Gema S.r.l. (9 million euro at December 31, 2023) and the net financial position of the vehicles FT2 S.r.l. and FT3 S.r.l. after reclassification of the 6 million euro loan granted to Archimede S.p.A. to "Other Equity investments".
(*) The criteria used for calculating NAV may be different from those adopted by other companies, so the figures may not be comparable.
4 |
Looking at the Portfolio Companies, the value at September 30, 2024 decreased by 107.1 million euro, mainly determined by the sale of AGN Energia (99.0 million euro, net of the tax effect) and the distribution of dividends (42.4 million euro), partially offset by the positive performance during the period of 22.1 million euro and the capital increase of CDS-Casa della Salute (11.0 million euro).
"Other Equity Investments" of 135.4 million euro decreased, mainly due to the sales of shares in Heidelberg Materials AG and KKR Teemo Co-Invest, co-investor vehicle in the FiberCop project, that took place during the period, partially offset by the positive fair value effect (15.0 million euro) of some listed equity investments.
The increase in "Financial assets, trading, cash and cash equivalents" of 68.8 million euro is mainly due to the proceeds from the sale of AGN Energia (100.0 million euro) and KKR Teemo Co-Invest, co-investor vehicle in the FiberCop project, (20.9 million euro), dividends received (48.5 million euro), the positive performance of trading activities (8.9 million euro), and operating costs and taxes (positive for 11.1 million euro), partially offset by the dividend paid (-126.9 million euro) and investments in private equity funds, net of redemptions (-0.2 million euro).
The NAV has been determined in accordance with the guidelines communicated to the market and specific procedures, taking into consideration:
- the market price of the equity investments in listed companies at September 30, 2024;
- the value of the unlisted companies determined by an independent expert at June 30, 2024 as explained in the Interim Report, in line with the Company's guidelines on the calculation of the NAV for which the Portfolio Companies are assessed twice a year, when preparing the Annual and Interim Reports;
▪
▪
the market value of the real estate assets held;
the effect of deferred taxation.
Additional periodic financial information at September 30, 2024 | 5
PERFORMANCE OF THE MAIN GROUP COMPANIES
PRO-FORMA AGGREGATE - YTD RESULTS AT SEPTEMBER 30, 2024
(in millions of euro) | Revenue | Gross operating profit (EBITDA) | ||||||||||
September 30, | September 30, | Change | September 30, | September 30, | Change | |||||||
2024 | 2023 (*) | % | 2024 | 2023(*) | % | |||||||
Italmobiliare | 119.6 | 64.4 | 85.7 | 92.4 | 21.7 | n.s. | ||||||
Portfolio Companies | ||||||||||||
Caffè Borbone | 243.1 | 221.2 | 9.9 | 50.6 | 58.3 | (13.2) | ||||||
Officina Profumo-Farmaceutica | 47.1 | 37.5 | 25.5 | 12.0 | 9.4 | 28.2 | ||||||
di Santa Maria Novella | ||||||||||||
CDS-Casa della Salute | 45.9 | 30.0 | 53.0 | 5.4 | 3.2 | 71.1 | ||||||
Italgen | 49.9 | 39.6 | 25.9 | 26.9 | 6.0 | >100 | ||||||
SIDI Sport | 20.3 | 16.4 | 23.4 | (1.2) | (0.5) | n.s. | ||||||
Capitelli | 17.2 | 16.4 | 5.1 | 3.2 | 2.4 | 32.0 | ||||||
Callmewine | 7.7 | 9.4 | (17.9) | (1.3) | (1.3) | n.s. | ||||||
Tecnica Group | 328.9 | 356.6 | (7.8) | 41.3 | 48.2 | (14.2) | ||||||
Iseo | 111.6 | 116.1 | (3.9) | 9.3 | 9.8 | (4.4) | ||||||
Bene Assicurazioni1 | 198.2 | 149.5 | 32.6 | n.a. | n.a. | n.a. | ||||||
Total Industrial Portfolio Companies | 1,069.8 | 992.7 | 7.8 | 146.3 | 135.5 | 8.0 | ||||||
Clessidra Group | 33.2 | 27.6 | 20.6 | 6.1 | 8.5 | (29.0) | ||||||
Total Portfolio Companies | 1,103.1 | 1,020.3 | 8.1 | 152.4 | 144.0 | 5.8 | ||||||
- The figures at September 30, 2023 differ from those published as the associated company AGN Energia was sold on February 28, 2024 and has therefore been excluded from the table. Furthermore, the figures at September 30, 2023 of Officina Profumo-Farmaceutica di Santa Maria Novella and Callmewine differ from what was published as they were restated excluding the contribution of vehicles. The figures at September 30, 2023 of Sidi Sport S.r.l. differ from those previously published for a better data comparability.
1. Figures are estimated on the basis of the information provided by the company. n.a. not available
n.s. not significant
Italmobiliare S.p.A.'s revenue in the nine months increased compared with the same period last year, mainly by releasing the value of its stake in AGN Energia by selling it in February 2024. Italmobiliare collected 100 million euro from this transaction, with a capital gain of approximately 40 million euro compared with the net book value of the investment.
Looking at the pro-forma aggregate of the Industrial Portfolio Companies alone for the first nine months of 2024:
- revenue amounts to 1,069.8 million euro, up by 7.8% compared to September 30, 2023.
- aggregate gross operating profit comes to 146.3 million euro, up by 8.0% on last year, driven by the results of Italgen, CDS-Casa della Salute and Officina Profumo-Farmaceutica di Santa Maria Novella.
Looking at the individual companies, while reference should be made to the relevant sections for further details:
- In the food sector, Caffè Borbone posted a 9.9% increase in revenue and continued its growth trajectory in strategic channels, particularly large-scale retail trade and online, as well as in foreign markets. Even though the cost of the raw coffee beans is still at all-time highs, the margin on sales is more than 20%. In a difficult market context for the entire sector, Capitelli is still managing to grow in terms of both turnover (+5.1% to 17.2 million euro) and gross operating profit (+32.0% to 3.2 million). Callmewine, on the other hand, is affected by the current moment of extreme uncertainty in the wine & spirits sector, recording a decline in revenue to 7.7 million euro, whereas the gross operating profit remains stable thanks to greater cost efficiency.
- During the period, Italgen recorded an increase in energy production to 305.3 GWh, up by more than 60% compared with the figures for the same period last year and also higher than historical averages. Gross operating profit comes to 26.9 million euro, an all-time record for the company.
6 |
- The development of Officina Profumo-Farmaceutica di Santa Maria Novella continues, posting revenue that is up by 25.5% to 47.1 million euro. At channel level, the direct-to-consumer growth trajectory continues: retail increases by more than 40% driven by both established geographies and entry into the Japanese market, while e-commerce grows by 30.1%. Wholesale is recovering, showing a slight increase compared with the same period last year. Gross operating profit comes to 12 million euro, up 28.2%.
- CDS-Casadella Salute has boosted its revenue to 45.9 million euro, with an increase of 53% compared with the same period last year. An excellent result thanks to a combination of new openings and a good performance on the part of the clinics opened or acquired before 2023, which achieved like-for-like growth of 17%. Gross operating profit comes to 5.4 million euro, up 71.1%.
- In the outdoor sector, SIDI confirms the positive effects generated by the brand relaunch plan initiated by Italmobiliare. Sales of both motorbikes and bicycles are growing, with good results in all of the markets in which the company operates, achieving revenue that is up 23.4% compared with the same period last year. The industrial margin is growing thanks to the increase in sales volumes, whereas gross operating profit is negative, mainly because of the upfront investments needed for development. Tecnica Group has posted revenue of 328.9 million euro, down 7.8% compared with the same period last year, where the good growth of Moon Boot does not fully offset the performance of other brands. Gross operating profit is positive for 41.3 million euro, down mainly due to the overall decline in volumes during the first nine months of the year.
- ISEO has grown in the third quarter, recovering from a first half that was affected by issues related to the digitalisation of business processes. As of September 30, 2024, revenue amounted to 111.6 million euro, down 3.9%, while the gross operating profit was 9.3 million euro, with a final quarter that recorded growth of over 100% compared with the same period last year.
- Bene Assicurazioni's premium income has increased by 32.6%, reaching 198.2 million euro. An excellent result thanks to growth in all sales channels and the increase recorded in all sectors in which the company operates.
Lastly, the Clessidra Group, a non-industrial Portfolio Company, closed the nine months with a positive intermediation margin of 27.7 million euro and an increase of 18.2% compared with the same period last year.
Additional periodic financial information at September 30, 2024 | 7
PRO-FORMA AGGREGATE - 3rd QUARTER 2024 RESULTS
(in millions of euro) | Revenue | Gross operating profit (EBITDA) | ||||||||||
3rd Quarter | 3rd Quarter | Change | 3rd Quarter | 3rd Quarter | Change | |||||||
2024 | 2023 (*) | % | 2024 | 2023 (*) | % | |||||||
Italmobiliare | 9.8 | 7.2 | 36.2 | 1.2 | 0.0 | n.s. | ||||||
Portfolio Companies | ||||||||||||
Caffè Borbone | 76.4 | 67.5 | 13.2 | 13.2 | 17.2 | (23.2) | ||||||
Officina Profumo-Farmaceutica | 18.5 | 13.8 | 33.7 | 6.2 | 5.0 | 25.1 | ||||||
di Santa Maria Novella | ||||||||||||
CDS-Casa della Salute | 14.4 | 9.1 | 58.4 | 1.5 | 1.1 | 42.5 | ||||||
Italgen | 17.6 | 15.2 | 15.5 | 9.0 | 6.3 | 41.4 | ||||||
SIDI Sport | 6.3 | 3.5 | 77.6 | (0.4) | 0.6 | n.s. | ||||||
Capitelli | 5.6 | 5.1 | 9.8 | 1.1 | 0.7 | 57.1 | ||||||
Callmewine | 2.3 | 2.8 | (17.1) | (0.5) | (0.4) | 28.6 | ||||||
Tecnica Group | 162.7 | 171.7 | (5.2) | 46.1 | 42.5 | 8.6 | ||||||
Iseo | 38.3 | 34.3 | 11.7 | 4.1 | 2.0 | >100 | ||||||
Bene Assicurazioni | 64.0 | 50.9 | 25.7 | n.a. | n.a. | n.a. | ||||||
Total Industrial Portfolio Companies | 406.0 | 373.9 | 8.6 | 80.4 | 75.0 | 7.2 | ||||||
Clessidra Group | 11.7 | 9.8 | 20.2 | 3.2 | 3.6 | (13.0) | ||||||
Total Portfolio Companies | 417.8 | 383.7 | 8.9 | 83.6 | 78.6 | 6.3 | ||||||
Note that the quarterly figures have not been audited neither completely nor partially.
- The figures at September 30, 2023 differ from those published as the associated company AGN Energia was sold on February 28, 2024 and has therefore been excluded from the table. The figures at September 30, 2023 of Sidi Sport S.r.l. differ from those previously published for a better data comparability. Furthermore, the figures at September 30, 2023 of Officina Profumo-Farmaceutica di Santa Maria Novella and Callmewine differ from what was published as they were restated excluding the contribution of vehicles.
n.a. not available
n.s. not significant
Looking just at the third-quarter aggregate:
- Revenue of Italmobiliare's Industrial Portfolio Companies rose to 406.0 million euro, an increase of 8.6% compared to the same period of the previous year. The gross operating profit performance was also positive, up by 7.2% to 80.4 million euro.
8 |
KEY CONSOLIDATED FIGURES AT SEPTEMBER 30, 2024
Third quarter
(in millions of euro) | 3rd Quarter | 3rd Quarter | Change | ||||
2024 | 2023 | % | |||||
Revenue | 161.8 | 133.4 | 21.2 | ||||
Gross operating profit (EBITDA) | 34.3 | 32.3 | 6.1 | ||||
% of revenue | 21.2 | 24.2 | |||||
Operating profit (EBIT) | 22.5 | 22.9 | (1.3) | ||||
% of revenue | 13.9 | 17.1 | |||||
n.s. not significant |
YTD to September 30
(in millions of euro) | YTD to | YTD to | Change | ||||
30.09. 2024 | 30.09. 2023 | % | |||||
Revenue | 499.4 | 418.5 | 19.3 | ||||
Gross operating profit (EBITDA) | 110.6 | 66.7 | 65.9 | ||||
% of revenue | 22.2 | 15.9 | |||||
Operating profit (EBIT) | 77.3 | 39.6 | 95.2 | ||||
% of revenue | 15.5 | 9.5 | |||||
(in millions of euro) | September 30, | June 30, | December 31, | ||||
2024 | 2024 | 2023 | |||||
Total equity | 1,642.4 | 1,610.0 | 1,691.9 | ||||
Equity attributable to the owners of the parent company | 1,455.9 | 1,427.1 | 1,499.3 | ||||
The YTD consolidated revenue of the Italmobiliare Group at September 30, 2024 amounted to 499.4 million euro, an increase of 80.9 million euro (+19.3%), mainly due to the positive contribution of Caffè Borbone, CDS-Casa della Salute, Italgen and Officina Profumo-Farmaceutica di Santa Maria Novella, as well as the positive contribution made by Italmobiliare (net of intragroup eliminations).
Gross operating profit amounted to 110.6 million euro, 65.9% up on the same period last year. The change is mainly attributable to Italgen, Officina Profumo-Farmaceutica di Santa Maria Novella, CDS-Casa della Salute and Italmobiliare, partially offset by the contraction of Caffè Borbone.
The operating profit after amortisation and depreciation is increasing compared with the same period of 2023, as mentioned above.
Consolidated equity at September 30, 2024 amounted to 1,642.4 million euro, down by 49.5 million euro compared with December 31, 2023 (1,691.9 million euro). The decrease is mainly due to the distribution of dividends (147.3 million euro) and the negative change in the fair value reserve on derivatives (2.3 million euro), partially offset by the positive change in the fair value reserve on equity investments (9.5 million euro), the positive result for the period, and other changes within the scope of consolidation.
NET FINANCIAL POSITION
(in millions of euro) | September 30, | June 30, | December 31, | ||
2024 | 2024 | 2023 | |||
Net financial position | (72.4) | (82.5) | (32.4) | ||
The consolidated net financial position is negative for 72.4 million euro, a decrease of 40.0 million euro compared with December 31, 2023 (32.4 million euro). The change is mainly due to the positive flow from operating activities (+34.5 million euro), the flow from investments and disinvestments (-93.2 and +160.5 million euro, respectively) and the payment of dividends (-147.3 million euro).
Additional periodic financial information at September 30, 2024 | 9
Italmobiliare S.p.A.
KEY FIGURES
(in millions of euro) | September 30, | September 30, | Change | ||
2024 | 2023 | % | |||
Revenue | 119.6 | 64.4 | 85.7 | ||
Gross operating profit (EBITDA) | 92.4 | 21.7 | n.s. | ||
% of revenue | 77.3 | 33.7 | |||
Operating profit (EBIT) | 91.7 | 21.1 | n.s. | ||
% of revenue | 76.7 | 32.8 | |||
n.s. not significant | |||||
(in millions of euro) | September 30, | June 30, | December 31, | ||
2024 | 2024 | 2023 | |||
Net financial position | 276.8 | 232.2 | 204.3 | ||
Revenue for the period amounts to 119.6 million euro, an increase of 55.2 million euro compared with September 30, 2023
(64.4 million euro); this revenue was mainly generated by:
- dividends approved by subsidiaries, associates and other investees for 49.9 million euro compared with 44.5 million euro in the same period of 2023, mainly due to the dividends paid in 2024 by the subsidiaries Caffè Borbone and Italgen;
- interest and finance income of 5.1 million euro (4.8 million euro in the same period of 2023), in line with the previous period.
- capital gains and revaluations of 63.8 million euro, an increase compared with the 14.3 million euro in the same period of 2023. The increase of 49.6 million euro is mainly due to both the sale of AGN Energia, from which Italmobiliare received 100 million euro with a capital gain of approximately 40 million euro considering a net book value of the investment of 60.4 million euro and management incentive plans costs of 0.4 million euro, and the good performances on the part of the mutual funds and private equity funds.
As regards the negative components of income, which amount to 27.9 million euro (43.3 in the same period of 2023), the following should be noted:
- operating costs amount to 22.2 million euro, substantially in line with the previous period. Please note that at September 30, 2023 there were non-recurring operating costs of 6.5 million euro related to MBO and LTI payments occurring in 2023 and relating to the previous three years;
- finance costs, equal to approximately 5.7 million euro (15.2 million euro in the same period of 2023) are down overall by approximately 9.5 million euro, mainly due to lower negative changes in the fair value of trading securities, mutual funds and private equity funds compared with the previous period.
Equity at September 30, 2024 amounts to 1,325.2 million euro, down by 18.2 million euro compared with December 31, 2023 (1,343.4 million euro). The overall change was mainly determined by dividends paid of 126.9 million euro, the decrease in the fair value reserve on FVTOCI investments for 8.9 million euro, net of the related tax effect, partially offset by the sales of FVTOCI investments during the period (+15.4 million euro) and the profit for the period.
At September 30, 2024 the net financial position of Italmobiliare S.p.A. shows an increase of 72.5 million euro, going from
204.3 million euro at December 31, 2023 to 276.8 million euro, allocated approximately 33% to the Vontobel Fund, a multi- asset portfolio with a conservative risk profile consistent with the Company's investment policies. The main outflows include payment of the ordinary dividend (-126.9 million euro) and portfolio investments, net of capital reimbursements (-4.7 million euro). These outflows were more than offset by the proceeds of selling AGN Energia (+100 million euro), KKR Teemo Co- Invest (+20.9 million euro) and the sale of Heidelberg Materials AG shares (+18.4 million euro), dividends received (+48.5 million euro) and tax refunds, net of overheads, taxes and incentive plans (+5.4 million euro). Lastly, cash management had a positive result, generating 8.9 million euro.
10 |
MAIN FINANCIAL ASSETS OF ITALMOBILIARE S.P.A.
Other Equity Investments
The Company owns shares in other companies, such as Archimede S.p.A., the parent company of Formula Impresoft, ITM Bacco S.r.l., co-investor vehicle in Argea and Fin.Priv. S.r.l. (a shareholding vehicle in Mediobanca). Moreover, within its portfolio it has interests in a number of listed companies.
Private Equity Funds
The Company has invested in a portfolio of select Italian and international private equity funds with a view to diversifying sectors and geographical investments, including the various Clessidra's funds (CCP3, CCP4, Restructuring Fund, Private Debt Fund, and CRF Parallel), the BDT Capital Partners Funds II and III, Isomer Capital I and II, Isomer Capital Opportunities, Connect Ventures 3 and 4, Iconiq IV and V, Lindsay Goldberg Fund V, Lauxera Growth I, 8-Bit Capital I, Expedition Growth Capital Fund I, la Famiglia Fonds III GmbH (liquidated during the period), JAB Consumer, Visionaries Club Seed Fund II GmbH & Co. KG, Visionaries Club Growth Fund II GmbH & Co. KG, FOF Impact Investing and Lakestar Growth II and IV. At September 30, 2024, the value of the private equity funds shows an overall increase of 13.4 million euro, of which 14.7 million euro as a positive change in fair value and 14.0 million euro of new investments, partially offset by 14.2 million euro reimbursed following divestments and a negative exchange rate effect of 1.1 million euro.