Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
32
S.p.A. and Banca Nazionale del Lavoro S.p.A. for a total amount of Euro 130 million, which
includes a revolving line to cover any needs generated by Group working capital.
Within the completion of the range of products, on August 1, 2015 Writefine Products
Limited (India) acquired 49% of the share capital of the Indian company Pioneer Stationary
Pvt Ltd. (India) for approx. Euro 290 thousand, specialised in the production, marketing and
distribution of stationary paper, prevalently on the domestic market.
On May 1, 2016, Writefine Products Limited (India) acquired an additional 2%, for a value of
approx. Euro 13 thousand. The non-controlling shareholders have the option to sell to
Writefine Products Limited (India) the remaining 49% between the
third and fourth year from
the date of the contract; at the end of this period Writefine Products Limited (India) will have
the right to exercise an option to acquire this share capital. The operation therefore resulted in
the acquisition of a majority stake in Pioneer Stationery Pvt Ltd, previously recognised as an
associate, which from May 1, 2016 was consolidated “line-by-line”.
On May 12, 2016, F.I.L.A. S.p.A. presented a binding offer for the full acquisition of the
Canson Group, held by the French Group Hamelin. This operation was completed on October
5, 2016 following the positive conclusion of the disclosure and consultation process involving
the main trade unions representing the workers of the French companies.
The Enterprise Value for the acquisition of the Canson Group was estimated at Euro 85
million.
According to the contractual price adjustment mechanism, based on the net working capital
and net financial position at the acquisition date, F.I.L.A. S.p.A. in February made a payment
of Euro 15.6 million.
The acquisition of the Canson Group, with a brand whose importance and distinction can
provide a key contribution to the growth of the F.I.L.A. Group in the coming years, marries
perfectly with the Group’s range of products.
In 2015, Canson generated revenue of over Euro 100 million (+5.2% on 2014), relying on a
workforce numbering more than 450.
The acquisition was financed through the extension, for Euro 93 million, of the loan
undertaken in February 2016 with a banking syndicate comprising Unicredit S.p.A., Intesa
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
33
Sanpaolo S.p.A., Mediobanca Banca di Credito Finanziario S.p.A. and Banca Nazionale del
Lavoro S.p.A..
On July 1, 2016, the subsidiary Writefine Products Limited (India) acquired for INR 20
million 35% of Uniwrite Pens and Plastics Pvt Ltd, an Indian company specialised in writing
tools and in particular ballpoint pens.
On September 14, 2016, F.I.L.A. S.p.A. acquired full control of the company St. Cuthberts
Holding Limited and its operating company (St. Cuthberts Mill Limited). The operation was
executed against total payment of GBP 5.4 million, financed through the extension in October
2016, for Euro 6.9 million, of the loan signed in February 2016 with a syndicate of banks
comprising Unicredit S.p.A., Intesa Sanpaolo S.p.A., Mediobanca Banca di Credito
Finanziario S.p.A. and Banca Nazionale del Lavoro S.p.A..
St Cuthberts, founded in 1907, is a highly-renowned English paper mill located in the south-
east of England and involved in the production of high quality papers. Over time, the
company has specialised in papers for watercolours, for printmaking and
for fine arts, creating
its products utilising a particular “cylinder mould” technique which ensures the delivery of a
highly crafted product.
Consolidated Financial Statements of the F.I.L.A. Group
Separate Financial Statements of F.I.L.A. S.p.A.
34
Subsequent events
On January 20, 2017, 52% of the share capital of FILA Art Products AG (Switzerland) was
acquired, a company involved in the sale of F.I.L.A. Group writing,
art and design products in
Switzerland;
On February 8, 2017, Lyra KG (Germany), a F.I.L.A. Group company held directly by
F.I.L.A. S.p.A., sold 30% of its investment in Fila Nordic AB to non-controlling interests.
The holding of Lyra KG (Germany) at December 31, 2016 was 50% and therefore is
considered a F.I.L.A. Group subsidiary as per the definition of control in IFRS 10.
2017 Group Outlook
For 2017, amid a substantially stable market with the exception of certain regions where sustained
growth (India) or recoveries (Russia, China and Brazil) are expected, the Group strategy will continue
to focus on acquiring market share through strengthening distribution following the acquisition of the
English Group Daler-Rowney Lukas and the French Group Canson.
Commercial and strategic focus will concern both “colour” and “Art & Craft” products, in order to
broaden
the customer base, thanks to the recent acquisitions of the company Industria Maimeri S.p.A.,
the Daler-Rowney Lukas Group and the Canson Group.
Management will closely focus on the integration of these latter entities acquired, both in production
and commercial terms and eliminating products with insufficient margins.
Scheduled investments for 2016 concern, in addition to new plant and production machinery and
industrial equipment, the extension of the French warehouse and the installation of the SAP system
for a single Group level ERP.
Going Concern
The Directors of F.I.L.A. S.p.A. reasonably expect 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.