N&W Global Vending S.p.A. Quarterly Financial Performance ......Brazil, Argentina, Colombia and...
Transcript of N&W Global Vending S.p.A. Quarterly Financial Performance ......Brazil, Argentina, Colombia and...
N&W Global Vending S.p.A.
Quarterly Financial Performance
Q1 2017 – Period ended March 31st, 2017
2
Index
Disclaimer 3
Basis of presentation 4
Section I: N&W Group results excluding Saeco results 5
Section II: N&W Group results including Saeco results from its acquisition 13
Section III: Saeco Proforma results 18
Section IV: N&W and Saeco Proforma results 22
Appendix 25
3
Disclaimer
In this report, the terms “Group”, “we”, “us” and “our” refer to N&W Global Vending S.p.A. (the “Company”) and its
subsidiaries.
This report may contain “forward looking statements” within the meaning of the U.S. federal securities laws and the
securities laws of certain other jurisdictions. In some cases, these forward looking statements can be identified by the use
of forward looking terminology, including the words “aims,” “anticipates,” “believes,” “continue,” “could,” “estimates,”
“expects,” “forecasts,” “future,” “guidance,” “intends,” “may,” “ongoing,” “plans,” “potential,” “predicts,” “projects,” “seek,”
“should,” “target,” “will,” “would” or, in each case, their negative or other variations or comparable terminology or by
discussions of strategies, plans, objectives, targets, goals, investments, future events, beliefs or intentions. These forward
looking statements are based on plans, estimates and projections as they are currently available to our management.
Such forward looking statements are not guarantees of future performance and are subject to, or are based on, a number
of factors, assumptions and uncertainties that could cause actual results to differ materially from those described in the
forward looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on
such forward looking statements. Any forward looking statements are only made as at the date hereof and, except to the
extent required by applicable law or regulation, we undertake no obligation to publicly update or publicly revise any forward
looking statement, whether as a result of new information, future events or otherwise.
All figures presented in this report are based on our consolidated management accounts and are unaudited. The financial
information herein includes certain non-IFRS measures that we use to evaluate our economic and financial performance.
These measures include, among others, EBITDA, EBITDA Margin, Adjusted EBITDA, Adjusted EBITDA Margin and
Operating Profit Before Exceptional Items. The non-IFRS measures may not be comparable to similarly titled measures of
other companies and have limitations as analytical tools and should not be considered in isolation or as a substitute for
analysis of our operating results as reported under IFRS.
4
Basis of presentation
To provide meaningful, reliable, relevant and comparable financial information the Company has opted to split its first
quarter 2017 reporting in four sections, providing an overview of the business and financial performance as set out below:
Section I - N&W Group results excluding Saeco results and the impact of N&W Purchase Price Allocation (PPA)
Perimeter: N&W Group excluding Saeco
Period: three months and twelve months ended March 31st, 2017
Purchase Price Allocation for N&W acquisition: not included
Comparative figures: Proforma three months ended March 31st, 2016 and twelve months ended December 31st, 2016:
aggregation of the consolidated results of the Company under the previous ownership from January 1st, 2016 till March
22nd, 2016 and the consolidated results under the current ownership from March 23rd, 2016 till March 31st, 2016.
Section II - N&W Group results including Saeco results from its acquisition
Perimeter: N&W Group including Saeco Group from its acquisition (March 2017)
Period: three months and twelve months ended March 31st , 2017
Purchase Price Allocation for N&W acquisition: included
Comparative figures: Proforma three months ended March 31st, 2016 and twelve months ended December 31st, 2016 as
per Section I.
Section III - Saeco Proforma results
Perimeter: Saeco Group
Period: three months and twelve months ended March 31st, 2017
Comparative figures: three months ended March 31st, 2016 and twelve months ended December 31st, 2016.
Section IV – N&W & Saeco Proforma results
Perimeter: N&W and Saeco
Period: three months and twelve months ended March 31st, 2017
Purchase Price Allocation for N&W acquisition: not included
Comparative figures: three months ended March 31st, 2016 and twelve months ended December 31st, 2016.
Section I
N&W Group results excluding
Saeco results and PPA
5
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Key figures
(€ thousands) March 31, March 31, March 31, December 31,
2017 2016 2017 2016
Results Proforma Proforma
Revenue 80,422 79,409 300,576 299,564
Adjusted EBITDA* 20,059 20,008 75,620 75,568
Adjusted EBITDA margin** 24.9% 25.2% 25.2% 25.2%
Operation profit/(loss) 16,346 15,539 55,466 54,659
Profit/(loss) for the period 6,161 (2,784) 3,948 (4,997)
Cash flow
Cash at the beginning of period 51,089 48,088 42,326 48,088
Net cash flow from operating activities 6,202 5,638 58,554 57,990
Net cash flow from investing activities (56,988) 245,390 (75,751) 226,627
Net cash flow from financing activities *** 59,192 (256,790) 34,367 (281,615)
Cash at the end of period **** 59,495 42,326 59,495 51,089
(*)
(**) We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue.
(***) Cash Flow from financing activities includes interest payment.
(****)
For the three months ended For the twelve months ended
We define Adjusted EBITDA as net profit (loss) plus income tax expense, net financial income (expense), depreciation, amortization, special
costs and the Real/Euro foreign exchange adjustment. We present non-IFRS measures because we believe they and similar measures are
widely used by certain investors, securities analysts and other interested parties as supplemental measures of performance and liquidity and are
intended to assist in the analysis of our operating results, profitability and ability to service debt. Adjusted EBITDA is not a measure of financial
performance under IFRS and should not be considered in isolation or as an alternative to any other measures of performance derived in
accordance with IFRS. Adjusted EBITDA, as presented in this Report, may not be comparable to similarly titled measures reported by other
companies. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis.
Cash at the end of March 2017 and December 2016 includes Euro 1 million relating to N&W purchase price held in escrow account to cover
possible purchaser's warranty claims under the acquisition agreement of N&W Group.
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Highlights
Q1 2017 compared to Q1 2016
For the three months ended March 31st, 2017, Revenue are Euro 1 million higher than the same
period last year (+1.3%) and have been characterised by:
i) the good performance of small-medium sized customers, with a growth of Euro 2.7 million
(4.7% more than 2016) of which Euro 1.0 million in Western Europe and Euro 1.7 million in the
Rest of the world;
ii) a decrease in sales of two of our four largest customers, with a decline of Euro 1.7 million
(7.3% less than 2016);
iii) Very good performance of the Horeca line of business (13.7% more than 2016) spread among
the different geographies.
1st Quarter 2017 Adjusted EBITDA reached Euro 20.1 million (24.9% of Net Sales), slightly better
than Q1 2016 of Euro 20.0 million (25.2% of Net Sales).
1st Quarter 2017 Cash Flow generation from operating activities was at good levels at Euro 6.2
million versus Euro 5.6 million in 2016.
LTM March 2017 compared to LTM March 2016
For the twelve months ended March 31st, 2017, Revenue reached Euro 300.6 million (Euro 1
million more than December 31st, 2016 results) and Adjusted EBITDA reached Euro 75.6 million
(substantially in line with December 31st, 2016 results).
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Consolidated Business Overview
March 31, March 31, Variance March 31, December 31, Variance
(€ thousands) 2017 2016 % 2017 2016 %
Proforma Proforma
Revenue by geography 80,422 79,409 1.3% 300,576 299,564 0.3%
Italy 24,109 26,172 -7.9% 93,142 95,205 -2.2%
France 13,712 12,537 9.4% 42,950 41,775 2.8%
Spain 5,636 6,314 -10.7% 21,943 22,621 -3.0%
UK 2,863 2,810 1.9% 11,261 11,208 0.5%
Germany 4,255 3,697 15.1% 14,919 14,361 3.9%
Nordics 5,995 6,337 -5.4% 20,234 20,576 -1.7%
Other Europe 11,375 10,758 5.7% 41,942 41,325 1.5%
East Europe 4,196 4,123 1.8% 14,073 14,000 0.5%
Africa & Middle East 1,329 776 71.3% 4,478 3,925 14.1%
Asia & Pacific 2,034 1,201 69.4% 7,449 6,616 12.6%
North America 1,775 2,810 -36.8% 13,332 14,367 -7.2%
Central & South America 3,142 1,874 67.7% 14,854 13,586 9.3%
Revenue by line of business 80,422 79,409 1.3% 300,576 299,564 0.3%
Vending 50,800 50,784 0.0% 184,574 184,558 0.0%
H&C 36,067 36,845 -2.1% 131,098 131,876 -0.6%
S&F 14,168 13,245 7.0% 50,652 49,729 1.9%
C&B 565 694 -18.6% 2,824 2,953 -4.4%
Horeca 10,464 9,205 13.7% 40,586 39,327 3.2%
OCS 1,550 2,041 -24.1% 9,911 10,402 -4.7%
Accessories & Spares 17,608 17,379 1.3% 65,505 65,276 0.4%
For the three months ended For the twelve months ended
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Business Review: Revenue
i) Geographies
For the three-month period ended March 31st, 2017, performance of Western European countries
(comprising Italy, France, Spain, UK, Germany, Nordics and other Western European countries)
registered a decrease of Euro 0.7 million versus 2016. The sales level in those countries has been
characterised by the increase of small-medium customers (+0.4% or Euro 1 million better than the first
three months of 2016) and by the underperformance of two of our four largest key customers (-7.3% or
Euro 1.7 million below the three months of 2016).
Performance of the Rest of the world has shown an overall increase of Euro 1.7 million (+15.7%)
versus the three months of 2016, with positive performances in Central and South America (mainly
Brazil, Argentina, Colombia and Mexico), Asia&Pacific (mainly Japan, Oceania, China and Singapore)
and Africa and Middle East, only partially offset by the shortfall occurred in North America.
Included in revenue for the three months of 2017 of Euro 80.4 million (2016: Euro 79.4 million) are
revenue of approximately Euro 14.1 million (Euro 15.4 million in 2016) which arose from sales to the two
Group’s largest customers. No other single customer contributed 10% or more to Group’s revenues
during 2017 or 2016.
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Business Review: Revenue
ii) Line of Business
Vending
Revenue are in line with the same period 2016 where the underperformance of Western Europe
countries has been compensated by the excellent performance of the Rest of the world.
Horeca
Revenue increased by 13.7% during the three months 2017 as compared to the same period 2016.
The increase is driven by French, German and Central American markets and it’s only partially
offset by the underperformance of a key customer.
OCS
Revenue decreased by 24.1% during the three months 2017 as compared to the same period
2016. The decrease is entirely driven by the underperformance of a key customer.
Accessories and Spares
During the three months 2017 revenue are slightly better than the same period 2016.
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Financial Review: Income Statement
Operating profit
Operating profit was Euro 16.3 million for the three
months ended March 31st, 2017, Euro 0.8 million
more compared to Euro 15.5 million for the three
months ended March 31st, 2016.
The impact of non recurring items is equal to an
expense of Euro 0.5 million, mainly related to
Saeco Group acquisition costs and charges for
Italian short time working contracts, compared to
Euro 1.3 million for the three months ended March
31st, 2016, that mainly included special costs
incurred in relation to N&W Group acquisition
occurred on March 22nd, 2016.
The operating profit is also impacted by positive
exchange differences on Brazilian Real of Euro
0.2 million versus Euro 0.4 million of previous year
period due to a translation effect (mostly
unrealized) arising from the conversion of
intercompany trade payables recorded in our
Brazilian subsidiary related to purchases of
products from our Italian subsidiary denominated
in Euro.
March 31, March 31,
2017 2016
(€ thousands) Proforma
Revenue from Sales 80,422 79,410
Cost of Sales (47,937) (46,919)
Gross profit 32,485 32,491
Sales & Marketing (7,519) (7,433)
Logistic (1,590) (1,534)
Administrations (3,196) (3,133)
Operating Exchange Difference (121) (383)
Total operating costs (12,426) (12,483)
Adjusted EBITDA 20,059 20,008
Depreciation (1,582) (1,776)
Amortisation (1,800) (1,801)
Operating profit before exceptional items 16,677 16,430
Brazilian Operating Exchange Difference 178 438
Restructuring expenses 0 (28)
Other expenses (508) (1,302)
Operating profit 16,346 15,539
Finance Income 136 173
Finance costs (8,942) (16,013)
Net finance expenses (8,806) (15,840)
Profit/(Loss) before income tax 7,540 (301)
Income tax expense (1,379) (2,483)
6,161 (2,784)
For the three months ended
Profit/(Loss) for the period from continuing
operations
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Financial Review: Cash Flow
For the three months period ended March 31st, 2017, cash
flow generation is Euro 8.4 million compared to Euro -5.8
million of the three month period ended March 31st, 2016,
with the differences of Euro +14.2 million mainly driven by the
cash flow from investing and financing activities which have
been carachterised by the N&W acquisition in Q1 2016 and
by the Saeco one in Q1 2017.
Operating cash flow: better performance of Euro 0.6 million
in first quarter 2017 than first quarter 2016 thanks to Working
Capital. Trade Working Capital on LTM Revenues at the end
of March 2017 was 13% versus 13.6% at the end of March
2016.
Investing cash flow: Capex investments in the first quarter
of 2017 are in line with the same period of 2016. Q1 2017
impacted by the outflow for the Saeco investment while Q1
2016 inflow reflects the equity injection, net of preliminary
purchase price, for the N&W acquisition.
Financing cash flow: Q1 2017 inflow driven by the
placement of Euro 70 million tranche of Secured Notes to
fund the Saeco acquisition, net of Euro 10.8 million
repayment of the outstanding Revolving Facility and Euro 1
million lent to Saeco to fund its cash needs.
Q1 2016 outflow driven by the Euro 654 million repayment of
old financing facilities net of Euro 411 million inflow for the
Bridge and Revolving facitilies (Euro 400 and 10.8 million,
respectively).
Condensed cash flow statement 2017 2016
(€ thousands) Proforma
Adjusted EBITDA 20,059 20,008
Change in Trade Working Capital (8,130) (9,793)
Change in Other Working Capital (3,551) (2,458)
Taxes (1,089) (1,423)
Special costs (1,087) (696)
Cash flow from operations 6,202 5,638
Investment in assets (Capex) (2,927) (2,904)
N&W acquisition 248,294
Saeco Investment (54,061)
Cash flow from investing activities (56,988) 245,390
Interest and other financial charges paid 1,126 (13,511)
Tax settlement (2,239)
Financial debt raising/(repayment) 60,304 (243,279)
Cash flow from financing activities 59,192 (256,790)
Cash flow for the period 8,406 (5,762)
Cash at Beginning of Period 51,089 48,088
For the three months ended
Section II
N&W Group results including Saeco
results from its acquisition
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Key figures
(€ thousands) March 31, March 31, March 31, December 31,
2017 2016 2017 2016
Results Proforma Proforma
Revenue 86,846 79,409 307,000 299,564
Adjusted EBITDA* 20,937 20,008 76,498 75,568
Adjusted EBITDA margin** 24.1% 25.2% 24.9% 25.2%
Operation profit/(loss) 7,761 15,539 (4,503) 3,276
Profit/(loss) for the period (354) (2,784) (39,362) (41,792)
Cash flow
Cash at the beginning of period 51,089 48,088 42,326 48,088
Net cash flow from operating activities 7,250 5,638 59,602 57,990
Net cash flow from investing activities (55,540) 245,390 (74,303) 226,627
Net cash flow from financing activities *** 60,192 (256,790) 35,367 (281,615)
Cash at the end of period **** 62,991 42,326 62,991 51,089
Financial Position
Net debt***** 408,246 360,779
Net debt / Adjusted EBITDA ****** 4.9 4.8
(*)
(**) We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue.
(***) Cash Flow from financing activities includes interest payment.
(****)
(*****)
(******) Adjusted EBITDA for the ratio calculation is €82.9 million (€75.6 million N&W + €7.3 million Saeco).
For the three months ended For the twelve months ended
We define Adjusted EBITDA as net profit (loss) plus income tax expense, net financial income (expense), depreciation, amortization, special
costs and the Real/Euro foreign exchange adjustment. We present non-IFRS measures because we believe they and similar measures are
widely used by certain investors, securities analysts and other interested parties as supplemental measures of performance and liquidity and are
intended to assist in the analysis of our operating results, profitability and ability to service debt. Adjusted EBITDA is not a measure of financial
performance under IFRS and should not be considered in isolation or as an alternative to any other measures of performance derived in
accordance with IFRS. Adjusted EBITDA, as presented in this Report, may not be comparable to similarly titled measures reported by other
companies. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis.
Cash at the end of March 2017 and December 2016 includes Euro 1 million relating to N&W purchase price held in escrow account to cover
possible purchaser's warranty claims under the acquisition agreement of N&W Group.
Net Debt consists of Senior Secured Notes, Secon Lien Notes and €0.2 million of other debt, less cash and cash equivalents, net of escrow
account of Euro 1 million and excluding accrued interests on the Notes.
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Financial Review: Income Statement
(€ thousands)
March 31,
2017
March 31,
2016
Proforma
Revenue from Sales 86,846 79,410
Cost of sales (52,327) (46,919)
Gross profit 34,518 32,491
Sales & Marketing (8,405) (7,432)
Logistic (1,712) (1,535)
Administrations (3,343) (3,133)
Operating Exchange Difference (120) (383)
Total operating costs (13,581) (12,483)
Adjusted EBITDA 20,938 20,008
Depreciation (1,690) (1,776)
Amortisation (11,156) (1,801)
Operating profit before exceptional items 8,092 16,431
Brazilian Operating Exchange Difference 178 438
Restructure costs 0 (28)
Other expenses (508) (1,302)
Operating profit 7,761 15,540
Finance Income 136 273
Finance costs (8,992) (16,113)
Net finance expenses (8,855) (15,840)
(Loss) before income tax (1,094) (300)
Income tax expense 740 (2,483)
(Loss) for the period from continuing
operations(354) (2,784)
For the three months ended
In addition to the elements included in Section
I, the income statement presented in this
section includes the effect of the N&W PPA
and the Saeco Group results from its
acquisition date (i.e. the Saeco results of the
month of March 2017)
Financial Review: Cash Flow
16
In addition to the comments in Section I, here below a
brief description of the Saeco contribution for the month
of March 2017 to the Cash Flow here reported.
Operating cash flow: Saeco operating cash flow in
March has been positive of Euro 1.0 million.
Investing cash flow: Saeco cash contribution at
closing has been Euro 1.5 million, deducted from the
the Saeco purchase price of Euro 54.1 million in the line
Saeco acquisition.
Financing cash flow: Euro 1.0 million inflow for the
intercompany loan from N&W Global Vending S.p.A. to
Saeco shown in the line Financial debt raising.
Condensed cash flow statement 2017 2016
(€ thousands) Proforma
Adjusted EBITDA 20,937 20,008
Change in Trade Working Capital (8,130) (9,793)
Change in Other Working Capital (3,381) (2,458)
Taxes (1,089) (1,423)
Special costs (1,087) (696)
Cash flow from operations 7,250 5,638
Investment in assets (Capex) (2,927) (2,904)
N&W acquisition 248,294
Saeco acquisition (52,613)
Cash flow from investing activities (55,540) 245,390
Interest and other financial charges paid 1,126 (13,511)
Tax settlement (2,239)
Financial debt raising/(repayment) 61,304 (243,279)
Cash flow from financing activities 60,192 (256,790)
Cash flow for the period 11,902 (5,762)
Cash at Beginning of Period 51,089 48,088
Closing cash balance 62,991 42,326
For the three months ended
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Financial review: Balance Sheet&Net Debt
The ratio of Net Debt (excluding accrued interests) to Adjusted EBITDA of N&W Group (including Saeco) is equal to 4.9 as
of March 31st, 2017, 0.1 more than the ratio at the end of December 2016 due to the Euro 70 million Senior Notes tranche
placed on March 13th, 2017 to fund the Saeco acquisition. The ratio has been calculated using the LTM Adjusted EBITDA of
N&W and Saeco Proforma.
Excluding the effect of Saeco acquisition (Euro 70 million Senior Notes tranche and LTM Adjusted EBITDA of Saeco) the
Ratio would have been 4.5, 0.3 better than December 31st, 2016 result.
(€ thousands)March 31,
2017
December
31, 2016
September
30, 2016
Bridge Facility 400,000
Senior Secured Notes - Capital 370,000 300,000
Second Lien Notes - Capital 100,000 100,000
Revolving Facility 10,815 10,815
Senior Secured Notes - Interests 11,943 4,433
Second Lien Notes - Interests 4,842 2,217
Revolving Facility - Interests&Commit. Fee 12 18 16
Finance leases 213 51 56
Bank overdraft&other loans 24 2 22
Gross Debt 487,033 417,536 410,909
Less: cash (*) (61,991) (50,089) (36,670)
Net Debt 425,043 367,447 374,239
Adjusted EBITDA 82,870 75,568 74,559
Net Debt (**)/Adjusted EBITDA 4.9 4.8 5.0
Condensed balance sheet
March 31,
2017
December
31, 2016
(€ thousands)
Property, plant and equipment 45,193 38,014
Goodwill and other intangible assets 663,297 649,650
Other non current assets 1,988 1,893
Fixed assets 710,479 689,558
Net trade receivables 86,971 66,056
Inventories 50,749 39,423
Trade payables (79,869) (74,489)
Other net working capital (38,495) (38,898)
Current and deferred income taxes (83,754) (95,628)
Capital employeed 646,080 586,021
Equity 228,325 228,321
Secured Notes and Revolving Facilities 486,799 417,483
Financing fees (7,290) (9,747)
Bank and other borrowings 24 2
Finance Leases 213 51
Cash (*) (61,991) (50,089)
Net financial debt (incl. financing fees) 417,755 357,700
(*) Cash at the end of December 2016 and March 2017 excludes the escrow account of Euro 1 million.
(**) Net Debt excludes accrued interests on the Notes
Section III
Saeco Proforma results
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Key figures and highlights
Q1 2017 compared to Q1 2016
Saeco Group revenue in Q1 2017 are Euro 2.0 million higher than the same period in 2016 (+14%) and Adjusted
EBITDA has increased by Euro 0.2 million (+12%), from Euro 1.5 million in March 2016 to Euro 1.7 million in March
2017.
(€ thousands) March 31, March 31, March 31, December 31,
2017 2016 2017 2016
Results Pro forma Pro forma
Revenue 16,181 14,144 64,841 62,804
Adjusted EBITDA* 1,732 1,546 7,252 7,066
Adjusted EBITDA margin** 10.7% 10.9% 11.2% 11.3%
Operation profit/(loss) 1,386 1,194 5,676 5,485
For the three months ended For the twelve months ended
(*)
(**) We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue.
We define Adjusted EBITDA as net profit (loss) plus income tax expense, net financial income (expense), depreciation, amortization and
special costs. We present non-IFRS measures because we believe they and similar measures are widely used by certain investors, securities
analysts and other interested parties as supplemental measures of performance and liquidity and are intended to assist in the analysis of our
operating results, profitability and ability to service debt. Adjusted EBITDA is not a measure of financial performance under IFRS and should not
be considered in isolation or as an alternative to any other measures of performance derived in accordance with IFRS. Adjusted EBITDA, as
presented in this Report, may not be comparable to similarly titled measures reported by other companies. You are encouraged to evaluate
these adjustments and the reasons we consider them appropriate for supplemental analysis.
20
Business Review: Revenue
Good performance in Q1 2017 spread among the different geographies and line of business.
Excellent performance in East Europe driven by OCS (also thanks to a new product line introduction),
Italy (in Vending division) and Other Europe (OCS in Austria).
March 31, March 31, Variance
(€ thousands) 2017 2016 %
Revenue by geography 16,181 14,144 14.4%
Italy 2,097 1,729 21.3%
France 1,374 1,625 -15.4%
Spain 1,233 1,433 -13.9%
UK 103 163 -36.6%
Germany 1,079 774 39.5%
Nordics 37 30 25.1%
Other Europe 1,469 1,061 38.5%
East Europe 4,810 3,608 33.3%
Africa & Middle East 580 560 3.5%
Asia & Pacific 2,353 2,411 -2.4%
North America 327 116 182.2%
Central & South America 717 635 13.0%
Revenue by line of business 16,181 14,144 14.4%
Vending 3,324 3,002 10.7%
OCS 7,689 6,699 14.8%
Horeca 2,685 1,903 41.1%
Accessories & Spares 2,482 2,539 -2.2%
For the three months ended
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Financial Review: Income Statement
(€ thousands)
March 31, March 31,
2017 2016
Continuing operations
Revenue from Sales 16,181 14,144
Cost of Sales (11,546) (9,971)
Gross profit 4,634 4,172
Sales & Marketing (2,565) (2,233)
Logistic (298) (269)
Administrations (385) (475)
Total operating costs (3,248) (2,978)
Operating profit 1,386 1,194
For the three months ended
Section IV
N&W and Saeco Proforma results
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N&W and Saeco Proforma results
N&W and Saeco
(€ thousands) March 31, March 31, March 31, December 31,
2017 2016 2017 2016
Results Proforma Proforma Proforma Proforma
Revenue 96,603 93,553 365,417 362,367
Adjusted EBITDA 21,791 21,554 82,871 82,634
Adjusted EBITDA margin 22.6% 23.0% 22.7% 22.8%
Operation profit/(loss) 17,732 16,734 61,142 60,144
(*)
(**) We define Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue.
We define Adjusted EBITDA as net profit (loss) plus income tax expense, net financial income (expense), depreciation,
amortization, special costs and the Real/Euro foreign exchange adjustment. We present non-IFRS measures because we believe
they and similar measures are widely used by certain investors, securities analysts and other interested parties as supplemental
measures of performance and liquidity and are intended to assist in the analysis of our operating results, profitability and ability to
service debt. Adjusted EBITDA is not a measure of financial performance under IFRS and should not be considered in isolation or as
an alternative to any other measures of performance derived in accordance with IFRS. Adjusted EBITDA, as presented in this
Report, may not be comparable to similarly titled measures reported by other companies. You are encouraged to evaluate these
adjustments and the reasons we consider them appropriate for supplemental analysis.
For the three months ended For the twelve months ended
24
Pro forma Income Statement
March 31, March 31,
2017 2016
(€ thousands) Proforma
Revenue from Sales 96,603 93,553
Cost of Sales (59,137) (56,538)
Gross profit 37,465 37,015
Sales & Marketing (10,084) (9,666)
Logistic (1,888) (1,803)
Administrations (3,581) (3,608)
Operating Exchange Difference (121) (383)
Total operating costs (15,674) (15,461)
Adjusted EBITDA 21,791 21,554
Depreciation (1,851) (2,004)
Amortisation (1,877) (1,925)
Operating profit before exceptional items 18,063 17,625
Brazilian Operating Exchange Difference 178 438
Restructuring expenses 0 (28)
Other expenses (508) (1,302)
Operating profit 17,733 16,734
For the three months ended
Appendix
25
26
N&W Group Income Statement detail
(€ thousands)
N&W GROUP old
perimeterPPA impact
SAECO from
March 1, 2017Total N&W GROUP
Revenue from Sales 80,422 6,424 86,846
Cost of sales (47,937) (9,330) (4,390) (61,658)
Gross profit 32,485 (9,330) 2,034 25,188
Sales & Marketing (7,519) (887) (8,405)
Logistic (1,590) (122) (1,712)
Administrations (3,196) (147) (3,343)
Operating Exchange Difference (121) 0 (121)
Total operating costs (12,426) 0 (1,156) (13,581)
Adjusted EBITDA 20,059 (9,330) 878 11,607
Depreciation (1,582) (107) (1,690)
Amortisation (1,800) (25) (1,825)
Operating profit before exceptional items 16,677 (9,330) 745 8,092
Brazilian Operating Exchange Difference 178 178
Restructure costs 0 0
Other expenses (508) (508)
Operating profit 16,346 (9,330) 745 7,761
Finance Income 136 0 136
Finance costs (8,942) (49) (8,992)
Net finance expenses (8,806) 0 (49) (8,856)
Profit/(Loss) before income tax 7,540 (9,330) 696 (1,094)
Income tax expense (1,379) 2,194 (75) 740
Profit/(Loss) for the period from continuing
operations6,161 (7,136) 621 (354)
For the three months ended March 31, 2017
Appendix
27
.
For a description of certain other information, including i) the management and shareholders of the
Company, ii) certain affiliate transactions, iii) indebtedness and material financing arrangements and
material debt instruments and iv) material risk factors please see the Offering Memorandum dated October
7, 2016 for our Euro 300,000,000 7.000% Senior Secured Notes due 2023, a copy of which is posted on
our website.